TCR_Public/140808.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, August 8, 2014, Vol. 18, No. 219

                            Headlines

ACG CREDIT: Hires ESBA as Chief Restructuring Officer
ACG CREDIT: Hires DuffyAmedeo as Co-counsel
ACOSTA INC: S&P Lowers CCR to 'B' on Pending Leveraged Buyout
AECOM TECHNOLOGY: Moody's Assigns First Time '(P)Ba2' CFR
ALLIED INDUSTRIES: Tiger Group to Auction Assets on Aug. 26

ALLISON TRANSMISSION: Moody's Hikes Corp. Family Rating to 'Ba3'
AMERICAN BANCORP: Lindquist & Vennum Approved as Counsel
AMR CORP: Shareholder's Substantial Contribution Claim Tossed
ARMORWORKS ENTERPRISES: Gets Approval to Sell Unused Equipment
AUGUSTA APARTMENTS: Kohout Must Disgorge $24,000 Retainer

AUXILIUM PHARMACEUTICALS: HSR Act Waiting Period Terminated
BANCO ESPIRITO SANTO: Ex-Chief Arrested As 3rd Co. Hits Bankruptcy
BAY AREA FINANCIAL: Seeks Exclusivity Extension to Oct. 10
BERNARD L. MADOFF: Judge Upholds Aides' Convictions But Slams Feds
BERNARD L. MADOFF: Dimon, JPMorgan Board Get Suit Thrown Out

BEVERLY HILLS: Seeks Extension of Plan Filing Date to Oct. 14
BROADWAY FINANCIAL: Appoints New Board Member
BROOKSTONE HOLDINGS: Trustee Wants Subsidiary Cases Closed
BUCCANEER RESOURCES: Global Hunter Approved as Sale Advisor
BUCCANEER RESOURCES: Conway MacKenzie's John Young Approved as CRO

BUCCANEER RESOURCES: Greenberg Traurig Okayed as Panel's Counsel
BUCCANEER RESOURCES: Panel Hires Alvarez & Marsal as Advisor
CAESARS ENTERTAINMENT: John Payne Quits as Division President
CENTAUR LLC: Merit Fails to Dismiss, Transfer $16MM Clawback Suit
CENTURY INSURANCE: A.M. Best Lowers FSR to 'B(fair)'

CLEAREDGE POWER: Court Approves McNutt Law as Special Counsel
COSO GEOTHERMAL: Moody's Lowers Pass Through Certs to 'Ca'
CYCLONE POWER: Unit Obtains $350,000 in Seed Funds
DATAPIPE INC: Moody's Alters Outlook to Neg. on Incremental Loan
DATAPIPE INC: S&P Revises Outlook to Stable & Affirms 'B' CCR

DETROIT, MI: To Resume Water Shut-Offs After Aug. 25
EASTMAN KODAK: Posts Net Loss of $62 Million in 2nd Quarter
ELBIT IMAGING: Plans to Effect a 1-for-20 Reverse Stock Split
ENDEAVOUR INTERNATIONAL: Incurs $37.1 Million Net Loss in Q2
FAP INVESTORS: Case Summary & 13 Largest Unsecured Creditors

FIAT CHRYSLER: TRW Sues Trust to Ditch Steering-Defect Liability
FIRST SECURITY: Earns $613,000 in Second Quarter
FREE LANCE-STAR: Court Approves Deal With DSP, Committee and PBGC
FREE LANCE-STAR: Bid to Disband Creditor's Committee Stayed
FREE LANCE-STAR: Debtor, Committee File Joint Liquidation Plan

GANNETT CO: Moody's Affirms 'Ba1' Corporate Family Rating
GARLOCK SEALING: Estimation Trial Shouldn't Be Sealed, Judge Rules
GBG RANCH: Hires Carl Barto as Bankruptcy Counsel
GENUTEC BUSINESS: Plan Due Oct. 1; Bar Date Set for Sept. 9
GENUTEC BUSINESS: Hires Totaro & Shanahan as Insolvency Counsel
GEORGE ROBERTS: Heating Specialist Liable for 60% of CERCLA Claim
GREG'S LANDSCAPING: Case Summary & 20 Largest Unsecured Creditors

GRIDWAY ENERGY: Needs Until Oct. 7 to File Plan
GROEB FARMS: Committee Wants More Time to Review Claims
HAAS ENVIRONMENTAL: Deal With Cleveland Brothers Approved
HAAS ENVIRONMENTAL: Deal With Longshoremen 2038 Union Okayed
HAAS ENVIRONMENTAL: Vehicle Sale OK'd, Proceeds to Go to Chase

HAAS ENVIRONMENTAL: Deal With Cleveland Brothers Approved
HAAS ENVIRONMENTAL: Deal With Longshoremen 2038 Union Okayed
HARRY VINER: Court Reduces Pittman S.C.'s Fees
HI-TECH CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
HIGH MAINTENANCE: Court to Hold Plan Confirmation Hearing Aug. 11

HOUSTON REGIONAL: Vote on Sale to Proceed as Scheduled
HUNTER DEFENSE: S&P Raises CCR to 'B-', Off Watch Positive
IDENTIPHI INC: DLA Piper Gets $1.1M Negligence Judgment Axed
IOWA GAMING: Belle's Severance, Retention, Bonus Payments OK'd
IOWA GAMING: Corrects Motion to Employ Quinn Emanuel as Counsel

IOWA GAMING: Files Schedules of Assets and Liabilities
IOWA GAMING: Argosy Sioux City Closed; Case Up for Dismissal
ISR GROUP: Has Final OK to Obtain Financing & Use Cash Collateral
ISR GROUP: Files Schedules of Assets and Liabilities
ISTAR FINANCIAL: Incurs $16 Million Net Loss in Second Quarter

JVMW PROPERTIES: Court Confirms Plan of Reorganization
LIGHTSQUARED INC: Overhauls Reorganization Ch. 11 Plan
LIGHTSQUARED INC: Has Access to Cash Collateral Until Aug. 31
LIGHTSQUARED INC: Has Until Sept. 30 to Decide on Parkridge Lease
LITHIUM TECHNOLOGY: Closed Suit with Certain 2008 Noteholders

M STREET REAL ESTATE: Case Summary & 6 Unsecured Creditors
MARINA BIOTECH: Incurs $1.5 Million Net Loss in 2013
MEGA RV: Gets More Time to File Schedules, Statements
MGM RESORTS: Posts $105.5-Million Net Income in Second Quarter
MIG LLC: May Use Up to $102,000 in Operating Support Account

MONARCH COMMUNITY: Reports $46,000 Net Income in Second Quarter
MT. GOX: Parent Blocked From Auctioning Bitcoins.com Domain
MUSCLEPHARM CORP: Reports $408,000 Net Income in 2nd Quarter
NATCHEZ REGIONAL: Judge Sets Deadlines for Filing Claims
NATCHEZ REGIONAL: Credit With UMB Extended Through Dec. 31

NATIVE ENERGY: Wins Approval of Amended Reorganization Plan
NATIVE ENERGY: Amends Schedule of Real Property
NAUTILUS HOLDINGS: May Borrow Up to $650,000 From Synergy Mgmt.
NAUTILUS HOLDINGS: May Use Cash Collateral Thru Sept. 2
NAUTILUS HOLDINGS: Gets Court's Nod to Tap J. Mesterham as CRO

NAUTILUS HOLDINGS: Gets Final OK to Pay Prepetition Vendor Claims
PALM BEACH COMMUNITY: Seeks Exclusivity Extension to Complete Sale
PREFERRED CONTRACTORS: A.M. Best Lowers FSR to 'B(fair)'
PRISM GRAPHICS: $240,000 in Payments to CEO Declared Fraudulent
PULSE ELECTRONICS: Incurs $7.8 Million Net Loss in 2nd Quarter

QUALITY DISTRIBUTION: Posts $11.4-Mil. Net Income in 2nd Quarter
QUICKSILVER RESOURCES: Incurs $36-Mil. Net Loss in 2nd Quarter
RAAM GLOBAL: Obtains Forbearance Until Sept. 30
REVEL AC: Adjourns Auction to Aug. 14
RIVER CITY RENAISSANCE: Has Interim OK to Use Cash Collateral

RIVER TERRACE: Files Plan to Restructure Debt
SANUWAVE HEALTH: Director Joseph Chiarelli Quits
SCOOTER STORE: Personal Injury Claim to Be Paid From Insurance
SENTINEL MANAGEMENT: Ex-CEO Denied Acquittal, New Trial Request
SHREEJI ENTERPRISE: Case Summary & 8 Largest Unsecured Creditors

SKYLINE MANOR: Section 341(a) Meeting of Creditors Moved to Aug. 4
SOUND SHORE: Has Deal With Buyers, DOH et al Over Medicaid Issues
SOUTHERN STATES COOPERATIVE: Moody's Lowers CFR to 'B2'
SPENDSMART NETWORKS: Isaac Blech Holds 15.5% Equity Stake
STG-FAIRWAY ACQUISITIONS: S&P Retains 'B' CCR on Watch Negative

TACTICAL INTERMEDIATE: Has Approval to Sell Boot Business
TELEXFREE LLC: Grand Jury Charges Heads With Pyramid Scheme
TEMPLAR ENERGY: S&P Revises Outlook to Pos. & Affirms 'B' CCR
THOMPSON CREEK: Reports $61.6 Million Net Income in Second Qtr.
TRULAND GROUP: Petitions Filed to Force Affiliates into Bankruptcy

UNIVERSITY GENERAL: Cost Reductions of $13-Mil. Anticipated
UNITED AMERICAN: Now a Nevada Corporation
US SHALE SOLUTIONS: Moody's Assigns 'B3' Corporate Family Rating
WEST CORP: Reports $47.7 Million Net Income in Second Quarter
YONKERS RACING: Moody's Alters Outlook to Neg & Affirms B1 CFR

YONKERS RACING: S&P Lowers CCR to 'B' on Weak Performance
ZOGENIX INC: Posts $62.9 Million Net Income in Second Quarter

* CalPERS Pulls Back from Hedge Funds

* After Split Vote, SEC Approves Rules on Money Market Funds
* Money Funds Embrace SEC's Rules to Escape FSOC
* SEC Tells S&P It Could Face Enforcement Action
* Why More Companies Want Pensions Off Their Books

* Argentina Sues U.S. in International Court of Justice

* Carl Marks' Partners Recognized by Turnarounds & Workouts
* Gavin/Solmonese's Weitz Joins People's Emergency Center's Board

* BOOK REVIEW: The Money Wars: The Rise and Fall of the Great
               Buyout Boom of the 1980s


                             *********


ACG CREDIT: Hires ESBA as Chief Restructuring Officer
-----------------------------------------------------
ACG Credit Company II, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Executive
Sounding Board Associates LLC ("ESBA") as chief restructuring
officer for the Debtor, nunc pro tunc to June 25, 2014.

The Debtor requires ESBA to:

   (a) assume overall management and control of day-to-day
       operations, including cash management, of the Company;

   (b) gain an understanding of the legal and operational
       structure of the Company, its affiliates and related
       entities, if any;

   (c) manage the Chapter 11 bankruptcy process and fulfill all of
       the reporting requirements associated with operating in
       Chapter 11;

   (d) provide leadership and direction of the reorganization
       process including, without limitation, negotiations with
       relevant parties-in-interest in the development and
       implementation of an appropriate restructuring plan for the
       Company;

   (e) negotiate litigation matters as Chief Restructuring Officer
       on behalf of the Company;

   (f) negotiate on behalf of the Company with various parties,
       including but not limited to secured lenders, creditors,
       equity holders, governmental units, and any other parties-
       in-interest;

   (g) plan and provide overall management of any required wind
       down efforts, including liquidation of residual assets; and

   (h) other services as deemed appropriate.

The principal terms of ESBA's engagement are as follows:

   -- ESBA will be paid its standard hourly rates for the services
      its personnel provide to the Company.  ESBA agrees that its
      fees will not exceed $60,000 on a monthly basis;

   -- ESBA will be reimbursed for any out-of-pocket expenses
      reasonably incurred in connection with the services rendered
      hereunder.  Such expenses include, but are not limited to,
      travel, meals, lodging, parking, telephone and fax, general
      office services, photocopying and delivery services.  Travel
      time is charged 50% of the consultant's standard hourly
      rate.  The reasonable fees and expenses of attorneys
      consulted or engaged by ESBA to assist it in connection with
      this Agreement shall be a reimbursable expense incurred by
      ESBA;

   -- ESBA shall receive a retainer of $20,000 due and payable at
      signing of this Engagement Agreement.  The retainer will be
      returned at the conclusion of the engagement, less any
      outstanding invoices due at that time, without interest.

Michael DuFrayne, managing director of ESBA, 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.

ESBA can be reached at:

       Michael DuFrayne
       EXECUTIVE SOUNDING BOARD ASSOCIATES LLC
       1500 John F Kennedy Blvd. Suite 1730
       Philadelphia, PA 19102-1748
       Tel: (215) 568-5788
       Fax: (215) 568-5769
       E-mail: mdufrayne@esba.com

                  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.


ACG CREDIT: Hires DuffyAmedeo as Co-counsel
-------------------------------------------
ACG Credit Company II, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ
DuffyAmedeo LLP as co-counsel, nunc pro tunc to July 16, 2014.

Subject to the allocation of responsibilities with the Debtor's
current counsel, Gellert Scali Busenkell & Brown, LLC, DuffyAmedeo
may be requested to render the following services to the Debtor:

   (a) providing the Debtor with advice and preparing all
       necessary documents regarding debt restructuring,
       bankruptcy and asset dispositions;

   (b) taking all necessary actions to protect and preserve the
       Debtor's estate during the pendency of the chapter 11 case,
       including the prosecution of actions by the Debtor, the
       defense of actions commenced against the Debtor,
       negotiations concerning litigation in which the Debtor is
       involved and objecting to claims filed against the estate;

   (c) preparing on behalf of the Debtor, as Debtor in possession,
       all necessary motions, applications, answers, orders,
       reports and papers in connection with the administration of
       these chapter 11 cases;

   (d) counseling the Debtor with regard to its rights and
       obligations as Debtor in possession;

   (e) appearing in Court and to protect the interests of the
       Debtor before the Court; and

   (f) performing all other legal services for the Debtor which
       may be necessary and proper in this proceeding.

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

Todd E. Duffy, partner of DuffyAmedeo, 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.

DuffyAmedeo can be reached at:

       Todd E. Duffy, Esq.
       DUFFYAMEDEO LLP
       275 7th Avenue, 7th floor
       New York, NY 10001
       Tel: (212) 729-5832
       E-mail: tduffy@duffyamedeo.com

                  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 Lowers CCR to 'B' on Pending Leveraged Buyout
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Jacksonville, Fla.-based Acosta Inc. by one notch to 'B'
from 'B+'.  In addition, S&P removed this rating from CreditWatch,
where it had placed it with negative implications on July 29,
2014, following the company's announcement that it was being
acquired by The Carlyle Group.  S&P assigned the same 'B'
corporate credit rating to Acosta Holdco Inc., the issuer of the
new senior secured credit facilities.  The outlook is stable.

At the same time, S&P assigned 'B' issue-level ratings to Acosta
Holdco's proposed $225 million revolving credit facility and $2.1
billion term loan B.  The recovery rating is '3', indicating S&P's
expectation for meaningful (50% to 70%) recovery for lenders in
the event of a payment default.  Upon completion of the proposed
transaction on the terms currently proposed, S&P will withdraw all
of its existing issue-level ratings on the company's currently
outstanding credit facilities, which S&P expects to be repaid.

"The downgrade reflects Acosta's increased debt levels and more
aggressive financial policy following the acquisition
transaction," said Standard & Poor's credit analyst Jeffrey
Burian.

"We assess Acosta's business risk profile as "satisfactory"
reflecting favorable industry dynamics and good market position.
We expect Acosta to continue benefitting from consumer product
companies outsourcing sales and marketing functions.  We believe
Acosta's and other industry participants' services are more cost-
effective than retaining sales and marketing functions entirely
in-house.  These positive industry fundamentals should continue to
support its sales and profit growth.  We expect Acosta will
maintain "adequate" liquidity and that sources of cash will likely
be greater than its uses over the next 24 months," S&P added.

The stable outlook reflects S&P's expectation that Acosta will
modestly grow profits and generate predictable free cash flow,
enabling it to improve credit ratios and maintain adequate
liquidity.  S&P forecasts leverage to reach the mid-7x area over
the next 12 to 18 months.  S&P believes the company will continue
to benefit from favorable industry dynamics as consumer product
companies continue to outsource sales and marketing functions.

S&P could raise the ratings if it believes financial policy will
become less aggressive, including leverage sustained in the 6x
area.  Based on pro forma leverage, this could occur if EBITDA
grows about 40% or debt is reduced by about $1 billion.  EBITDA
improvement could result if Acosta's customers accelerate
outsourcing.

Although a remote possibility over the next year, S&P could lower
the ratings if operating performance significantly weakens because
of a loss of a significant number of customers resulting from the
failure of multiple marketing campaigns and a damaged reputation
in its industry.  Under this scenario, S&P's view of Acosta's
business risk could weaken to "fair" from "satisfactory."  S&P
could also lower the rating if financial policy becomes more
aggressive with significant debt-financed acquisitions or
dividends resulting in weakened liquidity and EBITDA coverage of
interest declining to the mid-1x area. EBITDA would have to
decline by over 30% for this to occur.


AECOM TECHNOLOGY: Moody's Assigns First Time '(P)Ba2' CFR
---------------------------------------------------------
Moody's Investors Service assigned a first-time provisional (P)Ba2
corporate family rating to AECOM Technology Corporation (AECOM).
Concurrently, Moody's assigned provisional (P)Ba1 ratings to the
company's proposed $1.05 billion senior secured credit facility,
$500 million performance letter of credit facility, $1.3 billion
Term Loan A and $1.8 billion Term loan B, and a P(Ba3) rating to
the proposed $1.6 billion senior unsecured notes. The rating
outlook is stable.

Moody's has assigned provisional ratings to AECOM's proposed
financing since it has not been provided legal documentation for
these borrowings and because the funding of the proposed
facilities is contingent upon the closing of the acquisition of
URS Corporation. Upon closing of the financing and a conclusive
review of the final documentation, Moody's will assign definitive
ratings. The definitive ratings may differ from the provisional
ratings.

Assignments:

Issuer: AECOM Technology Corporation

Corporate Family Rating, Assigned (P)Ba2;

$1.05 Billion Senior Secured Credit Facility, Assigned (P)Ba1
(LGD3);

$500 Million Senior Secured Performance Letter of Credit
Facility, Assigned (P)Ba1 (LGD3);

$1.3 Billion Senior Secured First Lien Term Loan A, Assigned
(P)Ba1 (LGD3);

$1.8 Billion Senior Secured First Lien Term Loan B, Assigned
(P)Ba1 (LGD3);

$1.6 Billion Senior Unsecured Notes, Assigned (P)Ba3 (LGD5)

Outlook Actions:

Outlook, Assigned Stable Outlook

This is a newly initiated rating and this is Moody's first press
release on this issuer.

Ratings Rationale

AECOM's (P)Ba2 corporate family rating reflects its large scale,
diverse end market exposure, solid market position, modest fixed
price construction risk and strong and consistent operating cash
flow. AECOM will become one of the largest and most diversified
engineering & construction companies in North America once it
completes the acquisition of URS (Baa3 RUR). The rating also
reflects the company's acquisitive history, elevated pro forma
leverage, the transformative nature of the URS acquisition and the
risks associated with integrating the largest acquisition in the
company's history, and the increased exposure to construction risk
that comes with the acquisitions of URS and the Hunt Construction
Group.

AECOM reached a definitive agreement to acquire URS Corporation in
mid-July 2014 and plans to close this transaction in October 2014.
The total enterprise value of the transaction is estimated to be
about $6 billion and will be funded with a combination of cash,
AECOM common stock and assumed debt. The purchase price appears
full at about 8.5x trailing twelve month EBITDA excluding
potential synergies. AECOM estimates the purchase price at about
7.0x projected 2015 pro forma EBITDA including the full $250
million of projected synergies, which the company expects to
realize by the end of 2016.

AECOM will be raising about $4 billion of new debt to fund this
acquisition. As a result, AECOM's pro forma adjusted leverage
ratio (Debt/EBITDA) will increase to about 5.0x from 3.3x and will
be elevated for its rating. The acquisition of URS will entail
integration and operational risks that have never been faced by
AECOM since URS is much larger in size and exposed to end markets
that are unfamiliar to AECOM. URS also provides services such as
industrial construction, which entail greater risks and exposure
to higher priced projects than the typical engineering and design
services provided by AECOM. The recent acquisition of the Hunt
Construction Group will also increase the company's exposure to
construction services in the commercial and infrastructure
sectors. AECOM does have exposure to construction, but it mostly
constructs office and high rise residential buildings and
typically subcontracts most of that work to reduce its
construction risk.

The combination of AECOM and URS along with the recently acquired
Hunt Construction Group will produce one of the largest and most
diversified engineering & construction companies in the US with
about $20 billion in annual revenues. This will enable the company
to provide a broader array of services to a wider range of end
markets and enhance its ability to meet the increasing demand for
integrated services as customers shift towards awarding design and
build contracts at the same time to decrease the time to
completion of projects. AECOM will also have significant free cash
flow generation, which should enable it to reduce its leverage to
a level that is commensurate with its rating within about two
years after the completion of the URS acquisition.

Moody's expects AECOM to generate adjusted EBITDA of about $1.6
billion in the fiscal year ended September 2015 and to generate
free cash flow of about $800 million. This should enable the
company to reduce its leverage ratio to about 4.5x and to raise
its interest coverage ratio to about 3.0x. The leverage ratio will
still be weak for the rating, but should continue to gradually
decline to the 3.5x level that is more commensurate with its Ba2
rating.

AECOM is expected to have good pro forma liquidity of about $1.4
billion consisting of approximately $700 million of cash and about
$700 million of availability on its revolving credit facility.
However, about $300 million of the cash is not readily available
since it is tied up in joint ventures, specific projects or is
restricted. Therefore, the company's available liquidity is
expected to be closer to about $1.1 billion. AECOM's liquidity is
expected to increase modestly in the near term as it uses its free
cash to pay off its revolver borrowings, which are estimated at
about $300 million at the close of the URS acquisition.

The stable outlook presumes the company's operating results will
modestly improve over the next 12 to 18 months and result in
substantial free cash flow and significantly reduced leverage. It
also assumes the company will carefully balance its leverage with
its growth strategy.

The ratings are not likely to experience upward pressure in the
short term considering the company's elevated pro forma leverage.
However, an upgrade is possible if the company successfully
integrates URS and reduces its leverage ratio to below 3.5x.

Negative rating pressure could develop if deteriorating operating
results, weaker than expected cash flow or debt financed
acquisitions result in the leverage ratio remaining above 5.0x or
funds from operations (CF from operations before working capital
changes) remaining below 15% of outstanding debt. A significant
reduction in borrowing availability or liquidity could also result
in a downgrade.

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

Headquartered in Los Angeles, CA, AECOM Technology Corporation is
a fully integrated infrastructure and support services firm
providing engineering & design, planning and construction services
to the transportation, facilities, environmental, energy, water
and government sectors. AECOM recently acquired Hunt Construction
Group, which provides construction services, construction
management and general contracting services for the commercial and
infrastructure construction sectors. AECOM expects to complete the
acquisition of URS Corporation in October 2014. URS is a provider
of engineering, construction and technical services and a
contractor for the US Federal government. URS reports its revenue
in four market segments: Infrastructure & Environment, Energy &
Construction, Federal Services and Oil & Gas. AECOM along with URS
and Hunt generated pro forma revenues of about $20 billion for the
trailing 12-month period ended March 31, 2014.


ALLIED INDUSTRIES: Tiger Group to Auction Assets on Aug. 26
-----------------------------------------------------------
By order of the U.S. Bankruptcy Court, Tiger Group's Remarketing
Services Division and PPL Group are auctioning excavators,
loaders, tractors, service and pickup trucks, and other
warehousing and office assets from the commercial contractor and
environmental remediation company Allied Industries, Inc., which
operated under the Allied Environmental Services name.

Bidding in the online-only sale of the company's equipment, which
also includes towable generators, general contractors' tools,
computers, and furnishings, will open August 19 at
www.SoldTiger.com and will close in rapid succession, live auction
style, on August 26 at 10:30 a.m. (PT).  The assets will be
available for inspection at the company's corporate office and
construction yard located at 11333 Vanowen St. in North Hollywood
on August 25, from 9:00 a.m. to 4:00 p.m. (PT).

"Allied was not only an environmental remediation company, but a
general contractor as well.  The equipment they use spans many
construction applications and should be of interest to a wide
range of contractors and do-it-yourselfers," said Jeff Tanenbaum,
president of Tiger Remarketing Services.

For a full description of all assets being auctioned and details
on how to bid, visit: www.SoldTiger.com

Allied voluntarily filed for Chapter 11 Bankruptcy Protection in
March 2013 in California Central Bankruptcy Court (case number
1:13-bk-11948).  It was converted to a Chapter 7 filing in
May 2014.

                     About Allied Industries

Allied Industries, Inc., filed a Chapter 11 petition (Bankr. C.D.
Cal. Case. No. 13-11948) on March 21, 2013.  The petition was
signed by Ernesto Gutierrez as president and chief executive
officer.  The Debtor scheduled assets of $13,086,216 and scheduled
liabilities of $7,457,365.

The Debtor has tapped Dheeraj K. Singhal, Esq., and Dixon L.
Gardner, Esq. at DCDM Law Group, P.C., as counsel, the Capital
Turnaround Group, Inc., as turnaround consultant, and Glenn M.
Gelman & Associates as accountants.  Desmond, Marcello & Amster is
business valuation appraiser to the Debtor and RLS, Inc., dba
Hjelmstrom & Associates, is its assets appraiser.

The Official Committee of Unsecured Creditors has retained
Pachulski Stang Ziehl & Jones LLP as counsel and CohnReznick LLP
as financial advisor.

California United Bank is the Debtor's secured creditor.  It is
represented by Russell H. Rapoport, Esq. and Alan M. Mirman, Esq.,
of Mirman, Bubman & Nahmias, LLP, of Woodland Hills, California.


ALLISON TRANSMISSION: Moody's Hikes Corp. Family Rating to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Allison
Transmission, Inc. Ratings that were upgraded include the
Corporate Family Rating (CFR) to Ba3 from B1 and Speculative Grade
Liquidity rating to SGL-1 from SGL-2. The rating outlook is
stable.

Ratings Rationale

The upgrade reflects Moody's expectation that Allison will manage
the pace of future distributions to shareholders in a prudent
manner. This prudence, combined with the company's highly
competitive business position, should enable Allison to generate
credit metrics that are solidly supportive of the Ba3 rating, and
to preserve sufficient flexibility and liquidity to contend with
cyclical downturns.

Moody's expects that Allison will continue to benefit from
considerable operating strengths. It holds a commanding lead in
the North American market for fully automatic transmissions used
in commercial vehicles and other industrial applications, with the
company estimating that it has a 61% global market share. This
strong business position, combined with modest reinvestment
requirements, should enable Allison to maintain EBITA margins
exceeding 20% and to generate annual free cash flow of about $300
million.

Allison's target leverage range for net debt to EBITDA is 3.0x to
3.5x. This target range is down from leverage of approximately
7.7x that resulted from the company's 2007 LBO (not reflecting
Moody's adjustments). At June 2014, Allison's leverage was 3.9x
and Moody's expect that this measure will fall to approximately
3.5x by fiscal year end -- the high end of its target range. As
Allison has reduced debt and approached its targeted leverage
range, the company's financial strategy has begun to prioritize
the return of capital to shareholders. Moody's believe that the
company will pursue this capital distribution strategy in a manner
that prudently balances business and financial risk, and that
preserves credit metrics consistent with the Ba3 rating. Allison's
key credit metrics (reflecting Moody's adjustments) at June 2014
include: debt to EBITDA of 4.1x; EBITA to interest of 3.4x; free
cash flow to debt of 13%, and EBITA margin of 28%. Notwithstanding
the company's shareholder distribution plans, Moody's expect that
there will be further moderate improvement in leverage and
coverage measures.

The principal business risk facing Allison is the considerable
cyclicality of the medium and heavy truck markets. A critical
consideration in the Ba3 CFR was Allison's ability to preserve
strong EBITA margins (approximately 20%) and positive free cash
flow (approximately $80 million) during the 2008/2009 downturn.
Importantly, Moody's believe that Allison will maintain
considerable operating flexibility to contend with future
downturns, and that the pace of distributions to shareholders will
be adjusted to accommodate any downturn-related reduction in free
cash flow generation.

Important to the rating upgrade is Allison's maintenance of a
strong liquidity position. At June 2014 the company's liquidity
resources included: cash of $127 million, $453 million in
availability under a revolving credit facility that matures in
2019, and free cash flow generation that exceeded $350 million for
the twelve months through June 2014. The company has current debt
maturities of only $18 million.

Allison's rating could improve further if the company maintains a
strong business position and high margins, and if the company's
financial strategy reflects adequate prudence in balancing
business risk, the level of debt protection afforded to creditors,
and the need to return capital to shareholders. Credit metrics
that could support a higher rating include debt/EBITDA below 4x
and EBITA/interest above 4.5x.

The rating would most likely face pressure from an overly
aggressive shareholder distribution strategy. Metrics that could
pressure the rating include debt/EBITDA above 4.5x and
EBIT/interest below 3.0x

Upgrades:

Issuer: Allison Transmission, Inc.

Probability of Default Rating, Upgraded to Ba3-PD from B1-PD

Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2

Corporate Family Rating, Upgraded to Ba3 from B1

Senior Secured Bank Credit Facility Aug 7, 2017, Upgraded to Ba2
from Ba3

Senior Secured Bank Credit Facility Jan 27, 2019, Upgraded to
Ba2 from Ba3

Senior Secured Bank Credit Facility Aug 23, 2019, Upgraded to
Ba2 from Ba3

Senior Secured Bank Credit Facility Aug 7, 2017, Upgraded to a
range of LGD3, 40 % from a range of LGD3, 41 %

Senior Secured Bank Credit Facility Jan 27, 2019, Upgraded to a
range of LGD3, 40 % from a range of LGD3, 41 %

Senior Secured Bank Credit Facility Aug 23, 2019, Upgraded to a
range of LGD3, 40 % from a range of LGD3, 41 %

Senior Unsecured Regular Bond/Debenture May 15, 2019, Upgraded
to B2 from B3

Senior Unsecured Regular Bond/Debenture May 15, 2019, Upgraded
to a range of LGD6, 91 % from a range of LGD6, 92 %

Outlook Actions:

Issuer: Allison Transmission, Inc.

Outlook, Remains Stable

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


AMERICAN BANCORP: Lindquist & Vennum Approved as Counsel
--------------------------------------------------------
American Bancorporation sought and obtained permission from the
Hon. Katherine A. Constantine of the U.S. Bankruptcy Court for the
District of Minnesota to employ Lindquist & Vennum LLP as Chapter
11 counsel.

The Debtor requires Lindquist & Vennum to:

   (a) analyze the Debtor's financial situation and render
       assistance in connection with the preparation of documents
       necessary to complete the Chapter 11 filing;

   (b) perform work and render assistance in connection with the
       selection and retention of professionals that the Debtor
       may seek to employ in connection with the bankruptcy case
       from time to time;

   (c) assist the Debtor with preparing and filing of the
       schedules, statements, exhibits, attachments, lists,
       reports and other documents required by the Bankruptcy
       Code, the Bankruptcy Rules, the Local Rules or the Court in
       the course of this bankruptcy case;

   (d) attend meetings and negotiate with and respond to
       creditors, regulatory authorities and other parties in
       interest;

   (e) review and advise the Debtor with respect to various claims
       by or against the bankruptcy estate;

   (f) provide legal advice on bankruptcy, M&A, corporate,
       regulatory and litigation matters;

   (g) make and respond to motions, applications and other
       requests for relief on behalf of the Debtor and other
       parties in interest;

   (h) advise the Debtor regarding any potential sale of assets
       and any plan of reorganization or liquidation in this
       Chapter 11 case;

   (i) assist in plan and disclosure statement preparation;

   (j) advise the Debtor with regard to regulatory matters;

   (k) communicate with the Office of the U.S. Trustee, creditors
       and others as the Debtor may consider necessary or
       desirable;

   (l) appear in this Court with respect to services within the
       approved scope; and

   (m) perform other services requested by the Debtor or services
       reasonably necessary to represent the Debtor in this case.

Lindquist & Vennum will be paid at these hourly rates:

       George Singer               $495
       Jeffrey Smith               $350
       Kevin Costley               $530
       Scott Coleman               $475
       Partner                     $250-$700
       Associates                  $175-$310
       Paralegals                  $80-$280

Lindquist & Vennum will also be reimbursed for reasonable out-of-
pocket expenses incurred.

During the 90 days preceding the Petition Date, Lindquist & Vennum
received a payment of $8,221.88 on March 14, 2014, $2,816.25 on
April 25, 2014 and $237.50 on April 28, 2014, that were regular
monthly payments of current invoices.  On or about April 24, 2014,
Lindquist & Vennum also received a cash retainer from the Debtor
in the amount of $50,000 and, on or about April 25, 2014, also
received as a retainer an assignment and delivery of a promissory
note dated May 15, 2010 (renewing and replacing a promissory note
originally dated June 15, 2007) in the principal amount of
$125,000 made by Barry J. O'Meara to the order of the Debtor (the
"Note").  Lindquist & Vennum has applied $38,243.50 of the Cash
Retainer to the payment of outstanding legal fees and related
expenses owed by the Debtor to the firm and incurred in the
ordinary course of business prior to the entry of the Order of
Relief and is holding the balance of the Cash Retainer of
approximately $11,756.50 in trust to secure compensation and
reimbursement of expenses for services to be rendered during the
Chapter 11 case.  After the entry of the Order for Relief but
prior to filing the Application with the court, Lindquist & Vennum
returned the promissory note delivered to the firm as a retainer,
the balance of which is approximately $85,002.25, to the Debtor.

George H. Singer, partner of Lindquist & Vennum, 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.

Lindquist & Vennum can be reached at:

       George H. Singer, Esq.
       LINDQUIST & VENNUM LLP
       4200 IDS Center
       80 South, 8th Street
       Minneapolis, MN 55402
       Tel: (612) 371-2493
       Fax: (612) 371-3207

                    About American Bancorporation

Alesco Preferred Funding XV, Ltd., and two related entities filed
an involuntary Chapter 11 bankruptcy petition for St. Paul,
Minnesota-based American Bancorporation (Bankr. D. Minn. Case No.
14-31882) on May 1, 2014.  The involuntary petition filed in St.
Paul Minnesota indicates that the three alleged creditors are owed
in excess of $48 million:

     Creditor                                   Amount of Claim
     --------                                   ---------------
Alesco Preferred Funding XV, Ltd.                 $27,374,356
Alesco Preferred Funding XVI, Ltd.                $13,728,562
Alesco Preferred Funding II, Ltd.                  $7,000,000
                                                plus interest

The alleged creditors are represented by Jeffrey Klobucar, Esq.,
at Bassford Remele, PA.

Judge Katherine A. Constantine handles the case.  She has entered
an order for relief, officially placing American Bancorporation in
Chapter 11.

Judge Kathleen H. Sanberg was originally assigned to the case but
she disqualified herself in the case, according to her May 1, 2014
order of recusal.


AMR CORP: Shareholder's Substantial Contribution Claim Tossed
-------------------------------------------------------------
Bankruptcy Judge Sean H. Lane denied the application filed by
Simon Mark Tabashnick, a shareholder of AMR Corporation,
requesting compensation for services rendered and reimbursement of
expenses incurred in connection with his alleged provision of a
substantial contribution in these bankruptcy cases.  Tabashnick
said he is entitled to $10,800 as an administrative expense under
Section 503(b)(3)(D) of the Bankruptcy Code.  The Debtors opposed
the request.  According to Judge Lane, Mr. Tabashnick has failed
to satisfy any of the requirements for payment based upon a
substantial contribution under Section 503(b)(3)(D).

A copy of Judge Lane's August 5, 2014 MEMORANDUM OF DECISION AND
ORDER is available at http://is.gd/kxipPSfrom Leagle.com.

                     About American Airlines

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

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

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

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

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

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

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

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

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


ARMORWORKS ENTERPRISES: Gets Approval to Sell Unused Equipment
--------------------------------------------------------------
ArmorWorks Enterprises, LLC received court approval to sell its
equipment to Envirosystems, LLC and Tony Ramirez.

The equipment includes a tradeshow booth and certain miscellaneous
handling equipment to be sold to Mr. Ramirez.  Meanwhile, six
Envirosystems Airwalls will be purchased by Envirosystems.

The equipment will be sold "free and clear of any and all liens,
claims, security interests, encumbrances and interests of any
kind," according to a court order signed by U.S. Bankruptcy Judge
Brenda Moody Whinery.

                   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.


AUGUSTA APARTMENTS: Kohout Must Disgorge $24,000 Retainer
---------------------------------------------------------
Edward R. Kohout appeals from an order of the U.S. Bankruptcy
Court for the Northern District of West Virginia, denying his fee
application and motion for nunc pro tunc employment, and ordering
the disgorgement of his $24,000 retainer fee from Augusta
Apartments, LLC.

Augusta Apartments retained the Lampl Law Firm to serve as
bankruptcy counsel for the estate and Kohout to serve as local
counsel.  Kohout, however, did not file an application to be
employed as counsel for the Debtor at that time.

On February 18, 2010, the day before filing for bankruptcy, the
Debtor paid the Lampl Law Firm a $100,000 retainer fee. Of the
$100,000, the firm retained $76,000 and paid the remainder to
Kohout. The Debtor and Kohout discussed the terms of his
retention, but did not memorialize their fee arrangement in
writing. The parties agreed that Kohout would serve as local
counsel for the Debtor and be responsible for litigating at least
one adversary proceeding.

Upon filing for bankruptcy under Chapter 11, the Debtor, as a
debtor in possession, filed an application to employ the Lampl Law
Firm as its counsel. The application listed a variety of
bankruptcy services to be rendered, the hourly rates of the
attorneys, and connections with the Debtor. The Debtor also filed
a motion for the Lampl Law Firm to appear pro hac vice with Kohout
acting as local counsel. The bankruptcy court approved the
Debtor's application and granted its motion.

On July 21, 2010, the bankruptcy court granted the appointment of
a Chapter 11 trustee, and on the same day, the U.S. Trustee
appointed Robert L. Johns as trustee.  On July 17, 2012, the
Debtor's Chapter 11 bankruptcy case was converted to a Chapter 7
bankruptcy case, with Johns still acting as trustee.  Johns never
sought to employee Kohout on behalf of the bankruptcy estate.

On November 16, 2012, the UST filed a motion to examine attorney
employment and compensation of Kohout pursuant to 11 U.S.C. Sec.
329(b), seeking a determination of whether Kohout was properly
employed under Sec. 327(a) or (e), and an order requiring Kohout
to disgorge the $24,000 retainer fee he received from the Debtor.

On February 15, 2013, Kohout filed a fee application and moved for
nunc pro tunc employment -- nearly three years after the Debtor
had filed for bankruptcy relief.  The UST objected to Kohout's
application, arguing that he:

     (1) was never employed under Sec. 327 to represent the
bankruptcy estate,

     (2) had failed to disclose his receipt of the money from the
Debtor as required by Sec. 329 and Bankruptcy Rule 2016(b), and

     (3) did not present a justifiable reason for his failure to
file a timely employment application.

On March 21, 2013, the bankruptcy court held an evidentiary
hearing to consider Kohout's application and the UST's objections.
During that hearing, Kohout acknowledged that he had never filed
an employment application or compensation disclosure statement. He
argued that his failure to do so was excused by the fact that he
is unfamiliar with Chapter 11 practice and the Bankruptcy Code.

Kohout also testified that the $24,000 retainer he received was a
payment from the Lampl Law Firm, not the Debtor. The UST, however,
later filed an addendum to its objections, verifying that the
Debtor was the source of the funds.

On July 3, 2013, the bankruptcy court entered a Memorandum Opinion
and Order denying Kohout's fee application and motion for nunc pro
tunc employment, and ordering him to return the $24,000 retainer
fee he had received from the Debtor.  The bankruptcy court
explained that Kohout's ignorance of the Chapter 11 bankruptcy
rules and practices did not excuse him from filing a timely
employment application.  It also explained that Kohout had not
demonstrated extraordinary circumstances justifying his delay.
The court went on to find that Kohout had violated section 11
U.S.C. Sec. 329 and Bankruptcy Rule 2016(b) by not disclosing the
retainer fee he had received from the Debtor, which constituted
grounds to deny his fee application and require him to disgorge
the $24,000 retainer fee.

Kohout appealed the order of the bankruptcy court on August 14,
2013.

According to District Judge Irene M. Keeley, Kohout violated Sec.
329 and Fed. R. Bankr. P. 2016(b) by failing to file a disclosure
statement indicating that the Debtor had paid him a $24,000
retainer fee.  Kohout received the fee the day before the Debtor
filed for bankruptcy, on February 18, 2010, but has yet to file a
disclosure statement.  Kohout asks the Court to excuse his
noncompliance with Sec. 329 because he was unaware of his
statutory obligation to file a disclosure statement with the
bankruptcy court.  However, his ignorance does not excuse his
noncompliance, Judge Keeley said, citing Neben & Starrett, 63 F.3d
at 882; Jensen v. US Trustee, 210 B.R. 844, 849 (B.A.P. 10th Cir.
1997).

According to the judge, Kohout's violations are grounds for
requiring disgorgement of the retainer fee he received from the
Debtor, citing Lamie v. United States Trustee, 540 U.S. 526, 529
(2004).  Although disgorgement is a severe remedy, it is warranted
in this instance, the judge said, because of the nature and extent
of Kohout's noncompliance with the Bankruptcy Code.  Kohout not
only ignored his duty to disclose under Sec. 329, but also his
duty to seek approval for employment under Sec. 327.

The bankruptcy court's order is affirmed, Judge Keeley said in an
August 4, 2014 Memorandum Opinion and Order available at
http://is.gd/PpUpaRfrom Leagle.com.

The case is EDWARD R. KOHOUT, Appellant, v. UNITED STATES TRUSTEE,
Civil Action No. 1:13CV183 (N.D. W.Va.).

Edward Kohout represented himself.

The United States Trustee is represented by Debra A. Wertman and
Noah M. Schottenstein of the US Department of Justice.

Morgantown, West Virginia-based Augusta Apartments, LLC, filed for
Chapter 11 bankruptcy protection on Feb. 19, 2010 (Bankr. N.D.
W.Va. Case No. 10-00303).  Kristian E. Warner, the Company's
managing member, signed the petition.  The Company estimated its
assets and debts at $10 million to $50 million as of the Petition
Date.  After filing its Chapter 11 bankruptcy petition, the Debtor
filed an application to employ the Lampl Law Firm.

On July 17, 2012, Augusta Apartments' case joined those of McCoy 6
and Grand Central Building LLC in Chapter 7, after equity holders
Andrew M. Warner, Monroe P. Warner, and Kristian E. Warner filed a
motion in May 2012 to convert the case to Chapter 7.  According to
the Augusta Apartments Monthly Operating Report dated May 14,
2012, the the business is no longer operating.  The business has
no assets, the Augusta apartment building having been sold to West
Virginia University.

Robert L. Johns was named the Chapter 11 trustee and now serves as
the Chapter 7 trustee.


AUXILIUM PHARMACEUTICALS: HSR Act Waiting Period Terminated
-----------------------------------------------------------
QLT Inc., a company organized under the laws of British Columbia,
Canada, filed with the Securities and Exchange Commission a
registration statement on Form S-4, which included a preliminary
joint proxy statement of QLT and Auxilium Pharmaceuticals, Inc., a
Delaware corporation, and also constitutes a management proxy
circular and preliminary prospectus of QLT, in connection with the
business combination between QLT and Auxilium, as contemplated by
the Agreement and Plan of Merger, dated as of June 25, 2014, among
QLT, Auxilium, QLT Holding Corp. and QLT Acquisition Corp.  Under
the Merger Agreement, on the terms and subject to the conditions
contained therein, QLT Acquisition Corp., an indirect wholly owned
subsidiary of QLT, will be merged with and into Auxilium and
Auxilium will be the surviving corporation, and, through the
Merger, Auxilium will become an indirect wholly owned subsidiary
of QLT.  The Form S-4 has not yet been declared effective by the
SEC.

On July 30, 2014, the Federal Trade Commission granted early
termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended, with respect to
the Merger.  The grant of early termination is effective
immediately, and has the effect of ending the waiting period under
the HSR Act relating to the Merger.  The transaction remains
subject to other closing conditions.

Additional information can be obtained at no charge at:

                         http://is.gd/WG7c9G

                           About Auxilium

Auxilium Pharmaceuticals, Inc., is a fully integrated specialty
biopharmaceutical company with a focus on developing and
commercializing innovative products for specialist audiences.
With a broad range of first- and second-line products across
multiple indications, Auxilium is an emerging leader in the men's
healthcare area and has strategically expanded its product
portfolio and pipeline in orthopedics, dermatology and other
therapeutic areas.  Auxilium now has a broad portfolio of 12
approved products.  Among other products in the U.S., Auxilium
markets edex(R) (alprostadil for injection), an injectable
treatment for erectile dysfunction, Osbon ErecAid(R), the leading
device for aiding erectile dysfunction, STENDRATM (avanafil), an
oral erectile dysfunction therapy, Testim(R) (testosterone gel)
for the topical treatment of hypogonadism, TESTOPEL(R)
(testosterone pellets) a long-acting implantable testosterone
replacement therapy, XIAFLEX(R) (collagenase clostridium
histolyticum or CCH) for the treatment of Peyronie's disease and
XIAFLEX for the treatment of Dupuytren's contracture.  The Company
also has programs in Phase 2 clinical development for the
treatment of Frozen Shoulder syndrome and cellulite.  To learn
more, please visit www.Auxilium.com.

As of March 31, 2014, the Company had $1.19 billion in total
assets, $985.73 million in total liabilities and $210.14 million
in total stockholders' equity.

                            *   *    *

As reported by the TCR on May 7, 2014, Moody's Investors Service
downgraded the ratings of Auxilium Pharmaceuticals, Inc.,
including the Corporate Family Rating to B3 from B2.  "The
downgrade reflects Moody's expectations that declines in Testim,
Auxilium's testosterone gel, will materially reduce EBITDA
in 2014, resulting in negative free cash flow, a weakening
liquidity profile, and extremely high debt/EBITDA," said Moody's
Senior Vice President Michael Levesque.

In the May 6, 2014, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Auxilium
Pharmaceuticals Inc. to 'CCC' from 'B-'.  "Our rating action on
Auxilium is predicated on our assessment of its liquidity profile
as "weak" and our expectation that the company is likely to
deplete its liquidity sources over the next 12 months," said
credit analyst Maryna Kandrukhin.


BANCO ESPIRITO SANTO: Ex-Chief Arrested As 3rd Co. Hits Bankruptcy
------------------------------------------------------------------
Law360 reported that troubles worsened within Portugal's Espirito
Santo banking empire when prosecutors arrested the former chief
executive of Banco Espirito Santo in a money-laundering and tax-
evasion probe just as a third company in the Espirito group sought
court protection from creditors.  According to the report, two
months after stepping down as chief executive of BES, Portugal's
second-largest lender, Ricardo Salgado was detained for
questioning by an investigating judge, in connection with a long-
running probe code-named 'Monte Branco' surrounding certain Swiss
wealth managers' dealings in Portugal.


BAY AREA FINANCIAL: Seeks Exclusivity Extension to Oct. 10
----------------------------------------------------------
Bay Area Financial Corp. has requested a second extension of its
exclusive period for obtaining acceptances to its Plan of
Reorganization in its Chapter 11 case.  The case is pending in the
Bankruptcy Court for the Central District of California, Los
Angeles Division.  If granted, the extension would set a deadline
of October 10, 2014, for the Debtor to obtain acceptances to its
Plan.  The Debtor's current exclusive solicitation period is set
to expire on August 11th.

Section 1121(d) of the Bankruptcy Code authorizes extensions to a
debtor's exclusive period for soliciting acceptances to a Plan of
Reorganization for "cause".  The key question to consider is
whether an extension will move a case "towards a fair and
equitable resolution," the Debtor tells the Court, citing In re
Henry Mayo Newhall Memorial Hospital, 282 B.R. 444, 453 (B.A.P.
9th Cir. 2002).

The Debtor submits that there is cause for an extension in this
case because the case is a large one with many creditors.
Additionally, the Debtor has made progress in moving the case
forward.  The Debtor has filed a Plan, worked out objections to
its Disclosure Statement, and mailed solicitation packages to
creditors. The Debtor contends that a competing plan at this stage
of the case would only confuse creditors and stall progress made
to date.

                   About Bay Area Financial

Bay Area Financial Corp., a consumer finance company, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case No. 13-38974) on Dec. 9, 2013.  The case is assigned to
Judge Thomas B. Donovan.

The Debtor is represented by Sandford L. Frey, Esq., and Stuart I.
Koenig, Esq., at Creim Macias Koenig & Frey LLP.

The Debtor disclosed $15,248,851 in assets and $21,239,663 in
liabilities as of the Chapter 11 filing.  There is no secured
debt, although $141,000 is owing on a priority tax claim.

Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the Official Committee of Unsecured Creditors.  The
Committee is represented by James C. Bastian, Jr., Esq., and
Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP.


BERNARD L. MADOFF: Judge Upholds Aides' Convictions But Slams Feds
------------------------------------------------------------------
Law360 reported that a New York federal judge upheld the
convictions of five former Bernard L. Madoff Investment Securities
LLC employees accused of aiding the Ponzi scheme but sharply
criticized prosecutors for making "derogatory generalizations" in
closing arguments to the jury.  According to the report, U.S.
District Judge Laura Taylor Swain denied the defendants' motions
for acquittal or a new trial, saying prosecutors had proven they
had played a role in the scheme.

The case is USA v. O'Hara et al., Case No. 1:10-cr-00228
(S.D.N.Y.).

                     About Bernard L. Madoff

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

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

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

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

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

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

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


BERNARD L. MADOFF: Dimon, JPMorgan Board Get Suit Thrown Out
------------------------------------------------------------
Bob Van Voris, writing for Bloomberg News, reported that JPMorgan
Chase & Co. Chief Executive Officer Jamie Dimon and board members
won dismissal of an investor lawsuit over $2.6 billion in
penalties and settlements paid by the bank because of its
relationship with convicted Ponzi scheme operator Bernard Madoff.

According to the report, U.S. District Judge Paul Crotty in
Manhattan on July 24 threw out the suit, which sought damages on
behalf of the bank based on claims that JPMorgan executives and
directors turned a blind eye to Madoff's fraud.  The investors
claimed the defendants harmed the bank through breaches of
fiduciary duty, securities law violations and waste of corporate
assets, the report related.

The case is Central Laborers' Pension Fund v. Dimon, 14-cv-01041,
U.S. District Court, Southern District of New York (Manhattan).

                     About Bernard L. Madoff

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

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

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

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

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

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

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


BEVERLY HILLS: Seeks Extension of Plan Filing Date to Oct. 14
-------------------------------------------------------------
Beverly Hills Bancorp Inc. asks the U.S. Bankruptcy Court for the
District of Delaware to extend its exclusive period to file a
Chapter 11 plan to Oct. 14, 2014, and its exclusive period to
solicit acceptances of that plan to Dec. 9.

The Debtor said in court papers that it is seeking extension of
its exclusive periods out of abundance of caution as it has
already filed a plan and disclosure statement.  The Debtor's
exclusive filing period will expire on Aug. 13.  The Debtor that
currently, a potential bidder is evaluating the possibility of
pursuing a transaction involving certain of the Debtor's non-
liquid assets, and should the bidder decide to enter a firm bid
accompanied by an earnest money deposit, the Plan and Disclosure
Statement would require potentially significant amendment to
accommodate a reorganized, rather than a liquidating, Debtor with
a revised capital structure.  If those amendments become
necessary, the Debtor wants an opportunity to do so without the
distraction of competing plans.

A hearing on the extension request is scheduled for Aug. 27, 2014,
at 10:00 a.m. (ET).  Objections are due Aug. 20.

                  About Beverly Hills Bancorp

Beverly Hills Bancorp Inc., former owner of First Bank of Beverly
Hills, filed a petition for Chapter 11 protection (Bankr. D. Del.
Case No. 14-bk-10897) on April 15, 2014, as a forbearance
agreement was expiring in connection with $25.8 million in trust-
preferred securities.  The bank subsidiary was taken over by
regulators in April 2009.  All other subsidiaries are inactive.

The Debtor's counsel is Young, Conaway, Stargatt & Taylor, LLP,
while its restructuring advisor is Development Specialists, Inc.


BROADWAY FINANCIAL: Appoints New Board Member
---------------------------------------------
Broadway Financial Corporation appointed Ms. Renata Simril to the
Board of Directors of the Company and its wholly owned subsidiary,
Broadway Federal Bank, f.s.b., effective July 30, 2014.  This
appointment increases the membership of the Board of Directors
from eight to nine.  Ms. Simril has not been named to any
committees at this time.

                     About Broadway Financial

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

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

Broadway Financial reported a loss allocable to common
stockholders of $1.08 million in 2013, a loss allocable to common
stockholders of $693,000 in 2012 and a net loss available to
common shareholders of $15.36 million in 2011.

The Company's balance sheet at March 31, 2014, the Company had
$335.07 million in total assets, $308.51 million in total
liabilities and $26.56 million in total stockholders' equity.


BROOKSTONE HOLDINGS: Trustee Wants Subsidiary Cases Closed
----------------------------------------------------------
Craig R. Jalbert, the Distribution Trustee in Brookstone Holdings
Corp.'s chapter 11 case in the District of Delaware, has requested
that Hon. Brendan L. Shannon close all subsidiary cases in the
matter.  The Debtor's subsidiaries are Brookstone, Inc.;
Brookstone Company, Inc.; Brookstone Retail Puerto Rico, Inc.;
Brookstone International Holdings, Inc.; Brookstone Purchasing,
Inc.; Brookstone Stores, Inc.; Gardener's Eden, Inc.; Brookstone
Military Sales, Inc.; Big Blue Audio LLC; Brookstone Holdings,
Inc.; and Brookstone Properties, Inc.  On June 24, 2014, the Court
confirmed the Debtor's Second Modified Joint Chapter 11 Plan of
Reorganization.  The Confirmation Order provided that any
unsatisfied claims as of the effective date of July 7th shall be
treated as claims against Brookstone Holdings, Corp., and shall be
administered by the Distribution Trustee.

Section 350(a) of the Bankruptcy Code provides that cases shall be
closed after an estate has been fully administered and the Trustee
has been discharged.  Section 105(a) of the Bankruptcy Code
authorizes a court to enter any order that is necessary or
appropriate.  Bankruptcy Rule 3022 mandates the closing of a case
that has been fully administered.  A court is allowed flexibility
in determining when an estate has been fully administered.

The Distribution Trustee contends that the subsidiary estates have
been fully administered since the Plan's primary transactions have
been completed.  Therefore, maintenance of the subsidiary cases
will only create additional administrative and financial burdens.

Counsel for the Distribution Trustee are Adam G. Landis, Esq.,
Kerri K. Mimford, Esq., and Kimberly A. Brown, Esq. at Landis,
Rath & Cobb LLP of Wilmington, DE and Charles A. Dale, III, Esq.
and Mackenzie L. Shea, Esq. at K & L Gates LLP of Boston, MA.

                    About Brookstone Holdings

Brookstone Holdings Corp. and its affiliated debtors on April 3,
2013, filed for relief under Chapter 11 (Bankr. D. Del. Lead Case
No. 14-10752) with a plan to sell its business to another
retailer.

Specialty retailer Brookstone operated 242 retail stores across 40
states and Puerto Rico as of Feb. 1, 2014.  Of those stores, 195
are generally located near "center court" in America's top
retail centers and 47 are located in airports.  Brookstone
also operates an e-commerce business that includes the Brookstone
catalog and http://www.Brookstone.com/

An affiliate of Spencer Spirit Holdings Inc., the parent of gift-
shop chain Spencer's, has signed a deal to pay $147 million in
exchange for 100% of the reorganized debtor's equity, absent
higher and better offers from other parties.  As of Dec. 31, 2013,
Spencer operated 644 stores in 49 states and Canada.

As of the bankruptcy filing, the Debtors owe more than $50 million
on a senior secured prepetition credit facility ($34.1 million on
a revolver, $12.3 million on a term loan and $4.7 million on
account of letters of credit), and $137.3 million to holders of
junior notes.  The Debtors estimate that their unsecured debt is
between $75 million and $85 million.

The agreement with Spencer contemplates that Brookstone,
headquartered in New Hampshire, will continue to operate its mall
and airport stores, catalog, website, and wholesale channels,
under the Brookstone brand with current employees remaining at
their respective locations.

The Debtors have tapped K&L Gates LLP and Landis Rath & Cobb LLP
as attorneys, Deloitte Financial Advisory Services LLP as their
financial advisors, Jefferies LLC as their investment banker, and
Kurtzman Carson Consultants as claims agent.

The DIP lenders are represented by Stroock & Stroock & Lavan LLP
and Young Conaway Stargatt & Taylor LLP.


BUCCANEER RESOURCES: Global Hunter Approved as Sale Advisor
-----------------------------------------------------------
Buccaneer Resources, LLC and its debtor-affiliates sought and
obtained permission from the Hon. David R. Jones of the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Global Hunter Securities, LLC as sale advisor to the Debtors.

The Debtors require Global Hunter to:

   (a) review and analyze the Debtors' business and financial
       projections;

   (b) assist the Debtors in evaluating, structuring, negotiating
       and implementing a potential Transaction;

   (c) assist the Debtors in preparing descriptive material to be
       provided to potential parties that might participate in a
       potential Transaction;

   (d) develop, update and review with the Debtors on an ongoing
       basis a list of parties that might participate in a
       potential Transaction;

   (e) contact potential parties to a potential Transaction;

   (f) assist the Debtors with evaluating potential term sheets,
       indications of interest, letters of intent and other
       Transaction agreements;

   (g) assist the Debtors in negotiating agreements and definitive
       contracts;

   (h) assist the Debtors in obtaining approval from the
       Bankruptcy Court for the Transaction, including, without
       limitation, providing testimony and other evidence of any
       or all of the services provided by Global Hunter to the
       Debtors, including, but not limited to, the steps taken by
       Global Hunter in contacting potential interested parties
       and evaluating, structuring, negotiating and implementing
       potential Transactions; and

   (i) perform other such services as Global Hunter and the
       Debtors shall mutually agree.

Pursuant to the Engagement Letter, the Debtors contemplate that
Global Hunter will be compensated as follows:

   -- Initial Fee.  In addition to the other fees provided for
      herein, upon the execution of this Agreement, the Debtors
      shall pay Global Hunter a nonrefundable cash fee of
      $175,000, which shall be earned upon Global Hunter's receipt
      thereof in consideration of Global Hunter accepting this
      engagement and rendering the Services to the Debtors
      ("Initial Fee").  The Initial Fee shall be paid promptly
      following entry of the Order of the Bankruptcy Court having
      jurisdiction over the Debtors' chapter 11 cases authorizing
      the employment of Global Hunter pursuant to the terms of
      this Agreement; and

   -- M&A Fee.  The Debtors will pay Global Hunter 2.5% of the
      purchase price, payable upon Court-approval of the asset
      purchase agreement and the entry of a sale order (the "M&A
      Fee").

Global Hunter will also seek reimbursement for reasonable out-of-
pocket expenses and information resource services incurred in
connection with its engagement, and will maintain receipts for all
expenses.  Upon Bankruptcy Court approval of the Application, the
Debtors would advance a refundable cash deposit of $25,000 against
such expenses.

Gary Meringer, general counsel of Global Hunter, 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.

Global Hunter can be reached at:

       Gary Meringer, Esq.
       GLOBAL HUNTER SECURITIES, LLC
       400 Poydras Street, Suite 3100
       New Orleans, LA 70130
       Tel: (504) 410-8017
       E-mail: gmeringer@ghsecurities.com

                      About Buccaneer Energy

Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.

Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC".  Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.

The Debtors' primary business is the exploration for and
production of oil and natural gas in North America.  Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.

CEO Curtis Burton was terminated in May 2014.  Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.

The bankruptcy cases are assigned to Judge David R Jones.  The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.

The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel.  Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd.  Epiq Systems is the claims and notice
agent.


BUCCANEER RESOURCES: Conway MacKenzie's John Young Approved as CRO
------------------------------------------------------------------
Buccaneer Resources, LLC and its debtor-affiliates sought and
obtained permission from the Hon. David R. Jones of the U.S.
Bankruptcy Court for the Southern District of Texas to designate
John T. Young, Jr. as chief restructuring officer and employ
Conway MacKenzie Management Services, LLC, nunc pro tunc to the
May 31, 2014 petition date.

Pursuant to the Engagement Letter, in his capacity as CRO, Mr.
Young will render interim management services to the Debtors and
will report directly to the Debtors' Board of Directors.  In
addition, pursuant to the Engagement Letter, the CRO will provide
oversight and support to the Debtors' other professionals in
connection with execution of the Debtors' business plan, sales
process and overall administration of activities in the Debtors'
chapter 11 cases.

The Debtors seek to retain Conway MacKenzie to provide the
following services, among others:

   -- oversee and control the preparation of the Debtors' cash
      forecasts, and evaluate short-term liquidity requirements of
      the Debtors;

   -- manage and prepare budget to actual comparisons against
      forecast and report on variances;

   -- maintain compliance with any court orders governing use of
      cash collateral or DIP financing;

   -- provide oversight and assistance with the preparation of
      financial related disclosures required by the bankruptcy
      court, including the Schedules of Assets and Liabilities,
      the Statement of Financial Affairs and Monthly Operating
      Reports, if necessary, and disclosures by the Debtors in any
      required regulatory or other filings and related
      disclosures;

   -- provide oversight and assistance with the preparation of
      financial information for distribution to creditors and
      others, including, but not limited to, cash flow projections
      and budgets, cash receipts and disbursements analysis of
      various asset and liability accounts, and analysis of
      proposed transactions for which Court approval is sought;

   -- provide oversight and assistance with the preparation of
      financial information for distribution to any official
      committees appointed in the case and others, including, but
      not limited to, cash flow projections and budgets, cash
      receipts and disbursements analysis of various asset and
      liability accounts, and analysis of proposed transactions
      for which Court approval is sought;

   -- participate in meetings and provide assistance to potential
      buyers of the Debtors' assets, any official committees
      appointed in the case, the U.S. Trustee, other parties in
      interest, including contractual counterparties, and
      professionals hired by the same, as requested;

   -- support sale advisors and make recommendations in connection
      with marketing efforts to sell substantially all of the
      Debtors' assets;

   -- provide oversight and assistance with the preparation of
      analysis of creditor claims by type, entity, and individual
      claim, including assistance with the development of
      databases, as necessary, to track such claims;

   -- provide oversight and assistance with the evaluation and
      analysis of avoidance actions, including, fraudulent
      conveyances and preferential transfers, if necessary;

   -- provide testimony in litigation/bankruptcy matters as
      required;

   -- identify cash generation or savings opportunities for the
      Debtors in order to maximize estate value;

   -- lead and provide oversight and assistance in connection with
      communications and negotiations with constituents including
      secured and unsecured creditors, capital providers and other
      key constituents critical to the successful execution of the
      Debtors' plan of reorganization;

Conway MacKenzie will be paid at these hourly rates:

       John T. Young, Jr., CRO           $635
       Jeffrey N. Huddleston,
         restructuring manager           $535
       Bryan M. Gatson,
         restructuring manager           $535
       Jamie L. Chronister,
         restructuring manager           $475
       Seth M. Barron,
         restructuring manager           $425
       Steven A. Geuther,
         restructuring manager           $400
       Joseph C. Akouri,
         restructuring manager           $395
       Mallory Bolus,
         restructuring assistant         $185

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

Prior to the Petition Date, the Debtors advanced Conway MacKenzie
$400,000 to provide a retainer for services rendered or to be
rendered, and for reimbursement of expenses incurred, in advising
the Debtors in connection with these Chapter 11 Cases.  For the
one year period preceding the commencement of these chapter 11
cases, in addition to the amount advanced in the retainer, Conway
MacKenzie received payments in the aggregate amount of
approximately $1,163,880 from the Debtors for professional fees
and expenses.

John T. Young, Jr., senior managing director of Conway MacKenzie,
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.

Conway MacKenzie can be reached at:

       John T. Young, Jr.
       CONWAY MACKENZIE MANAGEMENT SERVICES, LLC
       1301 McKinney, Suite 2025
       Houston, TX 77010
       Tel: (713) 650-0500
       E-mail: JYoung@ConwayMacKenzie.com

                     About Buccaneer Energy

Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.

Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC".  Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.

The Debtors' primary business is the exploration for and
production of oil and natural gas in North America.  Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.

CEO Curtis Burton was terminated in May 2014.  Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.

The bankruptcy cases are assigned to Judge David R Jones.  The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.

The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel.  Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd.  Epiq Systems is the claims and notice
agent.


BUCCANEER RESOURCES: Greenberg Traurig Okayed as Panel's Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Buccaneer
Resources, LLC and its debtor-affiliates sought and obtained
permission from the Hon. David R. Jones of the U.S. Bankruptcy
Court for the Southern District of Texas to retain Greenberg
Traurig, LLP as legal counsel to the Committee, nunc pro tunc to
June 11, 2014.

The professional services that the Committee expects that
Greenberg Traurig will perform in connection with these cases
include, without limitation:

   (a) consulting with the Debtors' professionals and
       representatives concerning the administration of these
       cases;

   (b) preparing and reviewing pleadings, motions and
       correspondence;

   (c) appearing at and participating in proceedings before this
       Court;

   (d) providing legal counsel to the Committee in its
       investigation of the acts, conduct, assets, liabilities,
       and financial condition of the Debtors, the operation of
       the Debtors' businesses, and any other matters relevant to
       these cases;

   (e) analyzing the Debtors' proposed use of cash collateral and
       any debtor-in-possession financing requested;

   (f) advising the Committee with respect to its rights, duties
       and powers;

   (g) assisting the Committee in analyzing the claims of the
       Debtors' creditors and in negotiating with such creditors;

   (h) assisting the Committee in its analysis of and negotiations
       with the Debtors or any third party concerning matters
       related to, among other things, the terms of a sale, plan
       of reorganization or other conclusion of the cases;

   (i) assisting and advising the Committee as to its
       communications to the general creditor body regarding
       significant matters;

   (j) assisting the Committee in determining a course of action
       that best serves the interests of the unsecured creditors;
       and

   (k) performing such other legal services as may be required
       under the circumstances in accordance with the Committee's
       powers and duties as set forth in the Bankruptcy Code.

Greenberg Traurig will be paid at these hourly rates:

       Partners                   $450-$950
       Senior Associates          $280-$665
       Associates                 $225-$550
       Of Counsel                 $450-$650
       Legal Assistants           $195-$300

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

Shari L. Heyen, shareholder of Greenberg Traurig, 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.

Greenberg Traurig can be reached at:

       Shari L. Heyen, Esq.
       GREENBERG TRAURIG, LLP
       1000 Louisiana Street, Suite 1700
       Houston, TX 77002
       Tel: +1 (713) 374-3564
       Fax: +1 (713) 374-3505
       E-mail: heyen@gtlaw.com

                      About Buccaneer Energy

Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.

Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC".  Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.

The Debtors' primary business is the exploration for and
production of oil and natural gas in North America.  Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.

CEO Curtis Burton was terminated in May 2014.  Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.

The bankruptcy cases are assigned to Judge David R Jones.  The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.

The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel.  Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd.  Epiq Systems is the claims and notice
agent.


BUCCANEER RESOURCES: Panel Hires Alvarez & Marsal as Advisor
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Buccaneer
Resources, LLC and its debtor-affiliates seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Texas to
retain Alvarez & Marsal North America, LLC as financial advisors
to the Committee, effective June 11, 2014.

Alvarez & Marsal will provide such consulting and advisory
services to the Committee and its legal advisors as Alvarez &
Marsal and the Committee deem appropriate and feasible in order to
advise the Committee in the course of these Chapter 11 cases,
including but not limited to the following:

   (a) advise the Committee on matters related to its interests
       in the sale of the Debtor's assets;

   (b) assist with a review of the Debtors' cost/benefit
       evaluations with respect to the assumption or rejection of
       executory contracts and unexpired leases;

   (c) assist with a review of the business model, operations,
       liquidity situation, properties, assets and liabilities,
       financial condition and prospects of the Debtor;

   (d) assist in the review of financial information distributed
       by the Debtor to the Committee, its advisors and creditors
       and others, including, but not limited to, cash flow
       projections and budgets, cash receipts and disbursement
       analysis and analysis of various asset and liability
       accounts;

   (e) attend meetings with the Debtor, the Debtors' lenders and
       creditors, the Committee and any other official committees
       organized in these Chapter 11 cases, the U.S. Trustee,
       other parties in interest and professionals hired by the
       same, as requested;

   (f) assist in the review and preparation of information and
       analysis necessary for the confirmation of a plan in these
       Chapter 11 cases; and

   (g) render such other general business consulting or such other
       assistance as the Committee or its counsel may deem
       necessary, consistent with the role of a financial advisor
       and not duplicative of services provided by other
       professionals in these Chapter 11 cases.

Alvarez & Marsal will be paid at these hourly rates:

       Managing Directors        $625-$850
       Directors                 $475-$625
       Associates                $350-$475
       Analysts                  $225-$350

Alvarez & Marsal will also be reimbursed for reasonable out-of-
pocket expenses incurred.

The aggregate cumulative fees payable to Alvarez & Marsal shall
not exceed the cumulative cap.  The Cumulative Fee Cap is equal to
$75,000 per month for the first three months and $50,000 per month
thereafter.

Kelly B. Stapleton, managing member of Alvarez & Marsal, 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.

Alvarez & Marsal can be reached at:

       Kelly Stapleton, Esq.
       ALVAREZ & MARSAL NORTH AMERICA, LLC
       600 Madison Avenue, 8th Floor
       New York, NY 10022
       Tel: +1 (212) 763-9750
       Fax: +1 (212) 759-5532
       E-mail: kstapleton@alvarezandmarsal.com

                      About Buccaneer Energy

Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.

Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC".  Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.

The Debtors' primary business is the exploration for and
production of oil and natural gas in North America.  Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.

CEO Curtis Burton was terminated in May 2014.  Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.

The bankruptcy cases are assigned to Judge David R Jones.  The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.

The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel.  Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd.  Epiq Systems is the claims and notice
agent.


CAESARS ENTERTAINMENT: John Payne Quits as Division President
-------------------------------------------------------------
John Payne resigned from his position as president of Central
Markets and Partnership Development of Caesars Entertainment
Corporation effective on July 30, 2014.

There are no disagreements between Mr. Payne and the Company that
caused or contributed to his decision, according to the Company's
statement.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies.  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 in 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.

As reported by the TCR on May 1, 2014, Fitch Ratings has
downgraded the Issuer Default Ratings (IDRs) of Caesars
Entertainment Corp (CEC) and Caesars Entertainment
Operating Company (CEOC) to 'CC' from 'CCC'.


CENTAUR LLC: Merit Fails to Dismiss, Transfer $16MM Clawback Suit
-----------------------------------------------------------------
FTI Consulting, Inc., as trustee of the Centaur, LLC Litigation
Trust, sued Merit Management, LP, in an attempt to avoid an
allegedly fraudulent transfer of $16,503,850 to Merit.  Merit has
filed a motion to dismiss and a motion to transfer venue to the
Bankruptcy Court for the District of Delaware.  Both motions are
denied, according to District Judge Joan B. Gottschall in her
August 5, 2014 Memorandum Opinion and Order available at
http://is.gd/sVhLhmfrom Leagle.com.

The case is, FTI CONSULTING, INC., as Trustee of the Centaur, LLC
Litigation Trust, Plaintiff, v. MERIT MANAGEMENT GROUP, LP,
Defendant, Case No. 11 CV 7670 (N.D. Ill.).

FTI Consulting, Inc., as Trustee of the Centaur, LLC Litigation
Trust, is represented by:

     Gregory Scott Schwegmann, Esq.
     Joshua J. Bruckerhoff, Esq.
     REID COLLINS & TSAI LLP
     1301 S. Capital of Texas Hwy
     Building C, Suite 300
     Austin, TX  78746
     Tel: (512) 647-6108
          (512) 647-6100
     E-mail: gschwegmann@rctlegal.com
             jbruckerhoff@rctlegal.com

          - and -

     Marcus D Fruchter, Esq.
     Jason M. Rosenthal, Esq.
     SCHOPF & WEISS LLP
     One South Wacker Drive, 28th Floor
     Chicago, IL  60606-4617
     Tel: 312-701-9354
     Fax: 312-701-9335
     E-mail: fruchter@sw.com
             rosenthal@sw.com

Merit Management Group, LP, is represented by:

     Jason Jon DeJonker, Esq.
     Jeffrey Phillip Swatzell, Esq.
     SEYFARTH SHAW LLP
     131 South Dearborn Street, Suite 2400
     Chicago, IL  60603-5577
     Tel: (312) 460-5220
     Fax: (312) 460-7220
     E-mail: jdejonker@seyfarth.com

                       About Centaur LLC

Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- was involved in the
development and operation of entertainment venues focused on horse
racing and gaming.  The Company and its affiliates filed for
Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D. Del.
Case No. 10-10799).  Jeffrey M. Schlerf, Esq., at Fox Rothschild
LLP, assists the Company in its restructuring effort.  The Company
disclosed assets of $584 million and debt of $681 million as of
the Petition Date.

Affiliates Centaur PA Land LP and Valley View Downs LP filed for
bankruptcy reorganization in October 2009 to keep alive a project
to develop a racetrack in Pennsylvania.  The filings were made
following the failure to make payments due in October on a
$382.5 million first-lien debt and a $192 million second-lien
credit.

All the companies are subsidiaries of closely held Centaur Inc.,
which isn't in bankruptcy.

Centaur LLC was authorized in August 2010 to sell the Fortune
Valley Hotel & Casino 40 miles west of Denver to Luna Gaming
Central City LLC for $7.5 million cash, plus a $2.5 million note.

The Debtor obtained approval of its reorganization plan at a
Feb. 18, 2011 confirmation hearing.  The Plan would slash the
casino operator's debt by two-thirds to $260 million.  The Plan,
as revised, is based on a settlement reached by the Debtors with
the Official Committee of Unsecured Creditors, the settlement was
entered among the Debtors, the Official Committee of Unsecured
Creditors, and Credit Suisse AG, Cayman Islands Branch, as
administrative agent and collateral agent for lenders that
provided first lien revolving credit and term loans prepetition.
Under the Plan, second-lien lenders are to split $3.4 million in
notes that pay in kind.  Unsecured creditors of Valley View Downs
now will receive the lesser of 50% paid in cash or a share of $1.5
million cash.  Other general unsecured creditors also will have
the lesser of half payment or sharing $650,000 in cash.

FTI Consulting, Inc., serves as Trustee to the Centaur LLC
Litigation Trust.


CENTURY INSURANCE: A.M. Best Lowers FSR to 'B(fair)'
----------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating (FSR)
to B (Fair) from B+ (Good) and issuer credit rating (ICR) to "bb+"
from "bbb-" of Century Insurance Company, Ltd. (CIC Saipan)
(Common Wealth of the Northern Marianna Islands) (CNMI).  The
outlook for the ICR has been revised to negative from stable,
while the FSR remains stable.  Concurrently, A.M. Best has
withdrawn the ratings due to management's request to no longer
participate in A.M. Best's interactive process.  A.M. has also
affirmed the FSR of B++ (Good) and the ICR of "bbb+" of Century
Insurance Company (Guam) Limited (CIC Guam) (Guam).  The outlook
of CIC Guam's ratings is stable.

The rating actions reflect CIC Saipan's unfavorable underwriting
performance since 2012 that resulted in operating losses and
overall declines in its risk-adjusted capitalization.  In 2013,
the company's net loss was primarily due to major losses incurred
in the motor, general liability and workers' compensation lines.
Although CIC Saipan has implemented multiple measures to restore
its profitability, the ongoing challenges are expected to weigh on
the underwriting results in the near term, given the economic
decline in the territory.

The ratings take into consideration CIC Saipan's supportive risk-
adjusted capitalization, its leading position in the non-life
insurance market in CNMI and improved claim management revision.
The ratings also acknowledge the support the company receives from
its parent, Tan Holdings Corporation (THC).

The ratings of CIC Guam reflect its solid risk-based
capitalization, continuous favorable operating results and
improved claim management revision.  The ratings also acknowledge
the support the company receives from THC, its parent company.

CIC Guam's risk-adjusted capitalization, as measured by Best's
Capital Adequacy Ratio (BCAR), is supportive of its current
ratings.  CIC Guam's capitalization level has consistently
improved as a result of CIC Guam's favorable underwriting and
investment performance in recent years.  The company's consistent
positive retained earnings are a reflection of its emphasis on
prudent underwriting and efforts to improve its claims management,
along with its diversified investment strategy.

Partially offsetting these positive rating factors are the
competitive landscape in Guam, CIC Guam's relatively high expense
ratio and its volatile loss reserve development history.

CIC Guam's loss ratio deteriorated in 2013, mainly due to a claims
audit during the year that revealed reserve deficiencies in the
workers' compensation and motor lines.  As a result, a substantial
amount of loss-reserve adjustment was made to maintain reserve
adequacy.

Guam's general insurance industry continues to be very
competitive.  CIC Guam's premium declined in 2013 due to stricter
underwriting and price competition, which caused a number of non-
renewals.  In addition, the company in July 2013 stopped writing
marine insurance, construction bonds and other high risk policies,
which further contributed to the company's premium decline.

Future positive rating actions could occur if CIC Guam shows
continuous improvement in its operating results and expense
management while regaining its market share and enhancing loss-
reserve adequacy.

Conversely, negative rating actions could occur if CIC Guam's
operating performance deteriorates, resulting in a substantial
decline in its risk-based capitalization level.


CLEAREDGE POWER: Court Approves McNutt Law as Special Counsel
-------------------------------------------------------------
ClearEdge Power, Inc. and its debtor-affiliates sought and
obtained permission from the Hon. Arthur S. Weissbrodt of the U.S.
Bankruptcy Court for the Northern District of California to employ
McNutt Law Group LLP as special counsel, effective May 1, 2014.

The Debtors and McNutt Law have agreed that McNutt Law's services
to the Debtors will include managing all issues and performing all
services which relate to Wells Fargo.  These services may include:

   -- advising and representing the Debtors as to any issues
      relating to the standby letters of credit and the collateral
      account;

   -- filing any motions that might be necessary to recover
      property of the estate with regard to Wells Fargo; and

   -- performing any other related services, as requested by the
      Debtors.

McNutt Law will be paid at these hourly rates:

      Attorneys                 $300-$550
      Paralegals & Law Clerks   $100-$160

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

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

McNutt Law can be reached at:

       Scott H. McNutt, Esq.
       MCNUTT LAW GROUP LLP
       188 The Embarcadero, Suite 800
       San Francisco, CA 94105
       Tel: (415) 995-8475
       Fax: (415) 995-8487
       E-mail: smcnutt@ml-sf.com

                        About ClearEdge Power

Sunnyvale, California-based ClearEdge Power Inc. and two other
affiliates filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Cal. Lead Case No. 14-51955) on May 1, 2014, in San Jose.
Affiliates ClearEdge Power, LLC, and ClearEdge Power International
Service, LLC, are based in South Windsor, Connecticut, where the
manufacturing operations are located.

Privately held ClearEdge designs, manufactures, sells and services
distributed generation fuel cell systems for commercial,
industrial, utility and residential applications.  ClearEdge
bought United Technologies Corp.'s UTC Power division in late
2012.  ClearEdge sought bankruptcy protection just a week after
shutting operations.

John Walshe Murray, Esq., at Dorsey and Whitney LLP, serves as
counsel to the Debtors.  Insolvency Services Group, Inc., serves
as noticing and claims agent.  Gerbsman Partners was hired to
assist in the asset sale.

ClearEdge Power disclosed $31,271,670 in assets and $67,414,779 in
liabilities as of the Chapter 11 filing.

Power Inc. estimated $100 million to $500 million in both assets
and debts.

The petitions were signed by David B. Wright, chief executive
officer.

On May 22, 2014, the U.S. Trustee for Region 17 appointed five
creditors to serve in the Committee.  The Committee has hired
Brown Rudnick as Counsel and Teneo Securities as financial
advisors.


COSO GEOTHERMAL: Moody's Lowers Pass Through Certs to 'Ca'
----------------------------------------------------------
Moody's Investors Service downgraded Coso Geothermal Power
Holding's (Coso or Project) pass through trust certificates to Ca
from Caa2. Concurrent with this rating action, the rating outlook
is revised to stable from negative.

Ratings Rationale

The rating action incorporates our belief that Coso will likely
have a payment default in the next several years when its debt
service reserve (DSR) is fully depleted and factors in our
expectation that the likely recovery for senior debt following
such default will be no greater than 65%. Coso's chronic inability
to address its continuing energy production declines is the main
driver of the project's likely default and related recovery
prospects since the Project benefits from long term contracts with
an investment grade off-taker, operates as base load units and
primarily serves a state that places a premium on renewable
generation. While we calculate that the DSR will likely be
depleted by 2016 or 2017, the rating also recognizes the
possibility that the Project could default sooner if Coso's $55
million letter of credit (LC) facility that expires in November
2014 is not extended.

As of March 2014, energy production was over 40% below original
forecast and the Project generates insufficient cash flow to fully
pay annual debt service. In January 2014, Coso drew $5.7 million
from its $40 million DSR LC, bringing the total amount of DSR LC
draws to $12.4 million. While Coso was able to internally fund the
entire June 2013 debt service payment and repay $2.9 million from
a previous draw, the 2013 performance benefitted from one-time
occurrences including the deferral of capital expenditures and a
property tax settlement. Further draws on the DSR are expected
over time and Moody's expect Coso to fully deplete the DSR during
2016 or 2017.

In a default scenario, the Ca rating reflects Moody's view that
bondholder recovery will not likely exceed 65% under most
reasonable scenarios examined and assuming the recent historical
decline rate continues. While recovery prospects are sensitive to
future energy production, Moody's view a bondholder recovery that
is greater than 65% in a default as only possible if the energy
production decline rate lessens to 1% or less over the life of the
transaction. Moody's consider such an improvement as unlikely
given the project's historical performance and the 2014 budget,
which incorporates a much larger than 1% decline relative to 2013.
The current drought in California adds further downside
uncertainty to future energy production given the restrictions on
Coso's water use permit. As part of the our recovery analysis,
Moody's have not attributed much value to possible production
improvements that might occur with an alternative operator or the
residual value that might remain given Coso's status as a baseload
renewable energy source in California, which has growing renewable
energy requirements. While these factors could enhance recovery
prospects, Moody's believe that Coso's very high leverage and
chronic underperformance from an operating perspective more than
offsets the potential positive rating and recovery considerations
that these factors may provide.

As mentioned, it is certainly possible that that the Project could
default later this year if Coso's $55 million LC facility expiring
in November 2014 is not extended. An inability to extend the LC
facility could ultimately lead to a default on Coso's pass through
certificates since a default on the project LC cross defaults to
Coso's rated debt. Also, Moody's understands that Coso has
defaulted on a DSR LC loan and that the LC provider has
accelerated all outstanding DSR LC debt . However, this default
and subsequent acceleration does not cross default to Coso's
senior debt. That said, Coso acknowledges it does not have the
funds to reimburse a full drawdown on its project LC.

The change in Coso's rating outlook to stable from negative
reflects the likely prospects of a payment default along with our
view that recovery following such default will approximate 35% to
65%, commensurate with the 'Ca' rating category.

The Coso's rating could improve if expected recovery rates exceed
65% owing primarily to substantially lower decline rates in
production.

In light of the rating action, the Project rating is not likely to
be downgraded further, unless our expectation for recovery drops
below 35%.

Coso Geothermal Power Holdings LLC is a special purpose company
formed to effectuate a sale-leaseback transaction of the Project.
The Project comprises of three linked geothermal plants with a
gross nameplate capacity of 302 MW located in California. The
California geothermal plants sell all their power to Southern
California Edison Company (A2 stable. Coso also benefits from the
excess cash flow produced by a 17.7 MW geothermal plant in Nevada
that sells its power to Sierra Pacific Power Company (Baa1
stable). Coso is owned indirectly by Terra-Gen Power LLC.

The last rating action on Coso occurred on July 25, 2013, when the
rating on Project's pass through trust certificates was downgraded
to Caa2 from Caa1.


CYCLONE POWER: Unit Obtains $350,000 in Seed Funds
--------------------------------------------------
WHE Generation Corp., a 74% owned subsidiary of Cyclone Power
Technologies Inc., closed its Seed Round of funding in the amount
of $350,000 on July 30, 2014.  The financing was led by Laird Q.
Cagan, co-founder and managing director of Cagan McAffee Capital
Partners LLC in Cupertino, CA, and joined by 14 other individual
and strategic accredited investors.

As a closing condition to the transaction and use of a material
portion of the proceeds of the Seed Round funding, the Company
paid the remaining balance of its senior secured debenture with
TCA Global Credit Master Fund L.P.  The payment fully retired that
long-term liability and will release all of the Company's assets
from a security interest and lien held by TCA.

The Seed Round funding was structured as several promissory notes
issued by WHE GEN, bearing 6% interest and maturing in 12 months.
The notes automatically convert to common stock of WHE GEN at a
price of $.12 per share upon the closing of the first $1 million
in the subsidiary's planned $2 million "A Round" common stock
funding. The Seed Round and A Round financings were described in
the Company's Separation Agreement with WHE GEN, as approved by
Cyclone's Board of Directors, and filed with the Company's Current
Report on Form 8-K on July 23, 2014.  Assuming the full conversion
of the Seed Round notes to WHE GEN common stock, Cyclone would
continue to own approximately 43% of its subsidiary.

                        About Cyclone Power

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

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

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


DATAPIPE INC: Moody's Alters Outlook to Neg. on Incremental Loan
----------------------------------------------------------------
Moody's Investors Service has changed the outlook of Datapipe,
Inc. to negative from stable following the company's announcement
to raise an incremental $60 million of term loan debt for general
corporate purposes. The increased financial risk from the
incremental debt will compound the company's business risk
associated with its high growth rate and any use of proceeds that
is not EBITDA accretive will negatively impact the company's
ratings. As part of this action, Moody's also affirms Datapipe's
B3 Corporate Family Rating (CFR) and B3-PD Probability of Default
Rating (PDR) along with the B2 rating on its senior secured 1st
lien credit facilities and Caa2 rating on its 2nd lien term loan.

Outlook Actions:

Issuer: DataPipe, Inc.

Outlook, Changed To Negative From Stable

Affirmations:

Issuer: DataPipe, Inc.

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured Bank Credit Facility Mar 15, 2019, Affirmed B2
(LGD3)

Senior Secured Bank Credit Facility Mar 15, 2018, Affirmed B2
(LGD3)

Senior Secured Bank Credit Facility Sep 15, 2019, Affirmed Caa2
(LGD5)

Ratings Rationale

Datapipe's B3 rating reflects its small scale, high leverage and
persistent negative free cash flow as a result of the company's
high capital intensity. These limiting factors are offset by
Datapipe's stable base of contracted recurring revenues and
established position within the high-growth, niche market segment
of complex, auditable managed services offerings. Datapipe's
market position, technical expertise and reputation and its early
success attracting large enterprise customers is a key factor in
Moody's affirmation of the B3 rating. Moody's believes that
Datapipe is entering a new phase of growth that requires it to
increase operating expense, which has pressured its margins and
EBITDA. The negative outlook reflects Moody's concerns about
adding more financial risk to the already high execution risk
associated with the company's growth plan.

Moody's expects Datapipe to have adequate liquidity over the next
twelve months supported by $5 million of cash on the balance sheet
at the end of Q1 2014 and an undrawn $52.5 million revolver
following the recent re-pricing transaction. Moody's expects free
cash flow to remain negative over the next year driven by high
capital intensity. The existing credit facilities have two
covenant tests: maximum total leverage and minimum interest
coverage. There are no debt maturities over the next year except
for the mandatory annual 1% amortization of the 1st lien term loan
each year.

Given the company's very high leverage and negative free cash
flow, a rating upgrade is not contemplated at this time. Moody's
could lower Datapipe's ratings if liquidity becomes strained or
Moody's adjusted leverage stays above 7x for an extended period of
time.

The principal methodology used in this rating was the Global
Communications Infrastructure Rating Methodology published in June
2011. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Headquartered in Jersey City, NJ, Datapipe, Inc. ("Datapipe" or
"the company") is a provider of data center, managed hosting and
cloud services. The company currently operates 12 data centers in
the US and internationally.


DATAPIPE INC: S&P Revises Outlook to Stable & Affirms 'B' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Jersey City, N.J.-based Datapipe Inc., a managed services provider
and data center operator, to stable from negative.  At the same
time, S&P affirmed the 'B' corporate credit rating.

S&P's 'B' issue-level rating and '3' recovery rating on Datapipe's
first-lien term loan due March 2019 remain unchanged following the
$30 million add-on.  The increase brings total first-lien credit
facilities to about $255 million from $225 million.  The '3'
recovery rating indicates S&P's expectation for meaningful (50%-
70%) recovery for lenders in the event of a payment default.

At the same time, S&P's 'CCC+' issue-level rating and '6' recovery
rating on the company's second-lien term loan due Sept. 2019
remain unchanged.  The increase brings the total second-lien
facility to $115 million from $85 million.  The '6' recovery
rating indicates S&P's expectation for negligible (0%-10%)
recovery for lenders in the event of a payment default.

S&P expects the company will use proceeds from the $60 million
term loan add-ons to fund potential acquisitions.

The outlook revision and rating affirmation reflect S&P's
expectation that adjusted leverage will decline to below 7x in
2015, benefiting from organic EBITDA growth and potential
acquisitions.  More specifically, S&P expects leverage (adjusted
for operating leases) to decline to the mid-6x area in 2015, from
about 8.3x in 2014, with the potential for further improvement
thereafter.

S&P's assessment of Datapipe's business risk profile incorporates
the company's relatively small scale, and the highly fragmented
and competitive nature of its industry.  S&P believes these
factors leave the company greater exposed to the impact of
potential customer losses.  Positive factors that do not fully
offset these risks include the company's focus on hybrid cloud
solutions that S&P believes are attractive to customers that are
more frequently adopting a hybrid of public and private cloud
strategies; its good near-term revenue visibility provided by a
revenue backlog from two- to three-year contracts; solid
profitability; and favorable industry demand characteristics.

Datapipe is a managed services provider and data center operator,
with 12 data centers in eight global markets.  The company mainly
leases its facilities, and has moderate capacity to accommodate
growth based on its current utilization levels.  As a result, S&P
believes there is lower risk of overexpansion compared with
certain data center peers.  The company generates about 80% of
revenue from managed services (e.g., administration, monitoring,
security, cloud computing, storage), which S&P views as having
good growth prospects and higher price points compared with
colocation, although subject to higher churn.  In addition,
Datapipe offers various services integrated with Amazon Web
Services (AWS), including data analytics and direct connect
solutions.  S&P believes these capabilities provide Datapipe with
opportunities to service customers that are increasingly looking
for hybrid solutions between public and private clouds.


DETROIT, MI: To Resume Water Shut-Offs After Aug. 25
----------------------------------------------------
Matthew Dolan, writing for The Wall Street Journal, reported that
the city of Detroit will resume shutting off water service to some
delinquent residential customers after Aug. 25 following a
weekslong moratorium imposed by the mayor.  According to the
Journal, the utility cutoffs in Detroit amid its municipal
bankruptcy have drawn international criticism from those including
a United Nations group who alleged the city was violating basic
human rights for water.

The Journal added that Detroit, through its water and sewerage
department, plans to offer to exchange about $2.7 billion worth of
debt and replace it with lower interest-rate, but better secured
debt as part of a cost savings move, said a person familiar with
the matter.  The proposed debt tender offer comes as the city of
Detroit works to exit from municipal bankruptcy filed in July 2013
with an estimated $18 billion in long-term liabilities, the
Journal related.

                  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.


EASTMAN KODAK: Posts Net Loss of $62 Million in 2nd Quarter
-----------------------------------------------------------
Eastman Kodak Company on Aug. 5 reported a net loss of $62 million
for the second quarter of 2014, a $162 million improvement from
the $224 million net loss in the previous-year quarter.

Revenue in the quarter was $525 million, a decline of 10% from the
$583 million of the previous-year quarter, with more than
two-thirds of the decline attributable to declines in the Consumer
Inkjet and Entertainment and Commercial Films mature businesses.

"Our progress continues.  Kodak's overarching imperative is to
achieve the growth potential of our strategic technology
businesses," said Jeff Clarke, Chief Executive Officer.  "Our
products in packaging, digital printing, digital plates and
workflow software form the foundation of the new Kodak, and are
meeting our expectations for sales and margin growth.  We have
taken significant steps to simplify processes and reduce costs,
which also will contribute to Kodak's long-term success.

"In cooperation with our partners UniPixel and Kingsbury, we have
made significant progress toward bringing our functional printing
products into commercial production.  We have also worked with our
motion picture film customers to better position that business
going forward.  While we are currently behind our expectations in
these businesses, these actions will position us well for 2015 and
beyond.

"Based on a detailed review of first-half results, product and
service pipelines, brand licensing and intellectual property
opportunities, and anticipated cost savings, we believe we will be
within the range of our projections of between $2.1 and $2.3
billion in revenue and Operational EBITDA of $145 to $165 million
for the year."

"For the second half, we expect Kodak to return to year-over-year
revenue growth on the strength of anticipated double-digit growth
in our strategic technology businesses."

John McMullen, Chief Financial Officer, noted that liquidity
remains strong with cash of $768 million.  Net cash used in
operating activities was $88 million for the second quarter, an
improvement of $55 million from the previous-year quarter.
Year-to-date, net cash used in operating activities is $270
million less than in 2013.  Operational cash flow is expected to
be positive for the second half of the year.

Table 1: Kodak Earnings Summary

Millions of                            6 Months    6 Months
dollars           2Q 2014    2Q 2013      2014        2013
                  --------  ---------  ----------  ----------

Sales             $525      $ 583      $1,009      $1,177
                   ---       ----       -----       -----
Gross Profit      $102      $ 133      $  191      $  282
                   ---       ----       -----       -----
Percent of
Revenue            19%        23%         19%         24%
                   ---       ----       -----       -----
Net (Loss)
Income           $(62)     $(224)     $  (98)     $   59
                   ---       ----       -----       -----
Operational
EBITDA(1)        $ 24      $  25      $   30      $   74
                   ---       ----       -----       -----

(1) Operational EBITDA is defined as Total Segment Earnings (Loss)
plus depreciation and amortization expense, and excluding the
reallocation of costs previously allocated to discontinued
businesses, the impact of fresh start accounting, stock-based
compensation expense and certain consulting costs.  Total Segment
Earnings (Loss) represents the company's measure of segment
earnings which excludes Restructuring costs, Reorganization items,
net, the Corporate components of pension and OPEB expenses /
income (as defined in the company's public filings with regard to
segment earnings information), other operating income (expense),
net, and other income and expenses.

Graphics, Entertainment & Commercial Films (GECF): The GECF
segment consists of the Graphics and Entertainment & Commercial
Films groups, as well as Kodak's intellectual property and brand
licensing activities.

Table 2: GECF Segment Financial Overview

Millions of                              6 Months   6 Months
dollars              2Q 2014   2Q 2013      2014       2013
                     --------  --------  ---------  ---------

Revenue              $357      $371      $675       $757
                      ---       ---       ---  ---   ---  ---
Gross Profit         $ 50      $ 61      $ 81       $147
                      ---       ---       ---  ---   ---  ---
Percent of Revenue     14%       16%       12%        19%
                      ---       ---       ---        ---
Selling, General
and Administrative
("SG&A")            $ 53      $ 63      $106       $127
                      ---       ---       ---  ---   ---  ---
Research and
Development
("R&D")             $  5      $  4      $ 10       $ 10
                      ---       ---       ---  ---   ---  ---
Segment (Loss)
Earnings            $ (8)     $ (6)     $(35)      $ 10
                      ---       ---       ---        ---  ---
Operational
EBITDA(1)           $ 33      $ 21      $ 45       $ 72
                      ---       ---       ---  ---   ---  ---

The GECF segment had sales of $357 million, down 4% from the
previous year.  Steep declines in sales of film more than offset
gains in key areas of the digital plates and workflow software
businesses.  Unit volume in the digital plates business was up for
the first time in a quarter since 2011, led by KODAK SONORA
Process Free Plates.

Kodak expects to quadruple the number of customers and volume for
SONORA Plates in 2014, as customers continue to switch to this
breakthrough technology platform.  SONORA Plates remove the
processing step -- providing environmental and economic benefits
of saving water, waste and electricity -- without sacrificing
quality, productivity or print capability of traditional processed
plates.  The Workflow Solutions business, which includes KODAK
PRINERGY Workflow, the industry-leading workflow software,
continued to enjoy strong performance with revenues up 9% in the
quarter.  Placements of CTP devices also increased for the first
time since 2011.

Sales of motion picture film continued an accelerated and sharp
decline in the quarter, challenging profitability of the business.
Kodak has worked with leaders of the motion picture industry to
form a plan which is designed to sustain the business while
optimizing cash flow.

Operational EBITDA for GECF improved from $21 million to $33
million in the quarter, an increase of 57% due to a gain in
intellectual property licensing, as well as volume increases in
the Graphics business, cost reductions and improved manufacturing
productivity.

Digital Printing and Enterprise (DP&E): The DP&E Segment consists
of Digital Printing, Packaging and Functional Printing, Enterprise
Services & Solutions, and Consumer Inkjet Systems businesses.

Table 3: Digital Printing & Enterprise Segment Financial
Overview

Millions of                              6 Months   6 Months
dollars              2Q 2014   2Q 2013      2014       2013
                     --------  --------  ---------  ---------

Revenue              $168      $198      $334       $395
                      ---       ---       ---  ---   ---  ---
Gross Profit         $ 39      $ 58      $ 81       $111
                      ---       ---       ---  ---   ---  ---
Percent of Revenue     23%       29%       24%        28%
                      ---       ---       ---        ---
Selling, General
and Administrative
("SG&A")            $ 42      $ 49      $ 84       $ 99
                      ---       ---       ---  ---   ---  ---
Research and
Development
("R&D")             $ 24      $ 20      $ 49       $ 41
                      ---       ---       ---  ---   ---  ---
Segment (Loss)
Earnings            $(27)     $(11)     $(52)      $(29)
                      ---       ---       ---        ---
Operational
EBITDA(1)           $ (9)     $  4      $(15)      $  2
                      ---       ---       ---        ---  ---

DP&E had sales of $168 million in the second quarter of 2014, a
decline of 15% from the $198 million of the previous-year quarter.
A majority of the decline was related to lower sales in the
Consumer Inkjet business.  Revenues from legacy digital print
systems also declined.

Placements of KODAK FLEXCEL NX Systems for package printing
continued to enjoy robust growth, on track with guidance for a 25%
increase in the installed base during 2014.  Volume for FLEXCEL NX
Plates in the quarter was up by 26%.  During the quarter, Kodak
announced an extension of the availability of the FLEXCEL NX
System to the corrugated packaging category, which makes up nearly
40% of the printed packaging market.

Revenue from the KODAK PROSPER Portfolio increased 10% in the
quarter, with equipment placements on track to meet the projection
of more than 40 press systems in place by end of year.  The market
has shown strong interest in the recently announced KODAK PROSPER
6000 Presses, which provide high levels of reliability,
application flexibility and print speeds up to 1,000 feet per
minute, the fastest of any full-color commercial inkjet press.

Operational EBITDA for the DP&E Segment declined from earnings of
$4 million to a loss of $9 million in the quarter, largely as a
result of the decrease in consumer inkjet ink sales, as well as
declines in the legacy digital printing businesses that offset
gains in the PROSPER and FLEXCEL Systems portfolios.

                       About Eastman Kodak

Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.

Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras.  Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies
with strong balance sheets and an awareness of Kodak's liquidity
challenges.

In recent years, Kodak had been working to transform itself from
a business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies.  Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.  Kurtzman Carson Consultants LLC is the
claims agent.

The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.

Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013.  Kodak intends to reorganize by
focusing on the commercial printing business.

At the end of April 2013, Kodak filed a reorganization plan
offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.

U.S. Bankruptcy Judge Allan Gropper confirmed the plan on August
20, 2013.  Kodak and its affiliated debtors officially emerged
from bankruptcy protection on Sept. 3, 2013.

Mark S. Burgess, Matt Doheny, John A. Janitz, George Karfunkel,
Jason New and Derek Smith became members of Kodak's new board of
directors as of Sept. 3, 2013.  Existing directors James V.
Continenza, William G. Parrett and Antonio M. Perez will continue
their service as members of the new board.


ELBIT IMAGING: Plans to Effect a 1-for-20 Reverse Stock Split
-------------------------------------------------------------
Elbit Imaging Ltd. provided updates regarding two proposals on the
agenda of its annual general meeting of shareholders scheduled to
be held on Aug. 14, 2014.

Proposal No. 2 - Reverse Share Split

With respect to the proposed reverse split of its ordinary shares,
the Company has determined that if this proposal is approved at
the Meeting, the ratio will be one-for-twenty and the reverse
share split will become effective after the close of all trading
on Thursday, Aug. 21, 2014, such that the shares will start
trading on a reverse split-adjusted basis upon the open of trading
on the NASDAQ Global Select Market on Friday, Aug. 22, 2014, and
upon the open of trading on the Tel Aviv Stock Exchange on Sunday,
Aug. 24, 2014.  To avoid issuing fractional shares in connection
with the reverse share split, any fractional share that would
result from the reverse share split will be rounded to the nearest
whole share and, as opposed to the Company's original plan, a
half-share will be rounded up.

Proposal No. 4 - Compensation Policy for Officers and Directors

With respect to the Company's proposed Compensation Policy for
Directors and Officers, the Company has undertaken to Entropy
Financial Research Ltd., an Israeli shareholder advisory firm, as
follows:

Performance-based Bonus: Should a performance-based bonus be
awarded to one of the Company's officer holders, the Company will
disclose in its subsequent annual report the degree to which such
office holder satisfied the applicable performance targets.

Equity-based Compensation: The exercise price of equity-based
compensation in the form of stock options will be set at a premium
above the closing stock market price per share on the date of the
grant and the average closing stock market price per share over
the 30 trading days prior to the date of the grant.

                       About Elbit Imaging Ltd.

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

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

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

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

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

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


ENDEAVOUR INTERNATIONAL: Incurs $37.1 Million Net Loss in Q2
------------------------------------------------------------
Endeavour International Corporation reported a net loss common
stockholders of $37.12 million on $44.85 million of revenues for
the three months ended June 30, 2014, as compared with a net loss
to common stockholders of $14.34 million on $126.16 million of
revenues for the same period last year.

For the six months ended June 30, 2014, the Company reported a net
loss available to common stockholders of $82.45 million on $139.02
million of revenues as compared with a net loss to common
stockholders of $28.84 million on $183.83 million of revenues for
the same period during the prior year.

As of June 30, 2014, the Company had $1.55 billion in total
assets, $1.55 billion in total liabilities, $43.70 million in
series c convertible preferred stock and a $41.48 million in
stockholders' deficit.

"During the quarter we were able to establish production from both
wells at the Rochelle field.  We experienced periods during the
quarter where production rates exceeded 100 million cubic feet of
gas per day ("mmcfd") and 4,000 boepd.  This confirms our
confidence in the Rochelle field's potential," said William L.
Transier, chairman, chief executive officer and president.
"However, we continue to be challenged by unexpected downtime and
lower production efficiency rates which are directly attributable
to the production facilities we do not control.  We are working
with the operators at Alba and Rochelle to improve ongoing
performance."

A full-text copy of the Company's press release is available for
free at http://is.gd/tnMOpB

                     About Endeavour International

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

Endeavour International reported net loss of $95.47 million in
2013, a net loss of $126.22 million in 2012 and a net loss of
$130.99 million in 2011.

                           *     *     *

As reported by the TCR on April 2, 2014, Moody's Investors Service
upgraded Endeavour International Corporation's Corporate Family
Rating (CFR) to Caa2 from Caa3.  "The rating upgrade to Caa2
reflects the recent equity issuance and other first quarter
financing transactions that have improved Endeavour
International's liquidity" commented Pete Speer, Moody's
Vice President.

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


FAP INVESTORS: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: FAP Investors, LLC
           fka Frozen Assets Properties, LLC
        15700 W. 103rd Street
        Lemont, IL 60439

Case No.: 14-28918

Chapter 11 Petition Date: August 6, 2014

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Janet S. Baer

Debtor's Counsel: Douglas S Draper, Esq.
                  HELLER DRAPER PATRICK HORN & DABNEY, LLC
                  650 Poydras St Ste 2500
                  New Orleans, LA 70130
                  Tel: (504) 299-3300
                  Fax: (504) 299-3399
                  E-mail: ddraper@hellerdraper.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Bismarck Brackett, manager.

A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb14-28918.pdf


FIAT CHRYSLER: TRW Sues Trust to Ditch Steering-Defect Liability
----------------------------------------------------------------
Law360 reported that global auto parts maker TRW Automotive
Holdings Corp. filed an adversary suit against the old Chrysler
company's liquidation trust in New York bankruptcy court, seeking
a declaration that it has no duty to indemnify Chrysler over
allegedly defective steering systems.  According to the report,
TRW is currently being sued by a plaintiff in an Oklahoma class
action who is trying to pursue any claims Chrysler had against
TRW, which she obtained under a bankruptcy court settlement
assigning her Chrysler's indemnification rights.

                       About Chrysler Group

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead
Case No. 09-50002).  The U.S. and Canadian governments provided
Chrysler LLC with $4.5 billion to finance its bankruptcy case.

In connection with the bankruptcy filing, Chrysler reached an
agreement to sell all assets to an alliance between Chrysler and
Italian automobile manufacturer Fiat.  Under the terms approved by
the Bankruptcy Court, the company formerly known as Chrysler LLC
in June 2009, formally sold substantially all of its assets to the
new company, named Chrysler Group LLC.

In January 2014, the American car manufacturer officially became
100% Italian when Fiat Spa completed its deal to purchase the 40%
it did not already own of Chrysler.  Fiat has shared ownership of
Chrysler with the health care fund of the United Automobile
Workers unions since Chrysler emerged from bankruptcy in 209.

                           *     *     *

Standard & Poor's Ratings Services raised its ratings on U.S.-
based auto manufacturer Chrysler Group LLC, including the
corporate credit rating to 'BB-' from 'B+' in mid-January 2014.
The outlook is stable.


FIRST SECURITY: Earns $613,000 in Second Quarter
------------------------------------------------
First Security Group, Inc., reported net income for the second
quarter of 2014 of $613,000, or $0.01 per basic and diluted share,
as compared to a loss of $45,000 in the first quarter of 2014, or
$0.00 per basic and diluted share.  Loans increased by $54.7
million, or 9.0% (36.2% annualized), since March 31, 2014 and
$117.5 million, or 21.7%, since June 30, 2013.

"We are pleased to have achieved core profitability in the second
quarter.  We believe that we have reached an inflection point in
our recovery and that barring any unforeseen events, First
Security is on a path to healthy profitability built on a strong,
and improving, balance sheet," said Michael Kramer, First
Security's president and chief executive officer.  "Our loan
growth, combined with improvements in our deposit mix and
enhancements to our non-interest income, are all on positive
trajectories to produce both sustainable and increasing
profitability."

For the second quarter of 2014, net interest income improved by
$620,000, or 9.0%, to $7.5 million compared to $6.9 million for
the first quarter of 2014.

Stockholders' equity as of June 30, 2014, totalled $86.6 million,
a $1.9 million increase from March 31, 2014.

"The recent announcement of the $600 million Volkswagen expansion
in Chattanooga that includes an estimated 2,000 direct and 3,600
indirect jobs as well as the South's first automotive research and
development center speaks volumes to the economic activity and
growth potential within our east Tennessee markets," said CEO
Kramer.  "We believe that we are uniquely positioned to build a
successful community bank that provides solid returns to its
shareholders while serving the banking needs of its communities."

A full-text copy of the Company's press release is available for
free at http://is.gd/mgRmDN

                      About First Security Group

First Security Group, Inc. is a bank holding company headquartered
in Chattanooga, Tennessee, with $1.0 billion in assets.  Founded
in 1999, First Security's community bank subsidiary, FSGBank, N.A.
has 26 full-service banking offices along the interstate corridors
of eastern and middle Tennessee and northern Georgia.  FSGBank --
http://www.FSGBank.com/-- provides retail and commercial banking
services, trust and investment management, mortgage banking,
financial planning, internet banking.

First Security incurred a net loss of $13.44 million in 2013, a
net loss of $37.57 million in 2012 and a net loss of $23.06
million in 2011.  The Company's balance sheet at March 31, 2014,
showed $980.50 million in total assets, $895.85 million in total
liabilities and $84.65 million in total shareholders' equity.


FREE LANCE-STAR: Court Approves Deal With DSP, Committee and PBGC
-----------------------------------------------------------------
VA Newspaper Debtor Co., formerly known as Free Lance-Star
Publishing Co. of Fredericksburg, VA; and VA Real Estate Debtor
LLC, formerly known as William Douglas Properties, LLC, sought and
obtained approval from the Bankruptcy Court to enter into a
Settlement Agreement and Mutual Release dated as of July 24, 2014,
with:

     -- the Official Committee of Unsecured Creditors appointed
        in the Debtors' cases;
     -- DSP Acquisition, LLC; and
     -- the Pension Benefit Guaranty Corporation

DSP is the Debtors' pre-bankruptcy secured creditor, having
acquired interest in claims asserted by Branch Banking & Trust Co.
DSP also is the buyer of substantially all of the Debtors' assets.
Prior to the sale, DSP commenced litigation against the Debtors
seeking determination of, among other things, its secured claim
and the extent and priority of its Liens on the Debtors' assets.

The PBGC is a member of the Committee along with White Birch Paper
Co. and Flint Group North America.

On July 1, 2014, DSP filed a motion seeking to disband the
Committee.  On July 23, the Committee filed a motion for an order
directing the U.S. Trustee to change the committee membership.

Pursuant to the Settlement, the parties agree that:

     (a) DSP will have an Allowed Claim against the Debtors in the
amount of $37,905,195.83, provided, however, for the purposes of
clarity, the DSP Allowed Claim shall not include postpetition
interest, charges or fees (including, without limitation,
ttorneys' fees).  No part of the DSP Allowed Claim shall be
entitled to treatment as an Allowed Administrative Claim or an
Allowed Priority Claim.

     (b) PBGC will have an Allowed Nonpriority, General Unsecured
Claim against the Debtors in the amount of $21,007,208 and an
Allowed Priority Claim in the amount of $9,453 under Section
507(a)(5) of the Bankruptcy Code.

     (c) The parties agree on the allocation of Sale proceeds.
With respect to DSP's Allowed Claim:

         -- DSP's credit bid of $13,900,000 is deemed applied
against its Allowed Claim;

         -- the Debtors will remit to DSP $7,793,000 of so-called
Undisputed Proceeds from the Sale Proceeds, which will be applied
to the prepetition claim set forth in DSP's Proof of Claim, and
which will be deemed applied against the DSP Allowed Claim;

         -- the Debtors will remit to DSP $13,800,000, plus
Interest thereon (less the amount of Undisputed Proceeds, or any
portion thereof, if already paid to DSP at such time) from the
Sale Proceeds, which will be applied to the DSP Allowed Claim;

         -- the Debtors will remit to DSP the proceeds from the
sale of real property located on William Street in the City of
Fredericksburg, which amount will be in no event less than
$2,550,000.  The Debtors have filed a motion seeking approval of
the sale;

         -- All Adequate Protection Payments will be applied to
the DSP Allowed Claim as of the dates they were received by DSP;
and

         -- the Debtors will remit to DSP $335,000 of so-called
Life Insurance Proceeds (less $180,500), which shall be applied to
the DSP Allowed Claim.

         -- the Debtors will convey the Remaining Assets to DSP,
including, without limitation, certain assets identified in the
Debtors' Wind-Down Budget and all obligations of Mario Alfaro to
the Debtors and the related Lien in favor of the Debtors on
certain real property located at 2708 Lafayette Boulevard,
Fredericksburg, VA 22408.

     (d) The remaining Sale Proceeds, totaling $2,500,000 plus
Interest, plus the amount of $180,500, which amount shall be
payable solely from the Life Insurance Proceeds -- referred to as
the "Non-DSP Distribution Funds" -- will become property of the VA
Newspaper estate to be distributed to Creditors of VA Newspaper
holding Allowed Claims under the Debtors' Chapter 11 Plan.  The
bankruptcy estate also will acquire the Excluded Assets as
indicated in the Settlement, which shall be distributed under the
Debtors' Chapter 11 Plan as follows: (i) first to Allowed
Administrative Claims; (ii) after Allowed Administrative Claims
are paid in full, to Allowed Priority Claims (including the PBGC
Priority Claim); and (iii) after Allowed Priority Claims are paid
in full: (A) 50% of the remaining distributable value shall be
distributed on a pro rata basis to PBGC, on account of the PBGC
GUC, and to the Other Unsecured Creditors, on account of their
Allowed general unsecured Claims; and (B) 50% of the remaining
distributable value shall be distributed to DSP on account of the
DSP Deficiency Claim, such that distributions in equal dollar
amounts shall be made to (x) in the aggregate and not
individually, PBGC on account of the PBGC GUC and the Other
Unsecured Creditors on account of their Allowed Claims, and (y)
DSP on account of the DSP Deficiency Claim.

     (e) The parties will schedule a status conference in regard
to the Adversary Proceeding.  Ultimately, if the Debtors are not
in violation of their obligations under the Settlement, dismissal
of the Adversary will be sought.

     (f) DSP and the Committee will withdraw their respective
Committee Motions with prejudice.

     (g) Neither the Debtors nor the Committee will seek
substantive consolidation of the Debtors or their estates.

     (h) On or before August 6, 2014, the Debtors would file a
Chapter 11 Plan and the related disclosure statement, consistent
with the parties' Settlement.

     (i) The parties will execute mutual releases.

DSP may be reached at:

     DSP Acquisition, LLC
     25 West 45th Street, Suite 1205
     New York, NY 10036
     Attention: Thomas Wood and Robert Orr
     Fax: (917) 599-0446
     E-mail: twood@sandtoncapital.com
             rorr@sandtoncapital.com

DSP is represented by:

     LOWENSTEIN SANDLER LLP
     1251 Avenue of the Americas, 17th Floor
     New York, NY 10020
     Attention: Sharon L. Levine, Esq.
                Richard Bernstein, Esq.
     Fax: (973) 422-6715
     E-mail: slevine@lowenstein.com
             rbernstein@lowenstein.com

          - and -

     MCGUIREWOODS LLP
     One James Center
     901 East Cary Street
     Richmond, VA 23219
     Attention: Dion W. Hayes, Esq.
     Fax: (804) 698-2078
     E-mail: dhayes@mcguirewoods.com

The PBGC may be reached at:

     Pension Benefit Guaranty Corporation
     1200 K Street, NW
     Washington, DC 20005
     Attention: Kimberly E. Neureiter, Esq.
                Office of Chief Counsel
     Fax: (202) 326-4112
     E-mail: neureiter.kimberly@pbgc.gov

The Debtors are represented by:

     TAVENNER & BERAN, PLC
     20 North Eighth Street, Second Floor
     Richmond, VA 23219
     Attention: Lynn L. Tavenner, Esq.
                Paula S. Beran, Esq.
     Fax: (804) 783-0178
     E-mail: ltavenner@tb-lawfirm.com
             pberan@tb-lawfirm.com

The Committee is represented by:

     HUNTON & WILLIAMS LLP
     Riverfront Plaza, East Tower
     951 East Byrd Street
     Richmond, VA 23219
     Attention: Tyler P. Brown, Esq.
     Fax: (804) 788-8218
     E-mail: tpbrown@hunton.com

                About The Free Lance-Star Publishing

The Free Lance-Star Publishing Co. of Fredericksburg, Va., is a
publishing, newspaper, radio and communications company based in
Fredericksburg, Virginia and owned by the family of Josiah P. Rowe
III.  FLS's single, seven-day a week newspaper, The Free Lance-
Star was first published in 1885 when a group of local
Fredericksburg merchants and businessmen created the paper to
serve the news and advertising needs of the community.  FLS also
owns radio stations WFLS-AM, FLS-FM, and WVBX.  FLS owns the
community and news portal http://www.fredericksburg.com/

FLS filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case
No. 14-30315) in Richmond, Virginia, on Jan. 23, 2014.  William
Douglas Properties, L.L.C., a related entity that owns a portion
of the land pursuant to which FLS operates certain aspects of its
business, also sought bankruptcy protection.

Judge Keith L. Phillips was initially assigned to the cases, but
the cases were reassigned to Judge Kevin R. Huennekens on the
Petition Date.

The Debtors have tapped Lynn L. Tavenner, Esq., and Paula S.
Beran, Esq., at Tavenner & Beran, PLC, as counsel; and Protiviti,
Inc., as financial advisor.

The U.S. Trustee for Region 4 appointed three members to the
official committee of unsecured creditors.


FREE LANCE-STAR: Bid to Disband Creditor's Committee Stayed
-----------------------------------------------------------
VA Newspaper Debtor Co., f/k/a The Free Lance-Star Publishing Co.
of Fredericksburg, VA, and VA Real Estate Debtor, LLC, f/k/a
William Douglas Properties, LLC; the Official Committee of
Unsecured Creditors; and DSP Acquisition, LLC, agreed to stay
DSP's motion to disband the committee and the Committee's motion
for an order directing the U.S. Trustee to change the membership
of the committee.  The stay will continue until the motions are
withdrawn with prejudice in accordance with the settlement
agreement and mutual release by and among the Debtors, the
Committee, DSP, and the Pension Benefit Guaranty Corporation.

The U.S. Bankruptcy Court for the Eastern District of Virginia
issued an order directing the Debtor to transfer to DSP the
undisputed encumbered proceeds from the sale of a certain real
property in the City of Fredericksburg, Virginia, in the amount of
$7,793,000, plus any attributable interest that accrued since
June 19, 2014, to DSP for application to the amount of its
prepetition claim.

DSP, which holds a properly perfected first-priority lien in the
property and the rents generated from it, asserted that it must
receive the net sale proceeds from the sale of the property.  The
Committee and the Debtors objected to DSP's request.

                About The Free Lance-Star Publishing

The Free Lance-Star Publishing Co. of Fredericksburg, Va., is a
publishing, newspaper, radio and communications company based in
Fredericksburg, Virginia and owned by the family of Josiah P. Rowe
III.  FLS's single, seven-day a week newspaper, The Free Lance-
Star was first published in 1885 when a group of local
Fredericksburg merchants and businessmen created the paper to
serve the news and advertising needs of the community.  FLS also
owns radio stations WFLS-AM, FLS-FM, and WVBX.  FLS owns the
community and news portal http://www.fredericksburg.com/

FLS filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case
No. 14-30315) in Richmond, Virginia, on Jan. 23, 2014.  William
Douglas Properties, L.L.C., a related entity that owns a portion
of the land pursuant to which FLS operates certain aspects of its
business, also sought bankruptcy protection.

Judge Keith L. Phillips was initially assigned to the cases, but
the cases were reassigned to Judge Kevin R. Huennekens on the
Petition Date.

The Debtors have tapped Lynn L. Tavenner, Esq., and Paula S.
Beran, Esq., at Tavenner & Beran, PLC, as counsel; and Protiviti,
Inc., as financial advisor.

The U.S. Trustee for Region 4 appointed three members to the
official committee of unsecured creditors.


FREE LANCE-STAR: Debtor, Committee File Joint Liquidation Plan
--------------------------------------------------------------
VA Newspaper Debtor Co., formerly known as Free Lance-Star
Publishing Co. of Fredericksburg, VA; and VA Real Estate Debtor
LLC, formerly known as William Douglas Properties, LLC, delivered
to the Bankruptcy Court on August 6, 2014, a Joint Plan of
Liquidation.  The Official Committee of Unsecured Creditors co-
proposed the Plan.

The Debtors and the Committee will argue at the hearing to confirm
the Plan that distributions to be made under the Plan is
preferable to the distribution creditors would receive if the
Debtors' Estates were liquidated under Chapter 7.  A hearing on
the Plan has not been scheduled yet.

The purpose of the Plan is to implement a settlement and release
agreement that the Co-Proponents reached in July with DSP
Acquisition, LLC, the buyer of substantially all of the Debtors'
assets, and the Pension Benefit Guaranty Corporation.  The
Settlement resolves various claims and disputes among the parties,
and provides for the disposition of sale proceeds and the
remaining assets.

The Plan provides for the appoint of Florence C. Barnick as
Administrator, who will effectuate a wind-down of the Debtors'
affairs.

The remaining assets include:

     * Non-DSP Distribution Funds in the approximate amount of
$2,680,500;

     * All shares of capital stock or other equity interests of
the Debtors or securities convertible into or exchangeable or
exercisable for any such shares of capital stock or other equity
interests of the Debtors;

     * various engagement letters;

     * deposits with utility providers and trade vendors estimated
at approximately $21,000;

     * professional fee retainer balances;

     * all funds received by the Debtors under a Station Operating
Agreement and under the true-up agreement relating to the Asset
Purchase Agreements; and

     * office equipment.

The Plan does not provide for the substantive consolidation of the
Debtors and, after the Effective Date, the parties will be barred
from seeking to substantively consolidate the Debtors.

The Plan provides for six classes of Claims and/or Interests:

     (1) Class 1 consists of all Priority Claims, including, but
not limited to, the Allowed PBGC Priority Claim.

     (2) Class 2 consists of DSP's Secured Claim.  Pursuant to the
terms of the Settlement Agreement, (i) DSP's credit bid under the
Asset Purchase Agreements of $13,900,000 will be deemed applied
against the DSP Allowed Claim as of the effective date of the
Settlement Agreement; (ii) DSP received the Undisputed Proceeds
(as such term is defined in the Settlement Agreement) from the
Sale Proceeds, which will be deemed applied against the DSP
Allowed Claim as of the effective date of the Settlement
Agreement, (iii) DSP received, or will receive, the sum of
$13,800,000 plus certain interest thereon (less the amount of the
Undisputed Proceeds) from the Sale Proceeds, which was or will be
deemed applied against the DSP Allowed Claim; (iv) all Adequate
Protection Payments (as such term is defined in the Settlement
Agreement) were deemed applied to the DSP Allowed Claim as of the
dates they were received by DSP; (v) DSP received, or will
receive, the Life Insurance Proceeds (as such term is defined in
the Settlement Agreement) (less $180,500), which was or will be
deemed applied against the DSP Allowed Claim; and (vi) DSP
received, or will receive, the Remaining Assets (including any and
all books and records and other documents relating to the
Remaining Assets).  DSP also will retain its lien on the William
Street Property until the property is disposed of.  DSP shall
receive the William Street Sale Proceeds or title to the William
Street Property for application to the DSP Allowed Claim.

     (3) Class 3 consists of all Unsecured Claims against VA
Newspaper not otherwise classified that are not cured, paid,
released or waived pursuant to the Sale Order or the Plan, or
classified in any other Class, including, but not limited to, the
Allowed PBGC GUC.  Each Holder of an Allowed Class 3 Unsecured
Claim shall receive (a) (i) a Ratable Share of Distributions from
the Non-DSP Distribution Funds as and when the Plan Administrator
determines, after consultation with PBGC and DSP, that there are
sufficient funds in the Non-DSP Distribution Funds to justify a
Distribution to Holders of Class 3 Claims and (ii) a Ratable Share
of 50% of Distributions from the Unsecured Distribution Fund as
and when the Plan Administrator determines, after consultation
with PBGC and DSP, that there are sufficient funds in the
Unsecured Distribution Fund to justify a Distribution to Holders
of Class 3 Claims; or (b) such other, less favorable treatment as
shall be agreed upon by the Holder of such Claim and the Debtor.
Distributions to Holders of Allowed Class 3 Unsecured Claims
shall be made only from the Non-DSP Distribution Funds and the
Unsecured Distribution Fund.

     (4) Class 4 consists of DSP's Deficiency Claim against VA
Newspaper.  On account of DSP's Deficiency Claim against VA
Newspaper, DSP will receive 50% of Distributions from the
Unsecured Distribution Fund as and when the Plan Administrator,
after consultation with PBGC and DSP, determines that there are
sufficient funds in the Unsecured Distribution Fund to justify a
Distribution.

     (5) Class 5 consists of all Unsecured Claims against VA Real
Estate not otherwise classified that are not cured, paid, released
or waived pursuant to the Sale Order or the Plan, or classified in
any other Class, including, but not limited to, the Allowed PBGC
GUC and DSP's Deficiency Claim against VA Real Estate.  It is not
anticipated that there will be unencumbered assets of VA Real
Estate to allow any Distribution to Holders of Allowed Class 5
Unsecured Claims.  Accordingly, Holders of Class 5 Claims will not
receive any Distribution under the Plan.

     (6) Class 6 consists of all Interests in the Debtors as of
the Effective Date.  No Holder of an Interest shall be entitled to
any Distribution under the Plan.

                About The Free Lance-Star Publishing

The Free Lance-Star Publishing Co. of Fredericksburg, Va., is a
publishing, newspaper, radio and communications company based in
Fredericksburg, Virginia and owned by the family of Josiah P. Rowe
III.  FLS's single, seven-day a week newspaper, The Free Lance-
Star was first published in 1885 when a group of local
Fredericksburg merchants and businessmen created the paper to
serve the news and advertising needs of the community.  FLS also
owns radio stations WFLS-AM, FLS-FM, and WVBX.  FLS owns the
community and news portal http://www.fredericksburg.com/

FLS filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case
No. 14-30315) in Richmond, Virginia, on Jan. 23, 2014.  William
Douglas Properties, L.L.C., a related entity that owns a portion
of the land pursuant to which FLS operates certain aspects of its
business, also sought bankruptcy protection.

Judge Keith L. Phillips was initially assigned to the cases, but
the cases were reassigned to Judge Kevin R. Huennekens on the
Petition Date.

The Debtors have tapped Lynn L. Tavenner, Esq., and Paula S.
Beran, Esq., at Tavenner & Beran, PLC, as counsel; and Protiviti,
Inc., as financial advisor.

The U.S. Trustee for Region 4 appointed three members to the
official committee of unsecured creditors.  The Committee is
represented by Hunton & Williams LLP's Tyler P. Brown, Esq., Jason
W. Harbour, Esq., and Justin F. Paget, Esq.

DSP Acquisition LLC, an affiliate of Sandton Capital Partners,
paid $30.2 million, to acquire substantially all of Free Lance-
Star's assets.  DSP acquired interest in claims asserted by Branch
Banking & Trust Co. prior to the bankruptcy.  Prior to the sale,
DSP commenced litigation against the Debtors seeking determination
of, among other things, its secured claim and the extent and
priority of its Liens on the Debtors' assets.

DSP is represented by Lowenstein Sandler LLP's Sharon L. Levine,
Esq., and Richard Bernstein, Esq.; and McGUIREWOODS LLP's Dion W.
Hayes, Esq.


GANNETT CO: Moody's Affirms 'Ba1' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed Gannett, Co., Inc.'s Ba1
Corporate Family Rating (CFR) and Ba1-PD Probability of Default
Rating (PDR) following the company's announcement of its agreement
to acquire the remaining 73% interest in Cars.com that it does not
already own for $1.8 billion in cash and its plan to spin-off the
publishing business. Despite the initial increase in leverage and
weakened coverage ratios upon closing of each transaction, Moody's
expects Gannett's favorable shift in revenue to higher growth
broadcast and digital businesses and away from lower margin
publishing operations will support consistent free cash flow
generation and the ability to repay debt. Moody's also affirmed
all other ratings including the NP commercial paper rating and the
Ba1 rating on each of the unsecured revolver, term loan, and
notes. The SGL -- 1 Speculative Grade Liquidity (SGL) Rating was
affirmed and the rating outlook remains negative.

Affirmed

Issuer: Gannett, Co. Inc.

Corporate Family Rating: Affirmed Ba1

Probability of Default Rating: Affirmed Ba1-PD

Commercial Paper: Affirmed NP

$1.3 billion guaranteed senior unsecured revolver due 2018:
Affirmed Ba1, LGD3

$139 million guaranteed senior unsecured term loan due 2018:
Affirmed Ba1, LGD3

Guaranteed senior unsecured regular bonds/debentures: Affirmed
Ba1, LGD3

Speculative Grade Liquidity Rating: Affirmed SGL -- 1

Outlook Actions:

Issuer: Gannett Co., Inc.

Outlook is Negative

Ratings Rationale

On August 5, 2014, Gannett announced that it entered into an
agreement to purchase 73% of Cars.com that it does not already own
for $1.8 billion in cash. The company expects to use balance sheet
cash plus up to $1.3 billion of additional debt (combination of
revolver advances and new senior notes) to fund the acquisition
which is expected to be completed in 2014. Gannett also announced
plans to spin off its publishing business on a tax free basis
expected to be completed in mid-2015. Each transaction is subject
to customary regulatory approvals. Moody's affirmed Gannett's
credit ratings and the negative outlook despite each of the
transactions being credit negative due to the initial increase in
leverage and weakening of coverage ratios upon closing. Moody's
believes Gannett's favorable shift in revenue to higher growth
broadcast and digital businesses and away from lower margin
publishing operations will support consistent free cash flow
generation and the ability to repay meaningful amounts of debt
leading up to the separation of publishing operations. Meaningful
debt reduction, including lower levels of unfunded pension
liabilities or allocation of operating lease obligations to the
spin-off, allows the company to bring pro forma leverage and other
financial credit metrics to be better positioned in the Ba1
Corporate Family Rating within an acceptable time frame post
closing.

"Even after the spin-off and the loss of $3.5 billion of newspaper
revenue, Gannett will still generate $3 billion in higher margin
revenue and be a leading pure-play television broadcaster with
digital operations generating over $1.0 billion in revenue and 25%
of consolidated EBITDA (subtracting minority interest in
CareerBuilder)," stated Carl Salas, Moody's VP and Senior Credit
Officer. Since the debt financed acquisition of Belo Corp. at the
end of 2013, Gannett has tracked Moody's expectations and improved
debt-to-EBITDA to 3.4x as of June 30, 2014 (2-year average,
including Moody's standard adjustments, excluding the minority
interest share of CareerBuilder's EBITDA). The addition of Belo
Corp.'s television stations to Gannett's portfolio of broadcast
assets positioned the company as the #1 CBS, #1 NBC and #4 ABC
network affiliate based on household reach. Looking forward,
leverage will increase as management intends to use up to $600
million of balance sheet cash, $600 million - $625 million of
borrowings under the existing revolver commitment, plus $650
million - $675 million of new senior notes to fund the acquisition
of 73% of Cars.com it does not already own. Completion of the
proposed separation of publishing assets will also weaken credit
metrics in the second half of 2015 due to the loss of publishing
segment EBITDA (more than $400 million). "Despite the increase in
leverage, ratings are supported by the consolidation of Cars.com
which improves the company's credit profile due to the favorable
shift in revenue and cash flow to growing and higher margin
broadcast/digital assets as well as the elimination of lower
margin publishing businesses. Persistent revenue pressure in
publishing is a rating overhang that would be eliminated," added
Salas.

The rating outlook remains negative reflecting the planned
increase in funded debt by up to $1.3 billion resulting in debt-
to-EBITDA increasing initially to more than 3.6x by the end of
2014 (2-year average, including Moody's standard adjustments,
excluding the minority interest share of CareerBuilder's EBITDA)
and uncertainties related to achieving targeted lower debt levels
including reduced unfunded pension liabilities. Gannett's ratings
could be lowered if revenue does not track Moody's base case
forecast, liquidity weakens below expected levels, or Moody's
believe the company is not making progress in reducing debt
balances and leverage. An increase in leverage due to another debt
financed acquisition or use of excess cash to fund share
repurchases could also result in a downgrade. Despite initially
higher leverage with the acquisition of Cars.com and upon spin-off
of publishing operations, the negative outlook could be stabilized
if free cash flow is used primarily to reduce debt balances and
Moody's expect Gannett to sustain 2-year average debt-to-EBITDA
comfortably below 3.75x with a minimum high single digit
percentage 2-year average free cash flow to debt ratio. The
company would also need to maintain good liquidity including
proactive management of debt maturities and would need to
demonstrate revenue and EBITDA growth for broadcast and digital
segments in line with Moody's base case forecast.

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

Gannett, headquartered in McLean, VA, is a diversified local
newspaper/publisher and broadcast operator that also has ownership
interests in a number of digital ventures including a 52.9% stake
in CareerBuilder, which is fully consolidated in Gannett's
financial statements. Gannett closed the Belo television
acquisition in December 2013 for $1.47 billion in cash and the
assumption of $715 million of outstanding Belo debt. Gannett is
publicly traded with a single class share structure. The Vanguard
Group, Inc., owns 7.0%, AllianceBernstein L.P. owns 5.7% of the
economic and voting interest with remaining shares being widely
held. Revenue for LTM June 30, 2014 pro forma for the Belo
acquisition and pending divestitures of broadcast stations was
approximately $6 billion. Post completion of the announced spin-
off of publishing businesses, Gannett will own broadcasting and
digital businesses, including 100% of Cars.com, with revenue
totaling roughly $3 billion.


GARLOCK SEALING: Estimation Trial Shouldn't Be Sealed, Judge Rules
------------------------------------------------------------------
Law360 reported that a North Carolina federal judge reversed a
bankruptcy court's decision to close proceedings last year to
estimate the mesothelioma liability of bankrupt Garlock Sealing
Technologies LLC, citing the public's fundamental right to view
documents filed in public courts.  According to the report, U.S.
District Judge Max Cogburn sided with arguments by the legal
journal Legal Newsline, saying that U.S. Bankruptcy Judge George
Hodges should put the onus on Garlock to explain why estimation
trial transcripts should be kept under seal.

                      About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more
than a century, Garlock has been helping customers efficiently
seal the toughest process fluids in the most demanding
applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-
counsel.

Judge George Hodges of the United States Bankruptcy Court for the
Western District of North Carolina on Jan. 10, 2014, entered an
order estimating the liability for present and future mesothelioma
claims against EnPro Industries' Garlock Sealing Technologies LLC
subsidiary at $125 million, consistent with the positions GST put
forth at trial.


GBG RANCH: Hires Carl Barto as Bankruptcy Counsel
-------------------------------------------------
GBG Ranch, LTD asks for authorization from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Carl M. Barto
as bankruptcy counsel.

The Debtor requires Mr. Barto to:

   (a) advise the Debtor with respect to its rights, duties and
       powers in this case;

   (b) assist and advise the Debtor in its consultations relative
       to the administration of this case;

   (c) assist the Debtor in analyzing the claims of the creditors
       and in negotiating with such creditors;

   (d) assist the Debtor in the analysis of and negotiations with
       any third party concerning matters relating to, among other
       things, the terms of the plan of reorganization;

   (e) prepare and file proofs of claim, analyze claims, and when
       appropriate object to claims filed on behalf of creditors;

   (f) represent the Debtor at all hearings and other proceedings;

   (g) review and analyze all applications, orders, statements of
       operations, and schedules filed with the Court and advise
       the Debtor as to their propriety;

   (h) assist the Debtor in preparing pleadings and applications
       as may be necessary in furtherance of the Debtor's
       interests and objectives including motions to sell and a
       motion to reject executory contracts;

   (i) drafting, filing and serving the Debtor's Disclosure
       Statement and Plan of Reorganization;

   (j) soliciting ballots and proving up the elements for
       confirmation of the Debtor's plan; and

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

Mr. Barto and his associates will be paid at these hourly rates:

       Carl M. Barto, attorney                $350
       Maria Lilia C. Barto, attorney         $350
       Monica Gerardo, paralegal              $90

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

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

Mr. Barto can be reached at:

       Carl M. Barto, Esq.
       LAW OFFICE OF CARL M. BARTO
       817 Guadalupe
       Laredo, TX 78040
       Tel: (956) 725-7500
       Fax: (956) 722-6739

                        About GBG Ranch, LTD

GBG Ranch, LTD, a Texas Limited Partnership, sought Chapter 11
protection (Bankr. S.D. Tex. Case No. 14-50155) in Laredo, Texas
on July 8, 2014, without stating a reason.  The company estimated
assets of $50 million to $100 million and debt of less than $10
million.  The company is represented by the Law Office of Carl M.
Barto.


GENUTEC BUSINESS: Plan Due Oct. 1; Bar Date Set for Sept. 9
-----------------------------------------------------------
A status conference was held in the Bankruptcy Court for the
Central District of California, Santa Ana Division on July 10,
2014, in the Chapter 11 case of Genutec Business Solutions, Inc.
At the hearing, a claims bar date of September 9th was set.
October 1st is the Debtor's deadline for filing a Plan of
Reorganization and Disclosure Statement.  The next status
conference is scheduled for November 1st in Santa Ana.

                About Genutec Businesss Solutions

Genutec Businesss Solutions, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-13115) in Santa Ana,
Georgia, on May 16, 2014.  David Montoya signed the petition as
director.  The Debtor disclosed assets of $12,851,544 and
liabilities of $11,529,199.  Michael R Totaro, Esq., at Totaro &
Shanahan, in Pacific Palisades, California, acts as bankruptcy
counsel.  Judge Erithe A. Smith presides over the case.


GENUTEC BUSINESS: Hires Totaro & Shanahan as Insolvency Counsel
---------------------------------------------------------------
Genutec Business Solutions, Inc. sought and obtained permission
from the U.S. Bankruptcy Court for the Central District of
California to employ Michael R. Totaro and the Law Office of
Totaro & Shanahan as general insolvency counsel, effective May 9,
2014.

The Debtor requires Totaro & Shanahan to:

   (a) consult with Debtor's representative concerning documents
       needed and reports to be prepared and consultation with
       real estate counsel re title and other issues;

   (b) assist the Debtor's representative in preparation of
       documents for compliance with the requirements of the
       Office of the U.S. Trustee;

   (c) negotiate with secured and unsecured creditors regarding
       the amount and payment of their claims;

   (d) discuss with the Debtor's representative concerning the
       Disclosure Statement and plan of reorganization;

   (e) prepare the Disclosure Statement and Chapter 11 Plan of
       Reorganization and any amendments/changes to the same;

   (f) submit ballots to creditors, tally ballots and submission
       to the Court;

   (g) respond to any objections to disclosure statement and plan;

   (h) negotiations with creditors as to values, etc and the plan
       of reorganization;

   (i) respond to any motions for relief from stay, motion to
       dismiss or any other motions or contested matters;

   (j) prepare, submit and prosecute any adversary proceedings
       that may be necessary to the case including but not limited
       to determining the value of real property as collateral and
       extinguishing unsecured liens on real property;

   (k) review proofs of claims and if necessary, prepare formal
       objections with respect to claims asserted;

   (l) opposition to any motions sought by trustee, court and
       creditors; and

   (m) any other matter that arises during the administration of
       this chapter 11 case, except for defense of adversary
       proceedings against Debtor  based on fraud.

Totaro & Shanahan rendered pre-petition services at the expedited
rate of $675 per hour then dropped the rate to $450 per hour post-
petition.  The parties have signed a fee agreement for billing
which reflects the above and for paralegal services billed at $150
per hour.

At the time the fee agreement was signed, Totaro & Shanahanm
received a pre-petition retainer of $30,000 from non-estate
property.  The retainer was paid by a subsidiary of the Debtor,
Rapid Notify, Inc.  Prior to the filing Totaro & Shanahan spent a
total of 20.7 hours of attorney time at $675 per hour and incurred
costs, including the filing fee in the amount of $1,213.  The pre-
petition fees were deducted from the retainer.  Because of the
expedited filing, two attorneys handled the initial work, each
working on a different aspect of the filing.  In addition since
the filing of the petition there has been an additional 21.2 hours
of attorney time at $450 per hour.

Totaro & Shanahan will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Michael R. Totaro, partner of Totaro & Shanahan, 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.

Totaro & Shanahan can be reached at:

       Michael R. Totaro, Esq.
       TOTARO & SHANAHAN
       P.O. Box 789
       Pacific Palisade, CA 90272
       Tel: (310) 573-0276
       Fax: (310) 496-1260

                About Genutec Businesss Solutions

Genutec Businesss Solutions, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-13115) in Santa Ana,
Georgia, on May 16, 2014.  David Montoya signed the petition as
director.  The Debtor disclosed assets of $12,851,544 and
liabilities of $11,529,199.  Michael R Totaro, Esq., at Totaro &
Shanahan, in Pacific Palisades, California, acts as bankruptcy
counsel.  Judge Erithe A. Smith presides over the case.


GEORGE ROBERTS: Heating Specialist Liable for 60% of CERCLA Claim
-----------------------------------------------------------------
Chapter 11 debtors Nancy Roberts and George Roberts sued The
Heating Specialist Inc. to seek contribution under Section 113 of
the federal Comprehensive Environmental Response, Compensation and
Liability Act.  THS denies that it is liable under CERCLA and
further argues that the service contract between the parties
limits THS' liability.

In an August 5 Findings of Fact and Conclusions of Law available
at http://is.gd/sKZM0hfrom Leagle.com, District Judge Michael H.
Simon finds that the Roberts have met their burden in proving that
THS is liable under Section 113 of CERCLA. Further, the Court
finds that THS is responsible for 60% of past and future response
costs incurred at the Roberts' residential rental property located
at 909 S.W. Washington Street, Oregon City, Oregon; and the
Roberts are responsible for 40% of such costs.

The U.S. Environmental Protection Agency asserted a claim against
the Roberts, seeking recovery of $124,441 for environmental
investigation and cleanup costs that the EPA incurred responding
to the suspected release of mercury at the Property.

THS is an Oregon corporation engaged in the business of boiler
system sales, installation, and repairs.  In February 2011, THS
replaced a boiler located in the basement of the Property pursuant
to a written contract between THS and the Roberts.  THS removed
the old boiler from the Property with the intent to dispose of the
old boiler.

The case is, NANCY ROBERTS and GEORGE ROBERTS, as trustee of the
George Tudor Strong Roberts and Nancy Jane Roberts Chapter 11
Estate, Plaintiffs, v. THE HEATING SPECIALIST INC., ROBERT GORDON,
and IRS ENVIRONMENTAL OF PORTLAND, INC., Defendants, Case No.
3:12-cv-01820-SI (D. Ore.).

Counsel to the Roberts:

     Kenneth P. Dobson, Esq.
     CHENOWETH LAW GROUP, PC
     510 S.W. Fifth Avenue, 5th Floor, Suite 500
     Portland, OR 97204

Counsel to THS:

     Gregory W. Byrne, Esq.
     BUCKLEY LAW PC
     5300 Meadows Road, Suite 200
     Lake Oswego, OR 97035
     Tel: 503-620-8900
     Fax: 503-620-4878
     E-mail: gwb@buckley-law.com

George Roberts filed a Chapter 11 petition (Bankr. D. N.M. Case
No. 11-10058) on January 7, 2011.


GREG'S LANDSCAPING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Greg's Landscaping, Inc
        1598 Reed Road
        Pennington, NJ 08534

Case No.: 14-26245

Chapter 11 Petition Date: August 6, 2014

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Hon. Kathryn C. Ferguson

Debtor's Counsel: Allen I Gorski, Esq.
                  GORSKI & KNOWLTON PC
                  311 Whitehorse Avenue; Suite A
                  Hamilton, NJ 08610
                  Fax: 609-585-2553
                  E-mail: agorski@gorskiknowlton.com

Debtor's          FRANK RIPP, CPA
Accountant:

Debtor's          SCHENKMAN JENNINGS, LLC
Special
Counsel:

Total Assets: $638,000

Total Liabilities: $1.71 million

The petition was signed by Greg Garnich, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb14-26245.pdf


GRIDWAY ENERGY: Needs Until Oct. 7 to File Plan
-----------------------------------------------
Gridway Energy Holdings, et al., ask the U.S. Bankruptcy Court for
the District of Delaware to extend their exclusive period to file
a Chapter 11 plan to Oct. 7, 2014, and their exclusive period to
solicit acceptances of that plan until Dec. 8.  The Debtors said
they need the additional time to market their remaining assets and
determine the best manner in which to wrap up their bankruptcy
cases.

A hearing on the extension request is scheduled for Sept. 15,
2014, at 1:00 p.m. (ET).  Objections are due Aug. 20.

                    About Gridway Energy

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

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

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

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

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

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

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

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


GROEB FARMS: Committee Wants More Time to Review Claims
-------------------------------------------------------
The General Unsecured Claims Litigation Trustee in Groeb Farms,
Inc.'s Chapter 11 case has objected to the closing date for the
case.  The case is pending in the Bankruptcy Court for the Eastern
District of Michigan, Southern Division.

A Notice of Confirmation was entered on December 20, 2013.  The
Debtor proposed a closing date of February 18, 2014; however, an
objection by the Official Committee of Unsecured Creditors caused
the hearing on case closure to be continued to July 24.  On April
11, the Court ordered that the Trustee be allowed through December
31 to object to the allowance of claims.  The Trustee is currently
reviewing claims, negotiating possible resolutions, and evaluating
possible avoidance actions.  As a result, the Trustee is
requesting that the case remain open through January 30, 2015.

The request was filed by co-counsel for the Official Committee of
Unsecured Creditors', Sheryl L. Toby, Esq. at Dykema Gossett PLLC
of Broomfield Hills, MI and Bradford J. Sandler, Esq. at
Pachulski, Stang, Ziehl & Jones LLP of Wilmington, DE.

                         About Groeb Farms

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

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

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

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


HAAS ENVIRONMENTAL: Deal With Cleveland Brothers Approved
---------------------------------------------------------
Haas Environmental, Inc. sought and obtained approval of a
settlement with Cleveland Brothers Equipment Company.

Prior to the Petition Date, Cleveland Brothers filed a complaint
against Debtor in the United States District Court, Western
District of Pennsylvania.  On December 3, 2012, partial default
judgment was entered against the Debtor in favor of Cleveland
Brothers in the sum of $114,213.34 plus $44.65 in per diem
interest from October 3, 2012.  Cleveland Brothers asserts that,
as of the Petition Date, the balance owed on account of the
Judgment was $61,837.15.

On January 17, 2013, the Debtor purportedly transferred a
Caterpillar 315CL (serial no. CFT 1167) -- an excavator -- to
Cleveland Brothers in partial satisfaction of the Judgment.  On
April 23, Cleveland Brothers served a writ of execution upon the
Debtor.  The Debtor asserts that the Levy was not effective, which
Cleveland Brothers disputes.

On June 13, 2013, Cleveland Brothers served on EQT Production
Company a garnishment of amounts owed by EQT to the Debtor.  On
May 23, the Debtor sent Cleveland Brothers two wire transfers
totaling $20,000.  The Debtor asserts that the Garnishment and the
Wire Transfers were preferential transfers under 11 U.S.C. Sec.
547, which Cleveland Brothers disputes.

EQT presently holds $61,837.15 in escrow on account of the
Garnishment, representing the Petition Date balance of the
Judgment pending a settlement or Court order.

To avoid the potential costs, risks, and delay of litigation, the
Debtor and Cleveland Brothers agree that the Escrow will be paid
to the Debtor, and that upon receipt of the Escrow funds, the
Debtor will pay Cleveland Brothers $12,500; and retain $49,337.15.

Cleveland Brothers will make the Excavator available for retrieval
by the Debtor at its facility located at 18512 Route 6, Mansfield,
PA 16933.

The Official Committee of Unsecured Creditors tried to block the
Settlement.  According to the Committee, it appears that Cleveland
improperly effected a Levy and Garnishment against the Debtor and
obtained at least $20,000 in preferential payments from the Debtor
as a result of the Levy and Garnishment. While the Debtor's Motion
states that Cleveland disputes that the Wire Transfers were
preferential payments, the fact is that the Debtor paid Cleveland
$20,000 on account of an antecedent debt within 90 days of the
Petition Date.  According to the Committee, no evidence or proof
has been presented in the Motion or otherwise to support
Cleveland?s position that its Garnishment and Levy were valid or
that the $20,000 paid to it during the preference period was not a
preference.  The Motion is devoid of any analysis or explanation
for the estate to abandon the preference claim against Cleveland,
much less why the Debtor is paying Cleveland an additional $12,500
under the Settlement. Given these open issues, the Settlement
should not be approved.

The Debtor defended the Settlement.  It pointed out that the cost
of preparing a complaint, conducting discovery, participating in
motion practice, and ultimately a trial would likely cost more
than the $32,500 that Cleveland will retain under the Settlement
(retaining the $20,000 wire, and receiving $12,500 from the EQT
garnishment).  The Debtor also repossess the Excavator, which the
Debtor can put into immediate use and can generate $4,000 per week
of net income.

The Settlement Approval Order provides that:

     "EQT has acknowledged that the funds it holds in Escrow are
owed to the Debtor on account of goods and/or services provided by
the Debtor to EQT.  EQT has agreed to turn over the Escrow to the
Debtor within ten business days of the presentation of an order
approving the Settlement and upon execution of releases by the
parties related to the Escrow and the Garnishment. Upon receipt of
the Escrow funds, the Debtor shall pay Cleveland the sum of
$12,500 (the ?Cleveland Settlement Amount?) and the Debtor may
retain the sum of $49,337.15."

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.

The Debtor is represented by:

     SHERMAN, SILVERSTEIN, KOHL, ROSE & PODOLSKY, P.A.
     Arthur J. Abramowitz, Esq.
     Jerrold N. Poslusny, Jr., Esq.
     308 Harper Drive, Suite 200
     Moorestown, NJ 08057
     Tel: (856) 662-0700

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.
EisnerAmper LLP serves as its financial advisor.


HAAS ENVIRONMENTAL: Deal With Longshoremen 2038 Union Okayed
------------------------------------------------------------
The U.S. Bankruptcy Court in New Jersey gave its stamp of approval
on Haas Environmental, Inc.'s settlement with International
Longshoremen's Association, Local 2038.

That deal also has been approved by the National Labor Relations
Board.

Prior to the Petition Date, Longshoremen 2038 filed charges
against Debtor with the NLRB related to Longshoremen 2038 and
certain of its union members that are employees of the Debtor.
Longshoremen 2038 alleged that in December 2012 the Debtor
violated the terms of a collective bargaining agreement between
the parties related to services provided by the Employees at steel
plants located in Indian Harbor, Indiana, and Burns Harbor,
Indiana.

On November 7, 2013, the Debtor and the Regional Director of the
NLRB reached the Settlement, over the objection of Longshoremen
2038. Longshoremen 2038 appealed the Settlement, which appeal was
denied by the NLRB. As such, Longshoremen 2038 has no further
right of appeal and no further impediment to seeking approval of
the Settlement from the Bankruptcy Court.

The Settlement avoids the potential costs, risks, and delay of
litigation.  The salient terms of the deal are:

     a. Each Employee and Longshoremen 2038 is entitled to an
administrative claim equal to 50% of the amount listed in the
Settlement under "Administrative claim."  The Debtor will pay the
administrative claims on the effective date of a plan, totaling
$394;

     b. Each Employee and Longshoremen 2038 is entitled to a
priority wage claim equal to 50% of the amount listed in the
Settlement under ?Wage claim.?  The Debtor will pay the priority
wage claims on the effective date of a plan, totaling $6,090.

     c. Each Employee and Longshoremen 2038 is entitled to an
unsecured nonpriority claim equal to 50% of the amount listed in
the Settlement under ?Unsecured non-priority claim,? totaling
$515.50, which claims will be treated as general unsecured in
accordance with a plan.

The Regional Director of the NLRB has reached a separate
settlement agreement with Laborers International Union North
America, Local 81 whereby Laborers Local 81 has already paid the
remaining 50% owed to the Employees and Longshoremen 2038.

The Official Committee of Unsecured Creditors tried to block
approval of the Settlement.  In its objection, the Committee said
the Debtor's Motion fails to provide sufficient facts to support
the Settlement or the justification for Court approval outside of
confirmation of a plan.  The Motion is also unclear as to the
total amount to be paid by the Debtor to each of the Employees and
to ILA 2038.  Further, the Motion and Settlement Agreement do not
provide for releases of the Debtor and its estate in exchange for
the proposed settlement amounts to be paid by the Debtor.  In
fact, the Committee said, the Motion and Settlement Agreement
appear to provide for the opposite -- despite the payments to be
made by the Debtor under the Settlement Agreement, it appears that
parties to the Settlement reserve all other claims against the
Debtor, including claims arising out of or related to other cases
that are still pending against the Debtor.

A copy of the Court's order approving the Settlement and the
schedule of employee claims is available at no extra charge at:

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

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.

The Debtor is represented by Sherman, Silverstein, Kohl, Rose &
Podolsky, P.A.'s Arthur J. Abramowitz, Esq., and Jerrold N.
Poslusny, Jr., Esq.

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.
EisnerAmper LLP serves as its financial advisor.


HAAS ENVIRONMENTAL: Vehicle Sale OK'd, Proceeds to Go to Chase
--------------------------------------------------------------
The Hon. Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey has granted Haas Environmental, Inc.,
authority to sell the Debtor's 2011 Mercedes Benz S550 limousine
to Catherine Haas, free and clear of liens and claims and
encumbrances.  Ms. Haas offered to pay the Debtor the appraised
value of $85,000 for the Vehicle.

The proceeds of the Sale will first go to JPMorgan Chase Bank,
N.A., the holder of a first purchase money security interest in
the Vehicle, to satisfy the entire balance on its loan, together
with accumulated interest, counsel fees and costs, which total
approximately $59,335.  The remaining balance will be placed in
the trust account maintained by the Debtor's counsel.

The Debtor said in its March 17 court filing that it anticipates
that it will recover approximately $25,665 from the sale of the
Vehicle after payment to Chase.

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.  Jerrold
N. Poslusny, Jr., Esq., at Cozen O'Connor, in Cherry Hill, New
Jersey, serves as the Debtor's counsel.

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.
EisnerAmper LLP serves as its financial advisor.


HAAS ENVIRONMENTAL: Deal With Cleveland Brothers Approved
---------------------------------------------------------
Haas Environmental, Inc. sought and obtained approval of a
settlement with Cleveland Brothers Equipment Company.

Prior to the Petition Date, Cleveland Brothers filed a complaint
against Debtor in the United States District Court, Western
District of Pennsylvania.  On December 3, 2012, partial default
judgment was entered against the Debtor in favor of Cleveland
Brothers in the sum of $114,213.34 plus $44.65 in per diem
interest from October 3, 2012.  Cleveland Brothers asserts that,
as of the Petition Date, the balance owed on account of the
Judgment was $61,837.15.

On January 17, 2013, the Debtor purportedly transferred a
Caterpillar 315CL (serial no. CFT 1167) -- an excavator -- to
Cleveland Brothers in partial satisfaction of the Judgment.  On
April 23, Cleveland Brothers served a writ of execution upon the
Debtor.  The Debtor asserts that the Levy was not effective, which
Cleveland Brothers disputes.

On June 13, 2013, Cleveland Brothers served on EQT Production
Company a garnishment of amounts owed by EQT to the Debtor.  On
May 23, the Debtor sent Cleveland Brothers two wire transfers
totaling $20,000.  The Debtor asserts that the Garnishment and the
Wire Transfers were preferential transfers under 11 U.S.C. Sec.
547, which Cleveland Brothers disputes.

EQT presently holds $61,837.15 in escrow on account of the
Garnishment, representing the Petition Date balance of the
Judgment pending a settlement or Court order.

To avoid the potential costs, risks, and delay of litigation, the
Debtor and Cleveland Brothers agree that the Escrow will be paid
to the Debtor, and that upon receipt of the Escrow funds, the
Debtor will pay Cleveland Brothers $12,500; and retain $49,337.15.

Cleveland Brothers will make the Excavator available for retrieval
by the Debtor at its facility located at 18512 Route 6, Mansfield,
PA 16933.

The Official Committee of Unsecured Creditors tried to block the
Settlement.  According to the Committee, it appears that Cleveland
improperly effected a Levy and Garnishment against the Debtor and
obtained at least $20,000 in preferential payments from the Debtor
as a result of the Levy and Garnishment. While the Debtor's Motion
states that Cleveland disputes that the Wire Transfers were
preferential payments, the fact is that the Debtor paid Cleveland
$20,000 on account of an antecedent debt within 90 days of the
Petition Date.  According to the Committee, no evidence or proof
has been presented in the Motion or otherwise to support
Cleveland?s position that its Garnishment and Levy were valid or
that the $20,000 paid to it during the preference period was not a
preference.  The Motion is devoid of any analysis or explanation
for the estate to abandon the preference claim against Cleveland,
much less why the Debtor is paying Cleveland an additional $12,500
under the Settlement. Given these open issues, the Settlement
should not be approved.

The Debtor defended the Settlement.  It pointed out that the cost
of preparing a complaint, conducting discovery, participating in
motion practice, and ultimately a trial would likely cost more
than the $32,500 that Cleveland will retain under the Settlement
(retaining the $20,000 wire, and receiving $12,500 from the EQT
garnishment).  The Debtor also repossess the Excavator, which the
Debtor can put into immediate use and can generate $4,000 per week
of net income.

The Settlement Approval Order provides that:

     "EQT has acknowledged that the funds it holds in Escrow are
owed to the Debtor on account of goods and/or services provided by
the Debtor to EQT.  EQT has agreed to turn over the Escrow to the
Debtor within ten business days of the presentation of an order
approving the Settlement and upon execution of releases by the
parties related to the Escrow and the Garnishment. Upon receipt of
the Escrow funds, the Debtor shall pay Cleveland the sum of
$12,500 (the ?Cleveland Settlement Amount?) and the Debtor may
retain the sum of $49,337.15."

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.

The Debtor is represented by:

     SHERMAN, SILVERSTEIN, KOHL, ROSE & PODOLSKY, P.A.
     Arthur J. Abramowitz, Esq.
     Jerrold N. Poslusny, Jr., Esq.
     308 Harper Drive, Suite 200
     Moorestown, NJ 08057
     Tel: (856) 662-0700

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.
EisnerAmper LLP serves as its financial advisor.


HAAS ENVIRONMENTAL: Deal With Longshoremen 2038 Union Okayed
------------------------------------------------------------
The U.S. Bankruptcy Court in New Jersey gave its stamp of approval
on Haas Environmental, Inc.'s settlement with International
Longshoremen's Association, Local 2038.

That deal also has been approved by the National Labor Relations
Board.

Prior to the Petition Date, Longshoremen 2038 filed charges
against Debtor with the NLRB related to Longshoremen 2038 and
certain of its union members that are employees of the Debtor.
Longshoremen 2038 alleged that in December 2012 the Debtor
violated the terms of a collective bargaining agreement between
the parties related to services provided by the Employees at steel
plants located in Indian Harbor, Indiana, and Burns Harbor,
Indiana.

On November 7, 2013, the Debtor and the Regional Director of the
NLRB reached the Settlement, over the objection of Longshoremen
2038. Longshoremen 2038 appealed the Settlement, which appeal was
denied by the NLRB. As such, Longshoremen 2038 has no further
right of appeal and no further impediment to seeking approval of
the Settlement from the Bankruptcy Court.

The Settlement avoids the potential costs, risks, and delay of
litigation.  The salient terms of the deal are:

     a. Each Employee and Longshoremen 2038 is entitled to an
administrative claim equal to 50% of the amount listed in the
Settlement under "Administrative claim."  The Debtor will pay the
administrative claims on the effective date of a plan, totaling
$394;

     b. Each Employee and Longshoremen 2038 is entitled to a
priority wage claim equal to 50% of the amount listed in the
Settlement under ?Wage claim.?  The Debtor will pay the priority
wage claims on the effective date of a plan, totaling $6,090.

     c. Each Employee and Longshoremen 2038 is entitled to an
unsecured nonpriority claim equal to 50% of the amount listed in
the Settlement under ?Unsecured non-priority claim,? totaling
$515.50, which claims will be treated as general unsecured in
accordance with a plan.

The Regional Director of the NLRB has reached a separate
settlement agreement with Laborers International Union North
America, Local 81 whereby Laborers Local 81 has already paid the
remaining 50% owed to the Employees and Longshoremen 2038.

The Official Committee of Unsecured Creditors tried to block
approval of the Settlement.  In its objection, the Committee said
the Debtor's Motion fails to provide sufficient facts to support
the Settlement or the justification for Court approval outside of
confirmation of a plan.  The Motion is also unclear as to the
total amount to be paid by the Debtor to each of the Employees and
to ILA 2038.  Further, the Motion and Settlement Agreement do not
provide for releases of the Debtor and its estate in exchange for
the proposed settlement amounts to be paid by the Debtor.  In
fact, the Committee said, the Motion and Settlement Agreement
appear to provide for the opposite -- despite the payments to be
made by the Debtor under the Settlement Agreement, it appears that
parties to the Settlement reserve all other claims against the
Debtor, including claims arising out of or related to other cases
that are still pending against the Debtor.

A copy of the Court's order approving the Settlement and the
schedule of employee claims is available at no extra charge at:

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

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.

The Debtor is represented by Sherman, Silverstein, Kohl, Rose &
Podolsky, P.A.'s Arthur J. Abramowitz, Esq., and Jerrold N.
Poslusny, Jr., Esq.

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.
EisnerAmper LLP serves as its financial advisor.


HARRY VINER: Court Reduces Pittman S.C.'s Fees
----------------------------------------------
Bankruptcy Judge Catherine J. Furay approved, in part, and denied,
in part, the final application of Galen W. Pittman, S.C., counsel
to Harry Viner, Inc., for compensation and disbursements.

Harry Viner, Inc., filed a voluntary Chapter 11 petition (Bankr.
W.D. Wis. Case No. 11-16408) on October 21, 2011.  On December 1,
2011, the Debtor filed an application to employ Galen W. Pittman,
S.C. as attorney on a general retainer.

The application contemplated "any representation relating to
actions by creditors, the preparation of the liquidation analysis
and preparation and representation and [sic] the Plan and any and
all residual matters relating to the Chapter 11 Proceedings until
the confirmation of the Chapter 11 Plan and related matters." On
December 8, 2011, the Court approved the application.

On March 1, 2013, Pittman S.C. filed an Amended Application for
Interim Allowance of Compensation and Disbursements.  The Interim
Application sought compensation of $58,773.75 and reimbursement of
$1,486.13 in expenses for the period from October 28, 2011,
through February 26, 2013. After an evidentiary hearing at which
the Court concluded that a portion of the work for which Pittman
S.C. sought compensation was not performed on behalf of the
Debtor, but rather on behalf of the Debtor's sole principal in her
individual capacity in a state court proceeding, the Court denied
compensation in the amount of $1,300, but approved the remainder
of the application. The Order concerning the Interim Application
was entered on June 27, 2013.

On June 25, 2013, the Debtor's amended plan was confirmed
following an evidentiary hearing. The confirmation order was
entered on July 18, 2013.

The confirmed plan provided that the Debtor would make periodic
payments to its creditors. After the Debtor failed to make several
payments called for in the plan, including quarterly tax payments,
priority plan payments, and payments to general unsecured
creditors, the United States Trustee and an unsecured creditor
filed motions to convert or dismiss the case. The Debtor filed a
proposed modified plan on January 15, 2014, and objected to the
motions to convert or dismiss. At an evidentiary hearing on the
motions, the Debtor conceded that the confirmed plan had been
substantially consummated. At the close of the evidentiary
hearing, on January 28, 2014, the Debtor's case was converted to a
case under Chapter 7.

On January 22, 2014, Pittman S.C. filed a final fee application.
The Final Application included itemizations for time and expenses
for the period June 26, 2012, through January 22, 2014.

The UST objected to the Final Application, as did the Chapter 7
Trustee.  The UST's objection recites numerous failures of the
Debtor to comply with or fulfill the terms of the confirmed plan.
The UST asserts those failures evidence counsel's failure to
"adequately advise the Debtor regarding obligations with respect
to the Debtor's Plan."  Examples of the Debtor's failures include
filing operating reports that wrongly state that all post-petition
taxes (other than sales tax) were current, making payments to
former shareholders before payments to other classes of creditors,
and failing to sell certain collateral as provided in the plan to
make payments to secured creditors. Counsel was acting as a
disbursing agent at the time of each of these failures.

Although they were not raised as an objection by the UST, the
Court has identified other deficiencies and errors that must also
be addressed.  Those deficiencies include: the inclusion in the
Final Application of sums previously disallowed by the Court,
duplicate time entries, vague descriptions of services, lumping of
entries, and failure to clearly state the total and actual amount
of compensation sought on a final basis.

Although the Final Application fails to clearly describe the
amounts sought as final compensation, the history and applications
before the Court for final approval can be summarized as:

The firm seeks payment of $118,863.61 in fees and $2,548.73 in
costs.  According to Judge Furay, the amounts of $96,879.37 in
fees and $2,112.79 in expenses are allowed.  The remainder sought
by the application is disallowed.  A copy of Judge Furay's Aug. 5
decision is available at http://is.gd/WPbW8Gfrom Leagle.com.


HI-TECH CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Hi-Tech Construction Company, Inc.
        PO Box 8601
        South Charleston, WV 25309

Case No.: 14-20424

Nature of Business: Construction

Chapter 11 Petition Date: August 6, 2014

Court: United States Bankruptcy Court
       Southern District of West Virginia (Charleston)

Judge: Hon. Ronald G. Pearson

Debtor's Counsel: Joe M. Supple, Esq.
                  SUPPLE LAW OFFICE, PLLC
                  801 Viand Street
                  Point Pleasant, WV 25550
                  Tel: (304) 675-6249
                  Fax: (304) 675-4372
                  E-mail: info@supplelaw.net

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kimberly S. Jones, secretary.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wvsb14-20424.pdf


HIGH MAINTENANCE: Court to Hold Plan Confirmation Hearing Aug. 11
-----------------------------------------------------------------
A court hearing to consider the confirmation of High Maintenance
Broadcasting LLC's Chapter 11 plan has been rescheduled for
August 11.

The hearing was supposed to take place on July 30 but the company
proposed to delay the hearing to give the court overseeing its
bankruptcy case enough time to rule on the objection of a group of
noteholders to Fred Hoffmann's claim.

The noteholders, HMB's largest creditors, have reportedly
indicated that they would drop their objection to the proposed
plan if their objection to the claim of Mr. Hoffman, insider and
creditor of the company, is resolved in their favor.

The noteholders in February filed an objection to the
restructuring plan in which they criticized the proposed
substantive consolidation of the company and GH Broadcasting Inc.

HMB "cannot confirm the plan without the noteholders' supporting
votes and it is unlikely that the noteholders will change their
vote unless and until the court has ruled on the claim objection,"
said the company's lawyer, Patrick Neligan Jr., Esq., at Neligan
Foley LLP, in Dallas, Texas.

The company's exclusive period to confirm its restructuring plan
has also been extended to September 15 as a result of the delay of
the confirmation hearing.

HMB and GH Broadcasting on January 6 filed a proposed plan of
reorganization and explanatory disclosure statement.  Among other
things, the plan provides for the substantive consolidation of the
companies' estates for purposes of distributions under the plan.

              About High Maintenance Broadcasting and
                          GH Broadcasting

High Maintenance Broadcasting LLC owns and operates full power
television station KUQI-TV (Channel 38), which is licensed in
Corpus Christi, Texas, and is primarily affiliated with the Fox TV
network.  It also owns the FCC license to operate the station as
well as domain name kuquitv.com.  GH Broadcasting Inc. owns and
operates two lower-power TV broadcast stations KXPX (Channel 14)
and KTOV (Channel 21), which are licensed in Corpus Christi, as
well as related equipment and FCC licenses for those stations.

On June 17, 2013, an involuntary petition for relief (Bankr.
S.D. Tex. Case No. 13-20270) was filed against High Maintenance by
Robert Behar, Estrella Behar, Leibowitz Family, Pedro Dupouy,
Latin Capital, Pan Atlantic Bank & Trust, Ltd., Sumit Enterprises,
LLC, Jose Rodriguez, Leon Perez, Jays Four, LLC, Benjamin J.
Jesselson, Jesselson Grandchildren, Joseph Kavana, Sawicki Family,
Shpilberg Mgmt, Saby Behar Rev, Morris Bailey pursuant to section
303 of the Bankruptcy Code.

An involuntary petition under Chapter 11 of the U.S. Bankruptcy
Code was also filed against GH Broadcasting, Inc., on July 2,
2013.  GH Broadcasting owns and operates television broadcast
stations KXPX CA and KTOV LP, which are licensed in Corpus
Christi, Texas.

On July 24, 2013, the Debtors filed responses to the involuntary
petition, in which they assented to the entry of an order for
relief.  The Court entered on July 25, 2013, consensual orders for
relief in each of the Debtors' cases.  On Aug. 1, 2013, the Court
entered an order for the joint administration of the cases.

The Debtors' counsel are Patrick J. Neligan Jr., Esq., and John D.
Gaither, Esq., at Neligan Foley LLP.

The noteholders include Robert Behar, Estrella Behar, Leibowitz
Family Broadcasting, LLC, Lermont Trading, Ltd., and Jays Four,
LLC.  The noteholders are represented by Ronald A. Simank, Esq.,
at Schauer & Simank, P.C.


HOUSTON REGIONAL: Vote on Sale to Proceed as Scheduled
------------------------------------------------------
Secured creditor, Comcast, filed an emergency motion in Houston
Regional Sports Network, L.P.'s chapter 11 case in the Bankruptcy
Court for the Southern District of Texas, Houston Division.
According to Comcast, potential purchasers of the Debtor have
insisted that their identities and the terms of the proposed sale
not be revealed to Comcast "until everything is resolved
completely."  The Board of Directors of the Debtor's general
partner consists of directors appointed by Comcast and others.
Comcast contends that the directors it appointed are put in the
position of learning information to which Comcast is not privy.
There is concern that the Comcast-appointed directors may be
accused of inappropriately divulging information to Comcast.  At
the July 2nd status conference, the Court ordered that Comcast was
entitled to receive information regarding the identities of the
purchasers and the terms of the proposed sale by July 31st, a week
before the expiration of the Debtor's exclusive period to file a
Plan.

However, the potential purchasers now insist that the Board vote
on the sale prior to the July 31st disclosures to Comcast.
Comcast argues that the vote should be delayed until after the
disclosures or the disclosures should be made prior to the vote.
The potential purchasers have rejected both of the options.
Comcast is aware of no legitimate business reason for the
potential purchasers' position.  Comcast argues that such a
position undermines the transparency associated with the
bankruptcy process, and places the Comcast-appointed directors at
a disadvantage since the directors appointed by the Houston Astros
and Houston Rockets would not be subject to the proposed
purchasers' confidentially demands. Accordingly, Comcast seeks an
order from the Court directing that the information regarding the
potential purchasers' identities as well as the terms of the
proposed sale be disclosed to Comcast prior to a vote by the
Board.

Hon. Marvin Isgur denied Comcast's request reasoning that the
potential purchasers' request to conceal their identities and the
terms of the proposed sale are not uncommon and that the Board of
Directors has the ability to exercise its business judgment in
determining whether to accept or reject the confidentiality
requirement.

Comcast is represented by Vincent P. Slusher, Esq. and Andrew
Zollenger, Esq. at DLA Piper of Dallas, TX; Arthur J. Burke, Esq.,
Timothy Graulich, Esq., and Dana M. Seshuns, Esq. at Davis Polk &
Wardwell LLP of New York, NY; Howard M. Shapiro, Esq. and Craig
Goldblatt, Esq. at Wilmer Cutler Pickering Hale & Dorr LLP of
Washington, DC; and George W. Shuster, Esq. and Sanket J. Bulsara,
Esq. at the New York, NY office of Wilmer, Cutler.

             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.


HUNTER DEFENSE: S&P Raises CCR to 'B-', Off Watch Positive
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Hunter Defense Technologies Inc. to 'B-' from 'CCC' and
removed the rating from CreditWatch, where S&P placed it with
positive implications on July 9, 2014.  The outlook is stable.

Following the upgrade, S&P will be withdrawing the ratings on
Hunter at the company's request.  In addition to the corporate
credit rating, S&P is withdrawing the issue-level ratings on
Hunter's debt because the company repaid it as part of a
refinancing.

"The upgrade reflects an improvement in Hunter's liquidity profile
because the company was able to extend its maturity profile and
loosens its financial covenants by entering into a new credit
facility (unrated)," said Standard & Poor's credit analyst Chris
Mooney.

The company used the proceeds from the new facility, along with an
equity contribution from private-equity sponsor Metalmark Capital,
to repay all of its previously existing debt, most of which was
set to mature in August 2014.

Hunter faces challenging market conditions, as it derives its
revenue from an area of the U.S. defense budget that will receive
a disproportionate share of future funding reductions.  As a
provider of tactical shelters, military heaters, and environmental
control units, Hunter has a large exposure to (but not direct
correlation with) troop levels, with the majority of sales to the
U.S. Army.  The U.S. Department of Defense (DoD) plans to
prioritize spending on weapons systems by reducing the size of the
Army by 12% or more by 2019.  Furthermore, the DoD has proposed
closing certain bases that it deems unnecessary, though Congress
has not yet adopted these recommendations.

However, S&P believes the pace of revenue declines will slow in
the coming years because most of the impact from troop withdrawals
in Afghanistan has been felt already.  President Obama's plan to
shift toward a more agile military could partially mitigate the
impact of a smaller military because Hunter's products support an
expeditionary force and demand is tied to the number and types of
deployments.

The new credit facility has a maximum leverage covenant of 5.25x
(as defined in the credit agreement) that steps down over time and
a minimum fixed-charge covenant of 1.2x.  S&P believes that the
company will be able to maintain covenant compliance over the next
tear.


IDENTIPHI INC: DLA Piper Gets $1.1M Negligence Judgment Axed
------------------------------------------------------------
Law360 reported that a Texas appeals court reversed a $1.1 million
judgment against DLA Piper, finding that the former majority
shareholder of defunct security technology company IdentiPHI Inc.
lacked standing to pursue his claims against the firm.  According
to the memorandum opinion by Judge Jim R. Wright of Texas'
Eleventh Court of Appeals, Australian financier and investor Chris
Linegar lacked standing to pursue his claims that DLA Piper's
negligent advice on a bridge loan to IdentiPHI left him with an
unsecured claim, the report related.

Austin, Tex.-based IdentiPHI, Inc., a technology company, offers a
range of enterprise security solutions and consulting services.

IdentiPHI, Inc., filed a Chapter 11 petition (Bankr. W.D. Texas
Case No. 09-10349) on Feb. 11, 2009.  Judge Craig A. Gargotta
presides over the case.  Joseph D. Martinec, Esq., at Martinec,
Winn, Vickers & McElroy, P.C., represents the Debtor.  The Debtor
estimated assets and debts between $1 million and $10 million.


IOWA GAMING: Belle's Severance, Retention, Bonus Payments OK'd
--------------------------------------------------------------
The Hon. Richard E. Fehling of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania entered an order authorizing
Belle of Sioux City, L.P., to make severance, retention and close
bonus payments.  A hearing to consider the motion for
authorization to make the payments was set for July 22, 2014.

Belle will pay an estimated $2,165,323, which amount is comprised
of $1,699,888 in severance payments, $178,800 in retention bonuses
and $286,635 in close bonus payments.  With respect to hourly
employees, 178 hourly employees will receive severance payments
totaling $759,291; 201 hourly employees will receive retention
bonuses totaling $144,200.  With respect to salaried employees, 38
salaried employees will receive severance payments totaling
$940,597 and 31 salaried employees will receive retention bonuses
totaling $34,600.  Ten Salaried Employees
will receive Close Bonuses.

As of July 16, 2014, Belle employed approximately 242 employees,
of whom approximately 212 were full-time employees and
approximately 30 were part-time.  The employees perform a variety
of critical functions including, but not limited to, customer
relations, administration, accounting, finance, human resources,
management information systems, marketing, facilities maintenance,
security, and other tasks.

Iowa Gaming Company, LLC, et al., stated in a court filing dated
July 17, 2014, that after the Debtors filed for bankruptcy
protection, the employees continued to work diligently on behalf
of Belle despite the possibility that the Argosy Casino would be
forced to close its doors on July 1, 2014.  The employees did
so, in part, based upon the assurances made by the Debtors that
they would receive severance, retention bonuses and close bonuses
if the casino closed.  The continued service of the employees is
necessary in order to conduct an orderly shut-down of the Argosy
Casino, the Debtors said.

On July 21, 2014, the U.S. Trustee for Region 3, objected to the
motion, claiming that the Debtors fail to provide sufficient
information in the payment motion to enable the Court, the U.S.
Trustee, creditors, or other parties in interest to determine
whether the proposed payments to non-insiders are justified by the
facts and circumstances of their cases.

The U.S. Trustee stated that despite the significant delays in
compliance with many of the initial requirements applicable to
Debtors seeking relief under Chapter 11 of the Bankruptcy Code,
the absence of basic information regarding the Debtors' assets and
liabilities, and the lack of any information regarding the
Debtors' current financial situation and the identities of the
proposed recipients, the Debtors sought court approval to
immediately pay over $2.1 million in severance pay and retention
and Close Bonuses under section 363(b) of the Code, including
payments to certain unidentified key employees.

Section 503(c)(1) strictly limits the payment of retention bonuses
to insiders, and to obtain approval of a retention plan, a debtor
must show that the insider has a bona fide job offer with higher
compensation, the insider's services are essential to the debtor's
survival, and the amount of the bonus is proportionate to bonuses
received by non-insiders or equal to 25 percent of the insider's
prior bonus.  To the extent the Debtors propose to make the
compensation payments to any insiders, they fail to satisfy these
requirements, the U.S. Trustee said in the  court filing dated
July 21, 2014.

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014 following a decision by the
Iowa Racing and Gaming Commission to close down Belle's casino by
July 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

In their schedules, Iowa Gaming disclosed $57,866,300 in total
assets and $4,710,258 in total liabilities, while Belle disclosed
$58,450,809 in total assets and $4,710,258 in total liabilities.
According to Belle's financial records, Belle has an intercompany
receivable of $47 million from Penn National.


IOWA GAMING: Corrects Motion to Employ Quinn Emanuel as Counsel
---------------------------------------------------------------
Iowa Gaming Company, LLC, et. al., filed with the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania a notice of
corrected application for an order authorizing the employment of
Quinn Emanuel Urquhart & Sullivan, LLP, as the Debtors' bankruptcy
counsel nunc pro tunc to the Petition Date.

In preparing its first monthly fee statement, Quinn Emanuel
determined that its application and declaration overstated the
amount it had been paid by the Debtors prepetition.  The amount of
fees and expenses paid by the Debtors prepetition (for the period
April 15, 2014, through the Petition Date) was $303,207.45.  The
amount remaining in the prepetition retainer,
after payment of fees and expenses, was $183,617.31, not $200,000
as stated in the application and declaration.

As reported by the Troubled Company Reporter on May 20, 2014,
Quinn Emanuel attorneys K. John Shaffer ($995 per hour), Eric D.
Winston ($935 per hour), and Rachel Appleton ($520 per hour), will
have primary responsibility for providing bankruptcy-related
services to the Debtors.  The firm's attorneys Christopher Tayback
($1,075 per hour) and Daniel Posner ($840 per hour) will have
primary responsibility for providing litigation-related services
to the Debtors. In addition, other Quinn Emanuel professionals and
paraprofessionals will provide services to the Debtors as is
necessary.

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014 following a decision by the
Iowa Racing and Gaming Commission to close down Belle's casino by
July 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

In their schedules, Iowa Gaming disclosed $57,866,300 in total
assets and $4,710,258 in total liabilities, while Belle disclosed
$58,450,809 in total assets and $4,710,258 in total liabilities.
According to Belle's financial records, Belle has an intercompany
receivable of $47 million from Penn National.


IOWA GAMING: Files Schedules of Assets and Liabilities
------------------------------------------------------
Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., each
filed with the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania its schedules of assets and liabilities.

Iowa Gaming disclosed:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property
  B. Personal Property           $57,866,300
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims
  E. Creditors Holding
     Unsecured Priority
     Claims
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $4,710,258
                                 -----------      -----------
        TOTAL                    $57,866,300       $4,710,258

Belle disclosed:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property
  B. Personal Property           $58,450,809
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $2,600,927
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $2,109,331
                                 -----------      -----------
        TOTAL                    $58,450,809       $4,710,258

Copies of the Schedules are available for free at:

      http://bankrupt.com/misc/IOWAGAMING_234_sal.pdf
      http://bankrupt.com/misc/IOWAGAMING_belle_232_sal.pdf

On June 30, 2014, the Court extended, at the behest of the
Debtors, the time to file their Schedules and Statement of
Financial Affairs to July 28, 2014.  The Debtors sought the
extension on June 23, 2014.

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014 following a decision by the
Iowa Racing and Gaming Commission to close down Belle's casino by
July 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

According to Belle's financial records, Belle has an intercompany
receivable of $47 million from Penn National.


IOWA GAMING: Argosy Sioux City Closed; Case Up for Dismissal
------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Penn National Gaming may have shuttered the Argosy Casino in Sioux
City, but it is pressing ahead with an appeal challenging the
state of Iowa's right to deny it permission to operate.

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014 following a decision by the
Iowa Racing and Gaming Commission to close down Belle's casino by
July 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

Belle and Iowa Gaming each estimated at least $50 million in
assets and less than $10 million in liabilities.  According to
Belle's financial records, Belle has an intercompany receivable of
$47 million from Penn National.


ISR GROUP: Has Final OK to Obtain Financing & Use Cash Collateral
-----------------------------------------------------------------
ISR Group, Incorporated, sought and obtained final authorization
from the Hon. Jimmy L. Croom of the U.S. Bankruptcy Court for the
Western District of Tennessee to obtain DIP financing and use cash
collateral.

As adequate protection for the diminution in value of their
interests in the pre-petition collateral on account of the
Debtor's use of that collateral, the imposition of the automatic
stay and the subordination to the carve out-expenses, TCFI IG LLC,
the lender, is granted: (i) valid, binding, enforceable and
perfected replacement liens upon and security interests in all
collateral; and (ii) allowed superpriority administrative expense
claim.  The Debtor is also authorized to provide adequate
protection to Lender, in its capacity as post-petition lender, in
the form of: (a) payment of fees and other amounts due under the
existing credit documents, at the times specified therein, to the
Lender, (b) ongoing accrual of interest on the DIP facility, and
(c) payment of fees, costs and expenses, including, without
limitation, reasonable legal and other professionals' fees and
expenses, of the Lender as required under the existing credit
documents.

A copy of the order is available for free at:

      http://bankrupt.com/misc/ISRGROUP_162_cashcollord.pdf

On May 5, 2014, the Debtor filed a motion for interim and final
orders approving postpetition financing and authorizing cash
collateral use.

The Debtor is restarting its business operations and as a result,
needs financing to pay its postpetition obligations, including
employee wages, vendors providing postpetition goods and services,
as well as the administrative expenses of the Debtor's Chapter 11
proceeding, including U.S. Trustee fees and professional fees and
expenses, as well as any postpetition taxes
or government fees.  In addition, the Debtor's prior business
operations require on-going compliance with certain Department of
Defense regulations which mandate high-level, sophisticated
security systems to protect top secret information and technology
in the Debtor's as a result of its work for various branches of
the armed services.

The prepetition obligations are secured by prepetition liens on
substantially all of the Debtor's and its parent corporation, ISR
Group Holdings, Inc.'s assets and, absent additional financing the
Debtor does not have sufficient liquidity to restart its business
operations or comply with applicable government regulations, the
Debtor said.

The Debtor and ISR Group entered into that certain March 28, 2012
loan agreement by the Debtor, ISR Holdings, and PNC Bank, National
Association.  The existing credit agreement provided for a $22.5
million term loan and $5 million line of credit.  The obligations
of the Debtor and ISR Holdings under the existing credit agreement
are secured by substantially all of their assets, and mature on
March 31, 2017.

As of the Petition Date, the aggregate amount of all obligations
owing by the Debtor and ISR Holdings to Lender under and in
connection with the existing credit documents was not less than
not less than $17.44 million, plus interest accrued and accruing
thereon, together with all costs, fees, expenses, and other
charges accrued, accruing or chargeable with respect thereto.

In its May 5 motion, the Debtor sought to obtain financing in an
interim maximum amount of $500,000, and final maximum amount of $1
million (which may be increased to $2 million at the discretion of
the Lender), with an interest rate of LIBOR plus 12% or LIBOR plus
16% after a postpetition default.  The Debtor will pay these fees
to the Lender: (i) a $30,000 debtor-in-possession financing
facility fee, which will be refunded to the Debtor upon the entry
of the final court order; and (ii) a commitment fee of 2.5% on the
average daily amount of the unused amount of the postpetition
commitment during the period from and including the Petition Date
to but excluding the postpetition termination date.

A copy of the motion is available for free at:

        http://bankrupt.com/misc/ISRGROUP_24_cashcoll.pdf

The Court first set for May 8, 2014, the hearing on the Debtor's
financing and cash collateral motion.

Objections

On May 7, 2014, Samuel K. Crocker, the U.S. Trustee for Region 8,
filed an objection, claiming that the Debtor's motion is filed in
a context in which virtually nothing is known about the Debtor's
assets or liabilities.  The U.S. Trustee stated that schedules and
statements had not been filed, and it was difficult to assess the
business judgment that the Debtor wished to exercise without
knowing the value of the Debtor's assets or the extent and nature
of the Debtors liabilities.  The motion, the U.S. Trustee added,
made reference to the Lender which acquired the indebtedness owed
to PNC Bank; but the motion did not identify the name of the
Lender.  The U.S. Trustee said that from the exhibit(s) filed with
the motion, it is assumed that TCFI IG LLC is the Lender.  The
U.S. Trustee wanted the Debtor to clarify the record on this
point.  A copy of the objection is available for free at:

      http://bankrupt.com/misc/ISRGROUP_42_financingobj.pdf

On May 8, 2014, the Court set for May 29, 2014, the final hearing
on the motion.

The Court entered on May 15, 2014, an interim order authorizing
the post-petition financing and cash collateral use.

On May 28, 2014, the Official Committee of Unsecured Creditors
filed an objection to financing and cash collateral motion, as it
believed that the financing was an unwise decision that unfairly
prejudiced unsecured creditors and prematurely forces the Debtor
down the Lender/stalking horse bidder's preferred path -- an
expedited sale process, for no cash consideration, without any
meaningful opportunity to market the assets.  A copy of the
objection is available for free at:

       http://bankrupt.com/misc/ISRGROUP_115_cashcollobj.pdf

On May 28, the Debtor responded to the Committee's objection.  The
Debtor currently has no revenue, no unencumbered assets, and no
ability to service any post-petition executory contracts.  Through
the DIP and sale motions, the Debtor sought to establish a process
in which the Debtor's assets can be preserved while being sold
through a competitive bidding process in order to maximize the
value of the Debtor's estate for the benefit of all creditors.  At
a minimum, the proposed DIP financing and sale would result in the
payment of all priority tax claims, the satisfaction of all or
substantially all priority wage claims, and an opportunity for
unsecured creditors to be paid in full.

According to the Debtor, the proposed DIP financing would enable
the Debtor to: (i) preserve and maintain its assets by, among
other things, securing insurance coverage and protecting the
Debtor's from deterioration and theft; (ii) pursue valuable
economic opportunities that may add value to the Debtor's estate
and increase the price at which the Debtor's assets can be sold;
and (iii) run a competitive sale process and to propose and
confirm a plan of reorganization that will result in meaningful
distributions to all creditors.

The U.S. Trustee renewed his objection on May 29, 2014, saying
that the Debtor's motion made insufficient reference to, and the
Debtor should be obliged to make a record of, the transition from
old management to new management that occurred in the days
leading up to the bankruptcy filing.  Any agreements made by any
creditor, equity holder, or interested party in connection
therewith should be disclosed.  "The motion relies upon the
Declaration of John Stuecheli in support of certain first day
pleadings as grounds for granting the motion.  The adequacy of Mr.
Stuecheli's personal knowledge and capacity to lay a factual
predicate for granting the motion has not been demonstrated
sufficiently, however.  To the extent that the declarant does not
have personal knowledge of events occurring prior to his taking up
his office, the Court should not accept testimony based upon mere
information and belief," the U.S. Trustee said.

On June 6, 2014, the Debtor filed a cash budget for six weeks
ended June 13, 2014.

                          About ISR Group

ISR Group, Incorporated, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tenn. Case No. 14-11077) on April 29, 2014.  John
Stuecheli signed the petition as chief restructuring officer.
In its schedules, the Debtor disclosed $13,339,836 in total assets
and $19,465,911 in total liabilities.  Franklin Childress, Jr.,
Esq., at Baker Donelson Bearman, serves as the Debtor's counsel.
Judge Jimmy L Croom presides over the case.

ISR Group Inc., a provider of services for military and civilian
users of drones, obtained Court permission to sell the business
to an affiliate of lender Trive Capital, mostly in exchange for
$18.4 million in secured debt.  Under a global settlement among
the company, the creditors' committee and the buyer, Trive is
providing $375,000 in cash exclusively for payment to creditors
with unsecured claims.  The bankruptcy judge approved the
settlement on June 17, together with an agreement among
constituents supporting a Chapter 11 plan.


ISR GROUP: Files Schedules of Assets and Liabilities
----------------------------------------------------
ISR Group, Incorporated, filed with the U.S. Bankruptcy Court for
the Western District of Tennessee its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $6,326,200
  B. Personal Property            $7,013,636
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $17,444,444
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $582,335
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,439,132
                                 -----------      -----------
        TOTAL                    $13,339,836      $19,465,911

A copy of the Schedules is available for free at:

           http://bankrupt.com/misc/ISRGROUP_71_sal.pdf

                          About ISR Group

ISR Group, Incorporated, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tenn. Case No. 14-11077) on April 29, 2014.  John
Stuecheli signed the petition as chief restructuring officer.
Franklin Childress, Jr., Esq., at Baker Donelson Bearman, serves
as the Debtor's counsel.  Judge Jimmy L Croom presides over the
case.

ISR Group Inc., a provider of services for military and civilian
users of drones, obtained Court permission to sell the business
to an affiliate of lender Trive Capital, mostly in exchange for
$18.4 million in secured debt.  Under a global settlement among
the company, the creditors' committee and the buyer, Trive is
providing $375,000 in cash exclusively for payment to creditors
with unsecured claims.  The bankruptcy judge approved the
settlement on June 17, together with an agreement among
constituents supporting a Chapter 11 plan.


ISTAR FINANCIAL: Incurs $16 Million Net Loss in Second Quarter
--------------------------------------------------------------
iStar Financial Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
allocable to common shareholders of $16.20 million on $129.84
million of total revenues for the three months ended June 30,
2014, as compared with a net loss allocable to common shareholders
of $26 million on $99.91 million of total revenues for the same
period during the prior year.

For the six months ended June 30, 2014, the Company reported a net
loss allocable to common shareholders of $42.77 million on $238.59
million of total revenues as compared with a net loss allocable to
common shareholders of $67.26 million on $194.02 million of total
revenues for the same period last year.

The Company's balance sheet at June 30, 2014, showed $5.47 billion
in total assets, $4.21 billion in total liabilities, $11.43
million in redeemable noncontrolling interests and $1.24 billion
in total equity.

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

                        http://is.gd/WaRhU0

                       About iStar Financial

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

                            *     *     *

As reported by the TCR on June 26, 2014, Fitch Ratings had
affirmed the Issuer Default Rating (IDR) of iStar Financial Inc.
at 'B'.  The 'B' IDR is driven by improvements in the company's
leverage, continued demonstrated access to the capital markets and
new sources of growth capital and material reductions in non-
performing loans (NPLs).

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

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


JVMW PROPERTIES: Court Confirms Plan of Reorganization
------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico entered an order confirming JVMW
Properties Management Corp.'s plan of reorganization.

The Court approved the Disclosure Statement describing the Plan on
May 9, 2014, and a hearing for the consideration of confirmation
of the Plan was set for July 1, 2014.

As reported by the Troubled Company Reporter on April 30, 2014,
the Plan filed on Jan. 30, 2014, provides for the sale of all of
the Debtor's real property assets to a third party purchaser,
Access Group, LLC, for $10,650,000.  The net proceeds to be
received by Debtor will be used exclusively for the payments to be
made under the Plan.  The sale of the properties will be free and
clear of all pre-effective date claims, interest, liens, leases
and encumbrances.

Mont Blanc's Condominium Council of Owners said in court filings
dated June 5, 2014, and June 9, 2014, that the creditor has no
objection to the Disclosure Statement, Plan and Confirmation.

                    About JVMW Properties

JVMW Properties Management Corp filed a Chapter 11 petition
(Bankr. D.P.R. Case No. 13-02532) on April 1, 2013.  The petition
was signed by Julio Blanco D'Arcy, as president.  The Debtor
scheduled assets of $15,694,947 and liabilities of $25,782,161.
Wigberto Lugo Mender, Esq., at Lugo Mender Group, LLC represents
the Debtor in its restructuring effort.

The Debtor's business entails the development, construction and
management of residential and commercial properties and projects.


LIGHTSQUARED INC: Overhauls Reorganization Ch. 11 Plan
------------------------------------------------------
Lightsquared Inc., et al., filed with the U.S. Bankruptcy Court
for the Southern District of New York a revised joint Chapter 11
plan, with the authority, and at the direction, of the Special
Committee, together with the Ad Hoc LP Secured Group.

Among other things, the Plan provides for the potential
satisfaction in full of senior secured claims against the Debtors
and offers a compromised treatment for Prepetition LP Facility
SPSO Claims that would avoid costly litigation with respect to
subordination of those claims.  The Plan also provides for
potential recoveries to junior stakeholders through an auction of
the New LightSquared Common Equity that is otherwise distributable
to Holders of Allowed Prepetition LP Facility Non-SPSO Claims,
Allowed Prepetition LP Facility SPSO Claims, and Allowed
Prepetition Inc. Facility Non-Subordinated Claims, if those claims
are first satisfied in full, in Cash, from the proceeds of the
Auction.

The Plan Proponents believe that the Plan is currently the highest
and best restructuring offer available to the Debtors that will
maximize the value of the Estates for the benefit of the Debtors?
creditors and equityholders.  Moreover, it is the only
restructuring proposal that avoids a value-minimizing liquidation,
and is the only path currently available for the Debtors to
successfully exit the Chapter 11 Cases.

A full-text copy of the Plan dated Aug. 7, 2014, is available
at http://bankrupt.com/misc/LIGHTSQUAREDplan0807.pdf

                     About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


LIGHTSQUARED INC: Has Access to Cash Collateral Until Aug. 31
-------------------------------------------------------------
LightSquared Inc. seeks approval from U.S. Bankruptcy Judge
Shelley Chapman to continue to use the cash collateral of lenders
under a 2010 credit agreement until August 31.

Milbank Tweed Hadley & McCloy LLP will present a proposed order to
Judge Chapman for signature on August 1, at 12:00 p.m. (prevailing
Eastern time).

                     About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


LIGHTSQUARED INC: Has Until Sept. 30 to Decide on Parkridge Lease
-----------------------------------------------------------------
U.S. Bankruptcy Judge Shelley Chapman has given LightSquared Inc.
until Sept. 30 to either assume or reject its lease contract with
BDC Parkridge LLC.

The company signed the contract to lease from BDC Parkridge office
space in Reston, Virginia.

                     About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


LITHIUM TECHNOLOGY: Closed Suit with Certain 2008 Noteholders
-------------------------------------------------------------
Lithium Technology Corporation and certain holders of
approximately EUR1,350,000 in principal amount of the Company's
debt concluded a legal action commenced in April 2013 in the U.S.
District Court for the District of Delaware captioned Virium et
al. v. Lithium Technology Corporation (Case No. 1:13-cv-00500-
LPS).

The debt at issue constitutes part of the total of approximately
EUR7,125,100 in principal amount of indebtedness held by holders
of the Company's Convertible Promissory Notes first issued in
2008.  All of the Notes are secured by a security interest in all
of the Company's assets, but the Notes are not governed by a
single indenture or similar agreement.  Certain of the Notes held
by the plaintiff holders matured in 2011, and the holders of the
balance of the Notes entered into discussions with the Company.

Since 2011, the prior and the current management of Company has
been in discussion with the majority holders and seeking to
negotiate with the minority holders regarding a consensual
restructuring of the Company's indebtedness.

In the action, the minority holders (representing approximately
19% of the principal amount of all Notes) sought confirmation of
the debt evidenced by the Notes (which was not contested by the
Company and is currently $3,329,137 in total (including attorneys'
fees) with respect to the minority holders) and confirmation of
certain security interests in assets of the Company or its
subsidiaries, part of which was contested by the Company.  The
action was resolved by confirming the uncontested indebtedness,
ordering the Company to re-grant a limited security interest,
covering a subset of the assets the minority holders had alleged
were covered by the original security interest grant, and
confirming a commitment of the Company contained in the Notes not
to grant any new security interests in the same collateral without
the Note holders' consent.  The Company promptly complied with the
order to re-grant a limited security interest and has complied and
intends to continue to comply with its covenant not to grant
additional security interests in the same collateral.

Following clarification of the scope of the security interest
securing the Notes, the Company is continuing its active
discussions for a consensual restructuring with the holders of
approximately 81% of the Notes, and has repeated its standing
offer to the minority holders to join in the negotiations.  The
minority holders have declined to enter into the negotiations,
pending the Company's acquiescence to demands the Company
understands relate primarily to the minority holders' attempt to
perfect their security interest in the principal security securing
all of the Notes, the Company's equity interest in its sole
subsidiary, GAIA Holdings B.V. the Company is currently reviewing
such demands.  The Company has also been notified by the majority
holders regarding the majority holders' security interest in the
same collateral.  The Company understands that any priority issues
as between the various Note holders will be resolved between the
holders.  If the Company is not able to reach a consensual
restructuring with its Note holders, the Company reserves all
rights to protect the interests of all creditors, shareholders and
other appropriate stakeholders.

                      About Lithium Technology

Plymouth Meeting, Pa.-based Lithium Technology Corporation is a
mid-volume production stage company that develops large format
lithium-ion rechargeable batteries to be used as a new power
source for emerging applications in the automotive, stationary
power, and national security markets.

The Company was not able to file its annual report for the period
ended Dec. 31, 2011, and its quarterly reports for the succeeding
periods.

For the nine months ended Sept. 30, 2011, the Company reported a
net loss of $12.26 million on $6.06 million of total revenue.  The
Company reported a net loss of $7.25 million on $6.35 million
of products and services sales for the year ended Dec. 31, 2010,
compared with a net loss of $10.51 million on $7.37 million of
product and services sales during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $8.83
million in total assets, $35.09 million in total liabilities and a
$26.26 million total stockholders' deficit.

                           Going Concern

As reported by the TCR on April 8, 2011, Amper, Politziner &
Mattia, LLP, Edison, New Jersey, after auditing the Company's
financial statements for the year ended Dec. 31, 2010, noted that
the Company has recurring losses from operations since inception
and has a working capital deficiency that raise substantial doubt
about its ability to continue as a going concern.

                         Bankruptcy Warning

The Form 10-Q for the quarter ended Sept. 30, 2011, noted that the
Company's operating plan seeks to minimize its capital
requirements, but the expansion of its production capacity to meet
increasing sales and refinement of its manufacturing process and
equipment will require additional capital.

The Company raised capital through the sale of securities closing
in the second quarter of 2011 and realized proceeds from the
licensing of its technology pursuant to the terms of a licensing
agreement and the sale of inventory used in manufacturing its
batteries as part of the establishment of a joint venture in the
fourth quarter of 2011, but is continuing to seek other financing
initiatives and needs to raise additional capital to meet its
working capital needs, for the repayment of debt and for capital
expenditures.  Such capital is expected to come from the sale of
securities.  The Company believes that if it raises approximately
$4 million in additional debt and equity financings it would have
sufficient funds to meet its needs for working capital, capital
expenditures and expansion plans through the year ending Dec. 31,
2012.

No assurance can be given that the Company will be successful in
completing any financings at the minimum level necessary to fund
its capital equipment, debt repayment or working capital
requirements, or at all.  If the Company is unsuccessful in
completing these financings, it will not be able to meet its
working capital, debt repayment or capital equipment needs or
execute its business plan.  In that case the Company will assess
all available alternatives including a sale of its assets or
merger, the suspension of operations and possibly liquidation,
auction, bankruptcy, or other measures.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


M STREET REAL ESTATE: Case Summary & 6 Unsecured Creditors
----------------------------------------------------------
Debtor: M Street Real Estate Holdings, LLC
        A California Limited LIability Company
        659 W Woodbury Road
        Altadena, CA 91001

Case No.: 14-06299

Chapter 11 Petition Date: August 6, 2014

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Leonard Pena, Esq.
                  PENA & SOMA, APC
                  402 South Marengo Ave., Suite B
                  Pasadena, CA 91101
                  Tel: (626) 396-4000
                  Fax: (213) 291-9102
                  E-mail: lpena@penalaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert Farias, managing member.

A list of the Debtor's six largest unsecured creditors is
available for free at http://bankrupt.com/misc/casb14-06299.pdf


MARINA BIOTECH: Incurs $1.5 Million Net Loss in 2013
----------------------------------------------------
Marina Biotech, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K for the year ended
Dec. 31, 2013.

In 2013, the Company incurred a net loss of $1.57 million on $2.11
million of license and other revenue, compared to a net loss of
$9.54 million on $4.21 million of license and other revenue for in
2012.

The Company's balance sheet at Dec. 31, 2013, showed $7.74 million
in total assets, $14.80 million in total liabilities and a $7.06
million total stockholders' deficit.

"We have experienced and continue to experience operating losses
and negative cash flows from operations, as well as an ongoing
requirement for substantial additional capital investments.  In
February 2014, certain debt holders exchanged secured promissory
notes in the aggregate principal and interest amount of
approximately $1.5 million for approximately 2.0 million shares of
our common stock.  Additionally, in March 2014, we sold 1,200
shares of our Series C Convertible Preferred Stock and 6.0 million
warrants to purchase one share of common stock for $0.75 per
share, resulting in proceeds of $6.0 million.  We believe that our
current cash resources, which include the proceeds of the March
2014 offering, will enable us to fund our intended operations
through May 2015," the Company stated in the Report.

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

                        http://is.gd/KvEnKJ

                       About Marina Biotech

Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation.  The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients.  The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.

On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated.  As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary.  As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.

As reported by the TCR on May 21, 2014, KPMG LLP was dismissed as
the principal accountants for Marina Biotech, Inc., and Wolf &
Company, P.C., had been engaged as replacement.


MEGA RV: Gets More Time to File Schedules, Statements
-----------------------------------------------------
Mega RV Corp. requested an emergency extension for filing its
Schedules of Assets and Liabilities, Statement of Financial
Affairs, and all other required documents in its chapter 11 case
in the Central Division of California, Santa Ana Division.  The
Debtor requested an extension through July 21, 2014.  The Debtor
filed its voluntary chapter 11 petition on June 5th.  Brent
McMahon, President of the Debtor, stated that the Debtor was
forced to cease operations when its flooring lender, GE Commercial
Capital Distribution Finance, swept all of the Debtor's cash.  The
Debtor has been unable to gather the documentation necessary to
complete its Schedules, Statements and other required documents
within fourteen (14) days of filing its petition, but anticipates
gathering the information necessary to fully complete those items
if granted the requested extension.

Hon. Mark S. Wallace granted the Debtor's requested extension.

                        About Mega RV Corp.

Mega RV Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Calif. Case No. 14-13770) on June 15, 2014.  Brent McMahon signed
the petition as president.  The Debtor estimated assets and
liabilities of at least $10 million.  Judge Mark S Wallace
presides over the case.

Proposed counsel for the Debtor are Robert P. Goe, Esq. and
Elizabeth A. LaRocque, Esq. at Goe & Forsythe, LLP of Irvine, CA.

The U.S. Trustee for Region 16 on July 3 appointed three creditors
of Mega RV Corp. to serve on the official committee of unsecured
creditors.


MGM RESORTS: Posts $105.5-Million Net Income in Second Quarter
--------------------------------------------------------------
MGM Resorts International reported net income attributable to the
Company of $105.54 million on $2.58 billion of revenues for the
three months ended June 30, 2014, as compared with a net loss
attributable to the Company of $92.95 million on $2.48 billion of
revenues for the same period in 2013.

For the six months ended June 30, 2014, the Company reported net
income attributable to the Company of $213.70 million on $5.21
billion of revenues as compared with a net loss attributable to
the Company of $86.41 million on $4.83 billion of revenues for the
same period last year.

As of June 30, 2014, the Company had $25.57 billion in total
assets, $17.63 billion in total liabilities and $7.94 billion in
total stockholders' equity.

"I am pleased to report another solid quarter of growth at MGM
Resorts," said Jim Murren, Chairman and CEO.  "Our domestic
business was very strong with 12% EBITDA growth in Las Vegas
driven by strong performance in both our room and casino segments.
CityCenter resort operations continue to improve while in Macau we
grew cash flow and margins due to a higher contribution of
revenues from our main floor business.  These results clearly
reflect the success of our investments and strategies in our
existing properties, while we are building MGM Cotai and beginning
construction on MGM National Harbor."

A full-text copy of the Company's press release is available for
free at http://is.gd/RoAo2I

                         About MGM Resorts

MGM Resorts International (NYSE: MGM) a global hospitality
company, operating a portfolio of destination resort brands
including Bellagio, MGM Grand, Mandalay Bay and The Mirage.  The
Company also owns 51% of MGM China Holdings Limited, which owns
the MGM Macau resort and casino and is in the process of
developing a gaming resort in Cotai, and 50% of CityCenter in Las
Vegas, which features ARIA resort and casino.  For more
information about MGM Resorts International, visit the Company's
Web site at www.mgmresorts.com.

MGM Resorts reported a net loss attributable to the Company of
$156.60 million in 2013 following a net loss attributable to the
Company of $1.76 billion in 2012.

                         Bankruptcy Warning

The Company stated in its 2013 Annual Report, "The agreements
governing our senior secured credit facility and other senior
indebtedness contain restrictions and limitations that could
significantly affect our ability to operate our business, as well
as significantly affect our liquidity, and therefore could
adversely affect our results of operations.  Covenants governing
our senior secured credit facility and certain of our debt
securities restrict, among other things, our ability to:

   * pay dividends or distributions, repurchase or issue equity,
     prepay certain debt or make certain investments;

   * incur additional debt;

   * incur liens on assets;

   * sell assets or consolidate with another company or sell all
     or substantially all assets;

   * enter into transactions with affiliates;

   * allow certain subsidiaries to transfer assets; and

   * enter into sale and lease-back transactions.

Our ability to comply with these provisions may be affected by
events beyond our control.  The breach of any such covenants or
obligations not otherwise waived or cured could result in a
default under the applicable debt obligations and could trigger
acceleration of those obligations, which in turn could trigger
cross defaults under other agreements governing our long-term
indebtedness.  Any default under our senior secured credit
facility or the indentures governing our other debt could
adversely affect our growth, our financial condition, our results
of operations and our ability to make payments on our debt, and
could force us to seek protection under the bankruptcy laws."

                           *     *     *

As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'.   In March 2012, S&P revised
the outlook to positive from stable.

"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.

In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating.  The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.

As reported by the TCR on Oct. 15, 2012, Fitch Ratings has
affirmed MGM Resorts International's (MGM) Issuer Default Rating
(IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise)
IDR at 'B+'.


MIG LLC: May Use Up to $102,000 in Operating Support Account
------------------------------------------------------------
MIG LLC and affiliate ITC Cellular, LLC, won permission from the
Bankruptcy Court to use cash, withdraw, or transfer funds from
their Operating Support Account solely to make disbursements of up
to $102,000, in accordance with a prepared August 2014 budget.

The Debtors negotiated with the Indenture Trustee for their Senior
Secured Cash/PIK Notes Due 2016 and the Ad Hoc Committee of
Noteholders regarding consensual use of cash not to exceed
$102,000.  The U.S. Trustee didn't pose any objection to the
agreement.

Judge Kevin Gross issued the funds ruling on July 23, 2014, in
relation to the Debtors' motion to maintain their existing bank
accounts and to continue using their existing business forms and
checks (the Bank Accounts Motion).

Wells Fargo is authorized to continue to service and administer
the Operating Support Account in the ordinary course of business.

The Court is set to convene another hearing on Aug. 18, 2014, at
3:00 p.m., to consider all other relief sought in the Bank
Accounts Motion.

                         About MIG LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014.  The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd.  The
cases are assigned to Judge Kevin Gross.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118).  It obtained approval of its
reorganization plan in November 2010.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors has obtained
interim Court approval to retain Natalia Alexeeva as chief
restructuring officer.

A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of
Walter M. Grant, Paul N. Kiel, and Lawrence P. Klamon.

                            *   *   *

The U.S. Trustee for Region 3 is currently set to hold a meeting
of the Debtors' creditors on August 11, at 1:00 p.m., in
Wilmington, Delaware.  The companies' representative is required
to appear at the meeting for the purpose of being examined under
oath.


MONARCH COMMUNITY: Reports $46,000 Net Income in Second Quarter
---------------------------------------------------------------
Monarch Community Bancorp, Inc., reported net earnings available
to common shareholders of $46,000 for the quarter ended June 30,
2014, compared to a net loss available to common shareholders of
$929,000 for the same period in 2013.

The Company also reported net income available to common
shareholders of $64,000 on $3.74 million of interest income for
the six months ended June 30, 2014, compared to a net loss
available to common shareholders of $1.4 million on $3.78 million
of interest income for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $188.80
million in total assets, $168.85 million in total liabilities and
$19.95 million in stockholders' equity.

Commenting on the bank's second quarter performance and 2014 thus
far, Richard J. DeVries, president & CEO of Monarch Community
Bancorp, Inc. and Monarch Community Bank, said, "we are pleased
with the continued progress of the bank, particularly in the areas
of loan growth and improving credit quality.  Total loans have
grown 8.7% since December 31, 2013, while our non-performing
assets, which reached a peak of almost $27.3 million in 2010,
totaled only $1.8 million as of June 30, 2014."

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

                        http://is.gd/KfLVsJ

                      About Monarch Community

Coldwater, Michigan-based Monarch Community Bancorp, Inc., was
incorporated in March 2002 under Maryland law to hold all of the
common stock of Monarch Community Bank, formerly known as Branch
County Federal Savings and Loan Association.  The Bank converted
to a stock savings institution effective Aug. 29, 2002.  In
connection with the conversion, the Company sold 2,314,375 shares
of its common stock in a subscription offering.

Monarch Community reported a net loss available to common
stockholders of $2.55 million in 2013, a net loss available to
common stockholders of $741,000 in 2012 and a net loss of $353,000
in 2011.


MT. GOX: Parent Blocked From Auctioning Bitcoins.com Domain
-----------------------------------------------------------
Law360 reported that a federal judge in Seattle has temporarily
stopped the parent of bankrupt bitcoin exchange Mt. Gox from
auctioning off the domain name bitcoins.com, finding that letting
the sale proceed would hinder her ability to award potential
damages in a $75 million contract suit against the company over
licensing its intellectual property.  According to the report,
responding to a motion from bitcoin company CoinLab Inc., the
suit's plaintiff, U.S. District Judge Marsha J. Pechman issued a
temporary injunction blocking Mt. Gox parent Tibanne KK from
selling any assets.

                           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.


MUSCLEPHARM CORP: Reports $408,000 Net Income in 2nd Quarter
------------------------------------------------------------
MusclePharm Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $408,328 on $46.73 million of net sales for the
three months ended June 30, 2014, compared to a net loss of $2.42
million on $25.48 million of net sales for the same period in
2013.

For the six months ended June 30, 2014, the Company reported net
income of $3.14 million on $96.94 million of net sales, compared
to a net loss of $9.78 million on $48.04 million of net sales for
the same period last year.

As of June 30, 2014, the Company had $66.93 million in total
assets, $28.83 million in total liabilities and $38.09 million in
total stockholders' equity.

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

                        http://is.gd/98Pjy1

                         About MusclePharm

Headquartered in Denver, Colorado, MusclePharm Corporation
(OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life-
style company that develops and manufactures a full line of
National Science Foundation approved nutritional supplements that
are 100 percent free of banned substances.  MusclePharm is sold in
over 120 countries and available in over 5,000 U.S. retail
outlets, including GNC and Vitamin Shoppe.  MusclePharm products
are also sold in over 100 online stores, including
bodybuilding.com, Amazon.com and Vitacost.com.

MusclePharm reported a net loss after taxes of $17.71 million in
2013, as compared with a net loss after taxes of $18.95 million in
2012.


NATCHEZ REGIONAL: Judge Sets Deadlines for Filing Claims
--------------------------------------------------------
U.S. Bankruptcy Judge Neil Olack approved the deadlines proposed
by Natchez Regional Medical Center for filing proofs of claim.

Pursuant to the judge's order, creditors of Natchez, except
governmental units, must file their pre-bankruptcy claims against
the hospital on or before October 10 (General Bar Date).
Meanwhile, governmental units are required to file their claims on
or before November 28 (Governmental Unit Bar Date).

Any creditor whose claim stemmed from the rejection of an
executory contract or unexpired lease must file a proof of claim
so that it is received by the Clerk of Court on or before the
later of: (i) the first business day that is 30 days after court
approval of the rejection; and (ii) either the General Bar Date,
or if the claimant is a governmental unit, the Governmental Unit
Bar Date.

Any creditor whose claim is affected by the amendment of the
hospital's schedules of assets and liabilities have until the
later of (i) either the General Bar Date, or if the claimant is a
governmental unit, the Governmental Unit Bar Date; or (ii) 30 days
after service of notice of the amendment, to file a proof of
claim.

                        About Natchez Regional

Based in Natchez, Mississippi, Natchez Regional Medical Center is
a full-service hospital offering comprehensive diagnostic and
treatment services for acute, subacute and ambulatory care.
Natchez Regional serves as a referral center for the five
Mississippi counties and two Louisiana parishes it serves, known
locally as the Miss-Lou.  The hospital is owned by Adams County.

Natchez Regional Medical Center filed for Chapter 9 bankruptcy
protection (Bankr. S.D. Miss. Case No. 14-01048) on March 26,
2014.  Eileen N. Shaffer, Esq., Attorney At Law, serves as
bankruptcy counsel.  In its petition, the Center listed total
assets of $27.8 million and total debts of $20.80 million.  The
petition was signed by Donny Rentfro, hospital CEO.

At the onset of the case, the 179-bed facility said intends to
have a term sheet outlining a sale of the facility to a "qualified
buyer."  The hospital blamed financial problems on "ill-timed and
poorly integrated acquisition of physicians' practices and new
clinical technologies," the report related.

This is the Center's second bankruptcy filing in six years.  It
filed a Chapter 9 petition on Feb. 12, 2009 (Bankr. S.D. Miss.
Case No. 09-00477).  Eileen N. Shaffer, Esq., also represented the
Debtor as counsel in the 2009 case.  The Debtor listed total
assets of between $10 million and $50 million, and total debts of
between $10 million and $50 million in the 2009 petition.  Nathcez
Regional exited bankruptcy in December 2009 after a court approved
its plan of adjustment, in which all unsecured creditors owed
$5,000 were to be paid in full.

In the 2014 case, Bankruptcy Judge Neil P. Olack, who presides
over the case, has held that appointment of a patient care
ombudsman is unnecessary.


NATCHEZ REGIONAL: Credit With UMB Extended Through Dec. 31
----------------------------------------------------------
U.S. Bankruptcy Judge Neil Olack granted the request of Natchez
Regional Medical Center for extension of the final order for
obtaining credit, modifying automatic stay, and granting post-
petition liens through Dec. 31, 2014.

A copy of Judge Olack's order is available without charge at
http://is.gd/eG2GzM

                        About Natchez Regional

Based in Natchez, Mississippi, Natchez Regional Medical Center is
a full-service hospital offering comprehensive diagnostic and
treatment services for acute, subacute and ambulatory care.
Natchez Regional serves as a referral center for the five
Mississippi counties and two Louisiana parishes it serves, known
locally as the Miss-Lou.  The hospital is owned by Adams County.

Natchez Regional Medical Center filed for Chapter 9 bankruptcy
protection (Bankr. S.D. Miss. Case No. 14-01048) on March 26,
2014.  Eileen N. Shaffer, Esq., Attorney At Law, serves as
bankruptcy counsel.  In its petition, the Center listed total
assets of $27.8 million and total debts of $20.80 million.  The
petition was signed by Donny Rentfro, hospital CEO.

At the onset of the case, the 179-bed facility said intends to
have a term sheet outlining a sale of the facility to a "qualified
buyer."  The hospital blamed financial problems on "ill-timed and
poorly integrated acquisition of physicians' practices and new
clinical technologies," the report related.

This is the Center's second bankruptcy filing in six years.  It
filed a Chapter 9 petition on Feb. 12, 2009 (Bankr. S.D. Miss.
Case No. 09-00477).  Eileen N. Shaffer, Esq., also represented the
Debtor as counsel in the 2009 case.  The Debtor listed total
assets of between $10 million and $50 million, and total debts of
between $10 million and $50 million in the 2009 petition.  Nathcez
Regional exited bankruptcy in December 2009 after a court approved
its plan of adjustment, in which all unsecured creditors owed
$5,000 were to be paid in full.

In the 2014 case, Bankruptcy Judge Neil P. Olack, who presides
over the case, has held that appointment of a patient care
ombudsman is unnecessary.


NATIVE ENERGY: Wins Approval of Amended Reorganization Plan
-----------------------------------------------------------
Native Energy Farms LLC won conditional approval of its amended
plan of reorganization from Nevada Judge August B. Landis.  A
hearing on the Plan was held July 11 in Las Vegas.

No party appeared at the hearing or filed an objection to the
motion.  The Court was scheduled to hold another plan hearing for
July 23.

The Debtor owns certain real property totaling 76.88 acres located
in Goleta, California along the Pacific Coast Highway.  The
Property is free and clear of liens and encumbrances and has a
current market value of $8 million to $11 million, when developed.

The Debtor filed for Chapter 11 to resolve these issues:

     -- The maturity of $1.1 million principal amount to SMI/ISC
Corp.;

     -- The need for additional funding for the Debtor's small
development project to build two houses and split the property.

Prior to the bankruptcy, the Debtor and SMI/ISC agreed that the
Debtor would file a pre-packaged plan and SMI/ISC would take a
subordinate position to a DIP lender and be repaid in full and
receive 20% of the profit when the parcel of land and/or lots
sold.

Pursuant to the Debtor's exit plan, the Debtor will seek to obtain
$1,500,000 in New DIP Loans from Golden Bear Capital to finance
the development of its property, consisting of a portion of the
Rancho Nuestra Senora Del Refugio in the County of Santa Barbara,
California.  Thereafter, the Debtor will sell that developed
property and use the proceeds to fund Plan payments.

     DISTRIBUTIONS UNDER THE PLAN

        NEW DIP LOAN:            $1,500,000.00

        Estimated Points
         and Fees                 ($125,000.00)
        Admin Claims:              ($26,213.00)
        Global Guidance            ($22,500.00)
                                 -------------
        Total Amount of
         DIP Loan Available
         to Debtor for Project   $1,326,287.00

     DISTRIBUTIONS AFTER DEVELOPMENT AND SALE OF PROPERTY

        SALE PRICE:              $8,000,000.00
        DIP Loan                ($1,500,000.00)
        SMI/ISC Loan            ($1,298,000.00)
        GGG, LLC                    ($9,982.50)
        Interest on DIP Loan:     ($539,550.00)
        Interest Due to SMI/ISC   ($116,820.00)
        Profit:                  $4,535,647.50
        20% Profit to SMI/ISC     ($907,129.50)
        Distribution to
          Equity Interest         $3,628,518.00

When it filed for bankruptcy, Native Energy Farms delivered to the
Court a pre-packaged plan of reorganization and other related
documents.  The original plan provided for these classes: (i)
Class 1 - SMI/ISC Unsecured Claim to Secured Claim; (ii) Class 2 -
General Unsecured Claims; (iii) Class 3 - Equity Interest; and
(iv) Class 4 - Post Confirmation DIP Lender Claim.  On May 16,
2014, the Debtor's Voting Agent reported that 100% in amount and
100% in number of Impaired Claims and Interests that were entitled
to vote to accept or reject the Plan, voted to accept the Plan.
That same day, the Debtor sought bankruptcy protection.

At a combined Plan and Disclosure Statement hearing on June 13,
2014, the Court required the Debtor to make modifications to the
Plan documents, and the hearing was continued to June 26.  The
Debtor made minor modifications to the Plan, which required a new
solicitation.  The Disclosure Statement was approved at the June
26 hearing.

On June 28, 2014, the Debtor mailed out a new solicitation package
for voting on the modified Plan.  On July 10, Steven L. Yarmy,
Esq., the Debtor's counsel, also serving as voting and tabulation
agent, reported that 100% in amount and 100% in number of Impaired
Claims and Interests that were entitled to vote to accept or
reject the Plan, voted to accept the Plan.

The Amended Plan provides for this treatment of claims of
Creditors and holders of equity interests, including holders of
Old Membership Units:

  Class  Claim       Claim Amount   Status      Voting Rights
  -----  -----       ------------   ------      -------------
    1    SMI/ISC       $1,298,000   Impaired    Entitled to Vote

    2    General
         Unsecured
         Claims           $30,000   Impaired    Entitled to Vote

    3    Equity
         Interest      $7,000,000   Unimpaired  Deemed to Accept

    4    Golden Bear
         Capital or
         a Substitute
         Sec. 364(d)(1)
         DIP Lender    $1,500,000   Unimpaired   Deemed to Accept

                  SMI/ISC Corp.'s Class 1 Claim

The Class 1 claim will consist of a Secured Claim in favor of
SMI/ISC Corp. against the Debtor's vacant land located in Goleta,
California more commonly known as APN: 081-140-023, which will be
secured by a Second Deed of Trust subordinate to the DIP Lender's
Super Priority First Deed of Trust.

On the Effective Date, the holder of the unsecured Note dated
April 13, 2013 in favor of SMI/ISC, Corp., and in complete
satisfaction of such claim shall be fully released and converted
to a secured claim and subordinated second deed of trust to the
Claim of the DIP Lender Golden Bear Capital:

     (b) Principal Balance. The principal balance of the Class 1
claim shall be the Allowed Secured Lender Claim in the amount of
$1,298,000.

     (c) Lien. From and after the Confirmation Date, the Holder of
the Class 1 Claim shall be allowed to record a subordinated second
deed of trust in the Collateral consistent with the applicable
Loan Documents until the Class 1 claim is repaid in full.

     (d) Post-Effective Date Interest Rate. Interest shall accrue
on the Class 1 Holders Claim at an interest only rate of 3.00% per
annum.

     (e) Monthly Payments.  There shall be no monthly payments,
payments shall accrue interest until paid.

     (f) Maturity Date. The unpaid balance of the Class 1 claim
shall be due and payable 36 months after the Effective Date.

     (g) Prepayment. There shall be no penalty for prepayment for
all or part of the Class 1 claim prior to the Maturity Date.

     (h) Property Taxes & Insurance. The Debtor shall be
responsible for all property taxes and general liability
insurance.

     (i) Refinancing and Sale Options. Prior to the Maturity Date,
Reorganized Debtor shall have the absolute right to act as
follows:

         (1) Refinance; provided, however, that the proceeds of
such refinancing loan are sufficient to pay, and are utilized to
pay, all sums due and owing under the Class 1 claim at the time
of closing of such refinancing, unless Secured Lender otherwise
agrees; or

         (2) Sell the Real Property free and clear of Secured
Lender's Liens; provided, however, that the proceeds of such sale
are sufficient at the time of closing of such sale to pay, and
are utilized to pay, all sums due and owing under the Class 1
claim, unless Secured Lender otherwise agrees.

     (j) Equity Share in Sales Profits. SMI/ISC shall be entitled
to 20% of the sales profits from the sale of the property after
all liens and expenses are deducted.

     (k) Default. On the Effective Date, the Loan Documents shall
remain in full force and effect as related to Default terms under
the Note and Deed of Trust. Should the Debtor not be able to
satisfy the obligation to SMI/ISC the Debtor shall provide a Deed
in Lieu of Foreclosure or Quiet Claim/Grant Deed in full
satisfaction of its obligations to SMI/ISC.

                     General Unsecured Claims

Class 2 Claims consist of the General Unsecured Claims of Global
Guidance Group, LLC.  Holders of Class 2 General Unsecured Claims
on the Effective Date shall, in full satisfaction, settlement,
release and exchange for such Allowed General Unsecured Claims,
shall receive two payments:

     -- The first payment shall come from the DIP Loan Proceeds
equal to $22,500

     -- The remaining $7,500.00 shall be paid when the property
sells, with interest to accrue at a rate of 10% per annum
compounding.

                         DIP Lender Claim

Golden Bear Capital and/or its assigns or a substitute lender
Class 3 will consist of Golden Bear Capital's and/or its assigns
or a substitute lender 11 U.S.C. Sec. 364(d)(1) super priority
first deed of trust.  Golden Bear Capital will be authorized to
lend the Debtor any amount of capital necessary to complete the
Project on any reasonable commercial terms that are in the
Debtor's business judgment. Golden Bear Capital will have a super-
priority first deed of trust senior to any claims, interest or any
other liens of any kind against the vacant land, except for taxes
owed to a governmental unit, which shall be paid out of the
proceeds of any loan.  The Confirmation Order shall operate as the
Court's Order authorizing that financing.

                  Equity Interest of the Debtor

Class 4 Equity Interests of the Debtor are unimpaired by the Plan
and conclusively deemed to have accepted the Plan.

On the Effective Date, the Membership Interest or Units shall not
be cancelled and the Debtors Member(s) may sell, transfer, or
assign membership units or interest as necessary.

                        About Native Energy

Native Energy Farms, LLC, is the owner of certain real property
totaling 76.88 acres located in Goleta, California along the
Pacific Coast Highway.  The property is free and clear of liens
and encumbrances and has a current market value of $8 million to
$11 million.

Native Energy filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 14-13482) in Las Vegas, Nevada, with a prepackaged
Chapter 11 plan on May 16, 2014.  The case is assigned to Judge
August B. Landis.

The deadline for filing claims is on Sept. 17, 2014.

Steven L. Yarmy, Esq., in Las Vegas, serves as counsel to the
Debtor.


NATIVE ENERGY: Amends Schedule of Real Property
-----------------------------------------------
Native Energy Farms LLC filed amended the first section of its
schedules of assets and liabilities.  The Debtor amended its
schedule of real property to disclose that the property is worth
$1.5 million.  A full-text copy of the amended schedule is
available for free at http://is.gd/ukfwFs

                        About Native Energy

Native Energy Farms, LLC, is the owner of certain real property
totaling 76.88 acres located in Goleta, California along the
Pacific Coast Highway.  The property is free and clear of liens
and encumbrances and has a current market value of $8 million to
$11 million.

Native Energy filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 14-13482) in Las Vegas, Nevada, with a prepackaged
Chapter 11 plan on May 16, 2014.  The case is assigned to Judge
August B. Landis.

The deadline for filing claims is on Sept. 17, 2014.

Steven L. Yarmy, Esq., in Las Vegas, serves as counsel to the
Debtor.




NAUTILUS HOLDINGS: May Borrow Up to $650,000 From Synergy Mgmt.
---------------------------------------------------------------
Judge Robert Drain has, to date, entered an amended second interim
order permitting Nautilus Holdings Limited, et al., to borrow up
to an aggregate principal amount of $650,000 from non-bankrupt
affiliate Synergy Management Services Limited as lender.
As reported on the July 3, 2014 edition of The Troubled Company
Reporter, Synergy has committed to provide $5 million upon final
approval of the Debtors' request to tap postpetition financing.
The DIP Loan will accrue at an annual interest rate of 3.25% per
annum.  Synergy will be granted a first priority security interest
in and lien upon all tangible and intangible prepetition and
postpetition property and assets of the Debtors and their estates
and a junior security interest in and lien upon all assets of the
Debtors that is subject to valid, perfected and unavoidable liens
in existence immediately prior to the Petition Date.

The Amended Second Interim Order was issued in mid-July 2014.  The
final hearing on the matter, previously scheduled for Aug. 4, has
been adjourned to Aug. 25, at 10:00 a.m., in White Plains, New
York.

                    About Nautilus Holdings

Nautilus Holdings Limited and 20 affiliated companies, including
Nautilus Holdings No. 2 Limited, filed bare-bones Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-22885) in
White Plains, New York, on June 23, 2014.

The affiliates are Nautilus Holdings No. 2 Limited; Nautilus
Shipholdings No. 1 Limited; Nautilus Shipholdings No. 2 Limited;
Nautilus Shipholdings No. 3 Limited; Able Challenger Limited;
Charming Energetic Limited; Dynamic Continental Limited; Earlstown
Limited; Findhorn Osprey Limited; Floral Peninsula Limited; Golden
Knighthead Limited; Magic Peninsula Limited; Metropolitan Harbour
Limited; Metropolitan Vitality Limited; Miltons' Way Limited;
Perpetual Joy Limited; Regal Stone Limited; Resplendent Spirit
Limited; Superior Integrity Limited; and Vivid Mind Limited.

The Debtors' cases have been assigned to Judge Robert D. Drain,
and are being jointly administered for procedural purposes.

Hamilton, Bermuda-based Nautilus estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.  Nautilus has tapped Jay
Goffman, Esq., Mark A. McDermott, Esq., Shana A. Elberg, Esq., and
Suzanne D.T. Lovett, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, as counsel; and AP Services, LLC, as financial
advisor.  Epiq Bankruptcy Solutions LLC serves as the claims and
noticing agent.


NAUTILUS HOLDINGS: May Use Cash Collateral Thru Sept. 2
-------------------------------------------------------
Judge Robert Drain has, to date, entered a third interim order
authorizing Nautilus Holdings Limited, et al., to use cash
collateral through and including the week ending Sept. 2, 2014.

The Debtors are to provide the administrative agents of their
Prepetition Loan Facilities an updated 4-week cash flow forecast
and budget in accordance with the Interim Cash Collateral Order.

As a condition for the Cash Collateral Use, the Debtors'
Prepetition Lenders are entitled to certain adequate protection to
the extent of any diminution of their interests in the Cash
Collateral.  Among other things, the Lenders are granted (i)
allowed senior administrative expense claims in the amount of the
Diminution with superpriority status over all other claims,
subject only to a carve-out, and (ii) adequate protection liens in
the amount of the Diminution subject to a carve-out.

During the term of the Third Interim Cash Collateral Order, only
60% of the management fees owed to Synergy Management Services
Limited will be paid out in the ordinary course of business.  The
remaining 40% will be pooled and won't be paid out to Synergy
until further Court order.

The Third Interim Cash Collateral Order was issued on Aug. 6,
2014.  The Bankruptcy Court will hold a final hearing on the Cash
Collateral Motion on Aug. 25.

                    About Nautilus Holdings

Nautilus Holdings Limited and 20 affiliated companies, including
Nautilus Holdings No. 2 Limited, filed bare-bones Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-22885) in
White Plains, New York, on June 23, 2014.

The affiliates are Nautilus Holdings No. 2 Limited; Nautilus
Shipholdings No. 1 Limited; Nautilus Shipholdings No. 2 Limited;
Nautilus Shipholdings No. 3 Limited; Able Challenger Limited;
Charming Energetic Limited; Dynamic Continental Limited; Earlstown
Limited; Findhorn Osprey Limited; Floral Peninsula Limited; Golden
Knighthead Limited; Magic Peninsula Limited; Metropolitan Harbour
Limited; Metropolitan Vitality Limited; Miltons' Way Limited;
Perpetual Joy Limited; Regal Stone Limited; Resplendent Spirit
Limited; Superior Integrity Limited; and Vivid Mind Limited.

The Debtors' cases have been assigned to Judge Robert D. Drain,
and are being jointly administered for procedural purposes.

Hamilton, Bermuda-based Nautilus estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.  Nautilus has tapped Jay
Goffman, Esq., Mark A. McDermott, Esq., Shana A. Elberg, Esq., and
Suzanne D.T. Lovett, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, as counsel; and AP Services, LLC, as financial
advisor.  Epiq Bankruptcy Solutions LLC serves as the claims and
noticing agent.

NAUTILUS HOLDINGS: Gets Court's Nod to Tap J. Mesterham as CRO
--------------------------------------------------------------
Judge Robert Drain has authorized Nautilus Holdings Limited, et
al., to employ AP Services LLC to provide them interim management
and restructuring services and designate James A. Mesterham as
chief restructuring officer nunc pro tunc to the Petition Date.

As previously reported by The Troubled Company Reporter on July 8,
2014, Mr. Mesterham will assist the Debtors in evaluating and
implementing strategic and tactical options through the
restructuring process.  Mr. Mesterham's standard hourly rate is
$990.  His temporary staff's hourly rates range from $435 to $875.
They will be compensated for their services accordingly.

To the extent APS uses the services of independent contractors,
(i) it will pass-through the cost of those Contractors to the
Debtors at the same rate that it pays the Contractors; (ii) seek
reimbursement for actual costs only; (iii) ensure that the
Contractors are subject to the same conflict checks required for
APS; and (iv) file with the Court those disclosures required by
Bankruptcy Rule 2014.

                    About Nautilus Holdings

Nautilus Holdings Limited and 20 affiliated companies, including
Nautilus Holdings No. 2 Limited, filed bare-bones Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-22885) in
White Plains, New York, on June 23, 2014.

The affiliates are Nautilus Holdings No. 2 Limited; Nautilus
Shipholdings No. 1 Limited; Nautilus Shipholdings No. 2 Limited;
Nautilus Shipholdings No. 3 Limited; Able Challenger Limited;
Charming Energetic Limited; Dynamic Continental Limited; Earlstown
Limited; Findhorn Osprey Limited; Floral Peninsula Limited; Golden
Knighthead Limited; Magic Peninsula Limited; Metropolitan Harbour
Limited; Metropolitan Vitality Limited; Miltons' Way Limited;
Perpetual Joy Limited; Regal Stone Limited; Resplendent Spirit
Limited; Superior Integrity Limited; and Vivid Mind Limited.

The Debtors' cases have been assigned to Judge Robert D. Drain,
and are being jointly administered for procedural purposes.

Hamilton, Bermuda-based Nautilus estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.  Nautilus has tapped Jay
Goffman, Esq., Mark A. McDermott, Esq., Shana A. Elberg, Esq., and
Suzanne D.T. Lovett, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, as counsel; and AP Services, LLC, as financial
advisor.  Epiq Bankruptcy Solutions LLC serves as the claims and
noticing agent.


NAUTILUS HOLDINGS: Gets Final OK to Pay Prepetition Vendor Claims
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered a final order authorizing Nautilus Holdings Limited, et
al., to pay in the ordinary course of business pre-bankruptcy
Vendor Claims as they become due and payable.  Aggregate
prepetition payments under the Order should not exceed $5.3
million.

The Vendors supply the goods, materials, and services, for each of
the Debtors' vessels.  The Vendors include, for the most part,
vendors and suppliers outside the United States, and those who may
be able to assert maritime liens on the Vessels for work and other
services they have provided for the Vessels' benefit.

The Debtors, with the input and oversight of the Chief
Restructuring Officer, will determine which Vendor Claims, if any,
will be paid.

Unless the parties otherwise agree to different terms, if a Vendor
accepts payment under the Order, that Vendor is deemed to have
agreed to continue to provide goods and services to the Debtors
during the pendency of the Chapter 11 cases.

                    About Nautilus Holdings

Nautilus Holdings Limited and 20 affiliated companies, including
Nautilus Holdings No. 2 Limited, filed bare-bones Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-22885) in
White Plains, New York, on June 23, 2014.

The affiliates are Nautilus Holdings No. 2 Limited; Nautilus
Shipholdings No. 1 Limited; Nautilus Shipholdings No. 2 Limited;
Nautilus Shipholdings No. 3 Limited; Able Challenger Limited;
Charming Energetic Limited; Dynamic Continental Limited; Earlstown
Limited; Findhorn Osprey Limited; Floral Peninsula Limited; Golden
Knighthead Limited; Magic Peninsula Limited; Metropolitan Harbour
Limited; Metropolitan Vitality Limited; Miltons' Way Limited;
Perpetual Joy Limited; Regal Stone Limited; Resplendent Spirit
Limited; Superior Integrity Limited; and Vivid Mind Limited.

The Debtors' cases have been assigned to Judge Robert D. Drain,
and are being jointly administered for procedural purposes.

Hamilton, Bermuda-based Nautilus estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.  Nautilus has tapped Jay
Goffman, Esq., Mark A. McDermott, Esq., Shana A. Elberg, Esq., and
Suzanne D.T. Lovett, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, as counsel; and AP Services, LLC, as financial
advisor.  Epiq Bankruptcy Solutions LLC serves as the claims and
noticing agent.


PALM BEACH COMMUNITY: Seeks Exclusivity Extension to Complete Sale
------------------------------------------------------------------
Palm Beach Community Church has requested an extension to its
exclusive period for soliciting acceptances to its Plan of
Reorganization in its Chapter 11 case in the Southern District of
Florida, West Palm Beach Division.  The current exclusive
solicitation period was slated to expire July 17, 2014, absent an
extension, and the Debtor is seeking an extension through
September 15.  The Debtor is seeking the extension in order to
complete an auction sale which will provide a cash payment to its
secured lender, PNC Bank.  Additionally, the Debtor is considering
offers for the purchase of PNC Bank's claim.  This is the Debtor's
third request for an extension.

                 About Palm Beach Community Church

Palm Beach Community Church, Inc., filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 13-35141) on Oct. 20, 2013.  The
petition was signed by Raymond Underwood as president.  The Debtor
scheduled total assets of $14.6 million and total liabilities of
$11.43 million.

Palm Beach Community Church is represented by Robert C. Furr,
Esq., and Aaron A. Wernick, Esq., at Furr & Cohen, PA of Boca
Raton, FL, as attorney; and Roy Wiley and Covenant Financial, Inc.
dba SmartPlan Financial Services as accountants.

In December, the U.S. Trustee informed the Bankruptcy Court that
it was unable to appoint a committee of creditors in the case.


PREFERRED CONTRACTORS: A.M. Best Lowers FSR to 'B(fair)'
--------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B
(Fair) from B+ (Good) and the issuer credit rating to "bb" from
"bbb-" for Preferred Contractors Insurance Company Risk Retention
Group, LLC (PCIC) (Billings, MT).  The outlook for both ratings
has been revised to negative from stable.

The ratings reflects PCIC's deteriorating risk-adjusted
capitalization and uncertainty surrounding its volatile operating
performance given the multiple and significant changes in
reinsurance arrangements in recent years.  These concerns are
amplified by the sizable adverse loss-reserve development recorded
during 2013 on prior accident years, sizable growth since 2011 and
relatively weak management controls.  The negative outlook on the
ratings reflects A.M. Best's concerns regarding the adequacy of
the company's loss reserves, relatively weak capitalization and
uncertainty over future underwriting and operating results.

Partially offsetting these negative factors are PCIC's positive
underwriting results recorded since 2011.  Furthermore, an adverse
development cover was put into place with London market reinsurers
on Dec. 31, 2013, to protect against additional loss development.
A quota share reinsurance treaty, effective Jan. 1, 2014, was also
placed with London market reinsurers to reduce PCIC's net
underwriting leverage.

A.M. Best will closely monitor quarterly performance of PCIC.  Any
material negative deviation from the business plan in terms of
management, operating profitability and risk profile, or a decline
in its risk-adjusted capitalization could result in negative
rating pressure.  Factors that could lead to positive rating
movement are evidence of sustained favorable operating performance
and credit metrics that improve risk-adjusted capitalization over
the long term.


PRISM GRAPHICS: $240,000 in Payments to CEO Declared Fraudulent
---------------------------------------------------------------
In the avoidance action, DANIEL J. SHERMAN AS CHAPTER 7 TRUSTEE
FOR PRISM GRAPHICS, INC. Plaintiff, v. BRYAN NETSCH, et al.,
Defendants, Adv. Proc. No. 10-3092 (Bankr. N.D. Tex.), Bankruptcy
Judge Harlin DeWayne Hale ruled that:

     -- fraudulent transfers of $160,000 and $80,000 to Bryan A.
Netsch, Chief Executive Officer and majority shareholder of Prism,
are avoided and must be brought back into the estate.

     -- transfers of $11,703.95 and $15,000 to Netsch are deemed
preferences under 11 U.S.C. Sec. 547 and are avoided as well.

     -- Intense Printing Inc. is liable for a $200,000 loan
repayment.

     -- the Defendants are liable for post-judgment interest and
attorneys' fees.

Judge Hale said the Chapter 7 Trustee's complaint against the
Netsch sons fails. The payment arrangement to them was consistent,
though high, until the verdict was rendered. After that, they went
off the payroll. As their payments ended with the verdict, there
are insufficient badges of fraud regarding their payments to hold
them liable under a fraudulent transfer theory and their payments
were not proved to be preferences. The payments to them are not
avoided.

A copy of Judge Hale's August 4, 2014 FINDINGS OF FACT AND
CONCLUSIONS OF LAW is available at http://is.gd/86FEQWfrom
Leagle.com.

Prism Graphics, Inc. was a "print broker," providing print
management services to various customers.  Prism filed for chapter
11 bankruptcy (Bankr. N.D. Case No. 08-31914) in the Northern
District of Texas on April 25, 2008.  Judge Harlin DeWayne Hale
oversees the case.  John Mark Chevallier, Esq., at McGuire,
Craddock & Strother, served as Chapter 11 counsel.  Subsequently,
the case was converted to chapter 7 and Daniel J. Sherman was
appointed as Trustee.

In its petition, Prism estimated assets of $100,000 to $1 million,
and debts of $1 million to $10 million.


PULSE ELECTRONICS: Incurs $7.8 Million Net Loss in 2nd Quarter
--------------------------------------------------------------
Pulse Electronics Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $7.83 million on $93.56 million of net sales for the
three months ended June 27, 2014, as compared with a net loss of
$5.22 million on $88.25 million of net sales for the three months
ended June 28, 2013.

For the six months ended June 27, 2014, the Company reported a net
loss of $16.87 million on $175.21 million of net sales, compared
to a net loss of $12.35 million on $173.06 million of net sales
for the six months ended June 28, 2013.

The Company's balance sheet at June 27, 2014, showed $180.44
million in total assets, $247.24 million in total liabilities and
a $66.79 million total shareholders' deficit.

The company had $24.8 million of cash and cash equivalents at
June 27, 2014. compared with $26.9 million at December 27, 2013.

"Our operating results in the second quarter for revenue and non-
GAAP operating profit were higher both sequentially and year-over-
year, as we expected based on the strength in industry demand we
experienced in the first quarter," said interim Chief Executive
Officer Alan Benjamin.  "Shipments in key network and power
product lines were strong following higher order rates coming into
the quarter, and higher demand in our smartphone programs
bolstered revenue in the wireless segment."

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

                        http://is.gd/dAeNnE

                       About Pulse Electronics

San Diego, California-based Pulse Electronics Corporation --
http://www.pulseelectronics.com/-- is a global producer of
precision-engineered electronic components and modules, operating
in three business segments: Network product group; Power product
group; and Wireless product group.  As of Dec. 28, 2012, Pulse had
$188 million in total assets.

As reported by the TCR on Juy 8, 2013, the Company dismissed
KPMG LLP as its independent registered public accounting
firm.  Grant Thornton LLP was hired as replacement.

Pulse Electronics reported a net loss of $27.02 million on $355.67
million of net sales for the year ended Dec. 27, 2013, as compared
with a net loss of $32.09 million on $373.16 million of net sales
for the year ended Dec. 28, 2012.


QUALITY DISTRIBUTION: Posts $11.4-Mil. Net Income in 2nd Quarter
----------------------------------------------------------------
Quality Distribution, Inc., reported net income of $11.36 million
of net income on $255.59 million of total operating revenues for
the three months ended June 30, 2014, as compared with a net loss
of $31.14 million on $239.29 million of total operating revenues
for the same period during the prior year.

For the six months ended June 30, 2014, the Company reported net
income of $14.44 million on $490.08 million of total operating
revenues as compared with a net loss of $22 million on $468.71
million of total operating revenues for the same period last year.

As of June 30, 2014, the Company had $445.64 million in total
assets, $481.19 million in total liabilities and a $35.55 million
total shareholders' deficit.

"We are pleased with our second quarter performance as we
delivered strong top line growth, advanced our balance sheet
improvement strategy and met the high end of our earnings
expectation range," stated Gary Enzor, chairman and chief
executive officer.  "Our Chemical and Intermodal segments posted
very solid results and all three of our operating segments
generated increases in driver counts.  On a company-wide basis,
our driver count has risen 6.0% since the end of last year.  Our
Energy Logistics segment achieved sequential margin improvement
this quarter, despite headwinds in certain shale regions.
Overall, the first half of 2014 met our expectations and we look
forward to carrying this momentum into the second half of the
year."

A full-text copy of the Company's press release is available for
free at http://is.gd/smGdWH

                    About Quality Distribution

Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida.  The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30 percent of the common
stock of Quality Distribution, Inc.

Quality Distribution reported a net loss of $42.03 million on
$929.81 million of total operating revenues for the year ended
Dec. 31, 2013, as compared with net income of $50.07 million on
$842.11 million of total operating revenues in 2012.

                        Bankruptcy Warning

The Company had consolidated indebtedness and capital lease
obligations, including current maturities, of $383.3 million as of
Dec. 31, 2013.  The Company must make regular payments under the
ABL Facility, including the $17.5 million senior secured term loan
facility that was fully funded on July 15, 2013, and the Company's
capital leases and semi-annual interest payments under its 2018
Notes.

"The ABL Facility matures August 2016.  Obligations under the Term
Loan mature on June 14, 2016 or the earlier date on which the ABL
Facility terminates.  The maturity date of the ABL Facility,
including the Term Loan, may be accelerated if we default on our
obligations.  If the maturity of the ABL Facility and/or such
other debt is accelerated, we may not have sufficient cash on hand
to repay the ABL Facility and/or such other debt or be able to
refinance the ABL Facility and/or such other debt on acceptable
terms, or at all.  The failure to repay or refinance the ABL
Facility and/or such other debt at maturity would have a material
adverse effect on our business and financial condition, would
cause substantial liquidity problems and may result in the
bankruptcy of us and/or our subsidiaries.  Any actual or potential
bankruptcy or liquidity crisis may materially harm our
relationships with our customers, suppliers and independent
affiliates," the Company said in the Annual Report for the year
ended Dec. 31, 2013.

                           *    *     *

As reported in the TCR on June 28, 2013, Moody's Investors Service
upgraded Quality Distribution, LLC's Corporate Family Rating to B2
from B3 and Probability of Default Rating to B2-PD from B3-PD.

The upgrade of Quality's CFR to B2 was largely driven by the
expectation that credit metrics will improve over the next twelve
to eighteen months, through a combination of EBITDA growth and
debt paydowns, to levels consistent with the B2 rating level.  The
company is in the process of integrating the bolt-on acquisitions
made in its Energy Logistics business sector since 2011.


QUICKSILVER RESOURCES: Incurs $36-Mil. Net Loss in 2nd Quarter
--------------------------------------------------------------
Quicksilver Resources Inc. reported a net loss of $36.09 million
on $118.03 million of total revenue for the three months ended
June 30, 2014, as compared with net income of $242.52 million on
$175.49 million of total revenue for the same period last year.

For the six months ended June 30, 2014, the Company reported a net
loss of $94.92 million on $209.81 million of total revenue as
compared with net income of $182.81 million on $294.20 million of
total revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2014, showed $1.05 billion
in total assets, $2.16 billion in total liabilities and a $1.10
billion total stockholders' deficit.

"Quicksilver's top goals for the remainder of 2014 remain
unchanged and management is extremely focused on unlocking the
value in the Horn River, building cash flow in core areas, and
addressing the subordinated notes due in 2016," said Glenn Darden,
CEO of Quicksilver Resources.  "In addition, we will push hard to
advance our West Texas project and reduce overall company debt."

A full-text copy of the Company's press release is available for
free at http://is.gd/YdDTmH

                          About Quicksilver

Quicksilver Resources Inc. is an exploration and production
company engaged in the development and production of long-lived
natural gas and oil properties onshore North America.  Based in
Fort Worth, Texas, the company is widely recognized as a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane.  Following more than 30
years of operating as a private company, Quicksilver became public
in 1999 and is listed on the New York Stock Exchange under the
ticker symbol KWK.  The company has U.S. offices in Fort Worth,
Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig,
Colorado and Cut Bank, Montana.  The Company's Canadian
subsidiary, Quicksilver Resources Canada Inc., is headquartered in
Calgary, Alberta.

Quicksilver Resources posted net income of $161.61 million in 2013
following a net loss of $2.35 billion in 2012.

                           *     *     *

As reported by the TCR on June 17, 2013, Moody's Investors Service
downgraded Quicksilver Resources Inc.'s Corporate Family Rating to
Caa1 from B3.  "This rating action is reflective of Quicksilver's
revised recapitalization plan," stated Michael Somogyi, Moody's
Vice President and Senior Analyst.  "Quicksilver's inability to
complete its recapitalization plan as proposed elevates near-term
refinancing risk given its weak operating profile and raises
concerns over the sustainability of the company's capital
structure."

In the June 27, 2013, edition of the TCR, Standard & Poor's
Ratings Services said it lowered its corporate credit rating on
Fort Worth, Texas-based Quicksilver Resources Inc. to 'CCC+' from
'B-'.  "We lowered our corporate credit rating on Quicksilver
Resources because we do not believe the company will be able to
remedy its unsustainable leverage," said Standard & Poor's credit
analyst Carin Dehne-Kiley.


RAAM GLOBAL: Obtains Forbearance Until Sept. 30
-----------------------------------------------
RAAM Global Energy Company entered into a forbearance agreement
with its senior secured lenders under the Fourth Amended and
Restated Credit Agreement dated as of Nov. 29, 2011, by and among
Century Exploration New Orleans, LLC, Century Exploration Houston,
LLC, Century Exploration Resources, LLC, MUFG Union Bank, N.A.
f/k/a Union Bank, N.A. (the "Agent") and the Lenders, as a result
of the Company not being in compliance with the interest coverage
ratio covenant in the Credit Agreement, which specifies that the
Company must maintain at least a 2.5 to 1.0 interest coverage
ratio for the four immediately preceding consecutive fiscal
quarters.

Pursuant to the Forbearance Agreement, the Agent and Lenders, as
well as the counterparties to certain outstanding hedging
agreements with Century New Orleans, have agreed to forbear from
exercising any rights or remedies that any of the Agent, the
Lenders or the Hedging Lenders may have, or from initiating or
instituting legal proceedings, against any of Century New Orleans,
the Company or any of the other subsidiary guarantors under the
Credit Agreement, or from realizing on their security granted in
connection with the Credit Agreement, until the earlier of
Sept. 30, 2014, or the occurrence of an event of default within
the meaning of the Forbearance Agreement.

Pursuant to the terms of the Forbearance Agreement, among other
provisions, (i) the borrowing base was permanently reduced to
$0.00, thereby preventing additional borrowings under the credit
facility, (ii) the Borrowers have agreed to maintain at least $4
million in cash collateral in one or more deposit accounts with
the Agent and (iii) the Lenders have agreed to waive commitment
fees owed to the Lenders under the Credit Agreement from and after
April 24, 2014.

A full-text copy of the Forbearance Agreement is available at:

                        http://is.gd/fYHNBy

                         About RAAM Global

RAAM Global Energy Company is a privately held company engaged
primarily in the exploration and development of oil and gas
properties and in the resulting production and sale of natural
gas, condensate and crude oil.  The Company's production
facilities are located in the Gulf of Mexico, offshore Louisiana
and onshore Louisiana, Texas, Oklahoma, and California.

                            *   *    *

As reported by the TCR on Aug. 4, 2014, Standard & Poor's Ratings
Services lowered its corporate credit and senior secured ratings
on exploration and production company RAAM Global Energy Co. to
'CCC+' from 'B-'.  The outlook is negative.

"The downgrade reflects our assessment that Lexington, Ky.-based
RAAM Global Energy Co. could have difficulty refinancing its $250
million senior secured notes due October 2015 due to weak
operating performance, largely due to unexpected production
declines on its Yegua wells that have resulted in weakening
liquidity and limited near-term growth potential," S&P said.

RAAM Global Energy carries a Caa1 Corporate Family Rating from
Moody's Investors Service.


REVEL AC: Adjourns Auction to Aug. 14
-------------------------------------
Revel AC, Inc., et al., notified the U.S. Bankruptcy Court for the
District of New Jersey the auction of their assets is adjourned to
Aug. 14, 2014, to give them additional time to fully analyze and
evaluate the bids received on Aug. 4.

Atlantic City Mayor Don Guardian told Bloomberg News has said he
thinks Revel could fetch from $100 million to $200 million.  The
sale could be a barometer of things to come for the seaside resort
town, which has already seen the Atlantic Club close during its
recent bankruptcy and is slated to see two more shutter by the end
of September, Bloomberg said.

                           About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.

Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J., Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.

The Chapter 11 cases are assigned to Judge Gloria M. Burns.  The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.

Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion.  Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.


RIVER CITY RENAISSANCE: Has Interim OK to Use Cash Collateral
-------------------------------------------------------------
Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia, Richmond Division, gave River City
Renaissance, LC, and River City Renaissance III, LC, interim
authority to use the cash collateral of U.S. Bank National
Association, as trustee for the registered holders of Wachovia
Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2005-C22, and U.S. Bank National
Association, as trustee for the registered holders of Wachovia
Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2006-C23.

U.S. Bank asserts that the original principal indebtedness due
under the RCR Note, as of October 2005, was approximately
$30,350,000, and, as of April 2014, RCR owed to U.S. Bank
approximately $29,622,593.  U.S. Bank also asserts that the
original principal indebtedness due under the RCR III Note, as of
January 2006, was $6,300,000, and, as of April 2014, RCR III owed
to U.S. Bank approximately $6,354,245.

The Debtors said they have a vital need to use the cash collateral
because without access or use of the cash collateral, they may not
be able to provide the regular services to the tenants and
occupants of their properties and pay utilities, vendors, and
insurers.  The Debtors said their inability to do any of these
would cause immediate and irreparable harm to the estate.

A final hearing on the motion is scheduled for Sept. 3, 2014, at
9:00 a.m.  Objections are due Aug. 27.

River City Renaissance, LC, and River City Renaissance III, LC,
sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080
and 14-34081) in Richmond, Virginia, on July 30, 2014.  The cases
are assigned to Judge Keith L. Phillips.  Richmond, Virginia-based
River City Renaissance estimated $10 million to $50 million in
assets and debts.  Renaissance III estimated less than $10 million
in assets and debts.  The Debtors have tapped Spotts Fain PC as
counsel.


RIVER TERRACE: Files Plan to Restructure Debt
---------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that River Terrace Estates Inc., a nonprofit senior living
community in Bluffton, Indiana, filed a Chapter 11 petition on
July 22 in Fort Wayne to carry out a proposed restructuring of its
municipal bond debt.

According to the report, River Terrace said that under its
proposed reorganization plan, filed with explanatory disclosure
materials, bondholders will get "the best of either a repayment
plan over time or a sale at a controlled price that protects the
residents."  Under the proposed plan, bondholders would exchange
their existing bonds, under which they are owed about $14 million,
for $7.5 million in new ones, the report related.

River Terrace is seeking an Aug. 26 hearing to approve the
disclosure statement, the report said.

River Terrace Estates, Inc., a continuing-care and retirement
community, sought protection under Chapter 11 of the Bankruptcy
Code (Case No. 14-11829, Bankr. N.D. Ind.) on July 22, 2014.  The
case is before Judge Robert E. Grant.  The Debtor's counsel is
Jeffrey A. Hokanson, Esq., at Frost Brown Todd LLC, in
Indianapolis, Indiana.


SANUWAVE HEALTH: Director Joseph Chiarelli Quits
------------------------------------------------
Joseph Chiarelli resigned as a director of SANUWAVE Health, Inc.,
on July 31, 2014.

                       About SANUWAVE Health

Alpharetta, Ga.-based SANUWAVE Health, Inc., is an emerging global
regenerative medicine company focused on the development and
commercialization of noninvasive, biological response activating
devices for the repair and regeneration of tissue, musculoskeletal
and vascular structures.

SANUWAVE reported a net loss of $11.29 million in 2013, a net
loss of $6.40 million in 2012 and a net loss of $10.23 million in
2011.

The Company's balance sheet at March 31, 2014, showed $8.56
million in total assets, $6.85 million in total liabilities and
$1.71 million total stockholders' equity.


SCOOTER STORE: Personal Injury Claim to Be Paid From Insurance
--------------------------------------------------------------
The SCOOTER Store Holdings Inc. asks the Bankruptcy Court to
approve a settlement agreement between Lonnie Martin and National
Fire Insurance Company of Hartford.

Mr. Martin sued the Debtor prior to the petition date over
injuries sustained while at one of the Debtor's premises.
National has reached a deal with Mr. Martin that will resolve the
lawsuit by permitting National to remit $4,500 as settlement
payment to Mr. Martin out of the proceeds of the Debtor's
insurance policy with National.  Mr. Martin agrees to limit his
recovery exclusively to that which may be had under the policy.

                  About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for
Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  The closely held company listed assets of less than
$10 million and debt of more than $50 million.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.


SENTINEL MANAGEMENT: Ex-CEO Denied Acquittal, New Trial Request
---------------------------------------------------------------
Law360 reported that former CEO Eric Bloom of the bankrupt
Sentinel Management Group Inc. has lost a bid to overturn a March
guilty verdict that found he operated a $500 million securities
fraud scheme, reached by a jury Bloom said made its decision out
of laziness and a desire to be finished quicker.  According to the
report, U.S. District Judge Ronald A. Guzman refused to grant
Bloom a new trial or acquit him of the charges, ruling that the
government had presented a credible case against Bloom.

The case is USA v. Bloom et al., Case No. 1:12-cr-00409 (N.D.
Ill.).

                     About Sentinel Management

Based in Northbrook, Illinois, Sentinel Management Group Inc. --
http://www.sentinelmgi.com/-- was a full service firm offering a
variety of security solutions.  The Company filed a voluntary
Chapter 11 petition (Bankr. N.D. Ill. Case No. 07-14987) on
Aug. 17, 2007.  Ronald Barliant, Esq., Randall Klein, Esq., and
Kathryn A. Pamenter, Esq., at Goldberg, Kohn, Bell & Black
Rosenbloom & Moritz, Ltd., represented the Debtor.  Lawyers at
Quinn, Emanuel Urquhart Oliver & Hedges, LLP, represented the
Official Committee of Unsecured Creditors.  When the Debtor sought
bankruptcy protection, it estimated assets and debts of more than
$100 million.

On Aug. 28, 2007, the Court approved Frederick Grede as the
Debtor's Chapter 11 Trustee.  Marc I. Fenton, Esq., at DLA Piper
US LLP, and Vincent E. Lazar, Esq., at Jenner & Block LLP,
represent the Chapter 11 Trustee.

The Court confirmed the Fourth Amended Chapter 11 Plan of
Liquidation for Sentinel on Dec. 15, 2008, which created a
Liquidation Trust.  The Plan became effective Dec. 17, 2008, and
Mr. Grede was appointed Liquidation Trustee.


SHREEJI ENTERPRISE: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Shreeji Enterprise LLC
           dba Super Stay Inn
           fdba Rodeway Inn
        709 Mallory Dr.
        Belton, MO 64012

Case No.: 14-42693

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: August 6, 2014

Court: United States Bankruptcy Court
       Western District of Missouri (Kansas City)

Judge: Hon. Cynthia A. Norton

Debtor's Counsel: Bradley D. McCormack, Esq.
                  THE SADER LAW FIRM, LLC
                  2345 Grand Boulevard, Suite 1925
                  Kansas City, MO 64108-2663
                  Tel: 816-561-1818
                  Fax: 816-561-0818
                  E-mail: bmccormack@saderlawfirm.com

                     - and -

                  Neil S. Sader, Esq.
                  THE SADER LAW FIRM, LLC
                  2345 Grand Boulevard, Suite 1925
                  Kansas City, MO 64108-2663
                  Tel: 816-561-1818
                  Fax: 816-561-0818
                  E-mail: nsader@saderlawfirm.com

Total Assets: $2.63 million

Total Liabilities: $2.94 million

The petition was signed by Rameshbhai B. Patel, managing member.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/mowb14-42693.pdf


SKYLINE MANOR: Section 341(a) Meeting of Creditors Moved to Aug. 4
------------------------------------------------------------------
The U.S. Trustee for Region 13 has adjourned the meeting of
creditors of Skyline Manor Inc. to August 4, at 1:30 p.m. Central
time.

The meeting will be held at Roman L. Hruska U.S. Courthouse, 111
South 18th Plaza, United States Trustee Meeting Room, 1st Floor,
in Omaha, Nebraska.

Skyline Chief Restructuring Officer John Bartle is required to
appear at the meeting for the purpose of examination under oath.

All creditors are invited but not required to attend.  The
meeting of creditors offers creditors the opportunity to question
a responsible office of the company under oath about its financial
affairs and operations that would be of interest to the general
body of creditors.

                        About Skyline Manor

Skyline Manor, Inc., operates a retirement community in Omaha.
The facility offers apartments, assisted-living units, skilled
nursing beds and hospice care.

Skyline Manor filed a Chapter 11 bankruptcy petition
(Bankr. D. Neb. Case No. 14-80934) on May 8, 2014.  The petition
was signed by John W. Bartle as chief restructuring officer.
Judge Thomas L. Saladino presides over the case.

The Debtor estimated assets of at least $10 million and
liabilities between $10 million to $50 million.


SOUND SHORE: Has Deal With Buyers, DOH et al Over Medicaid Issues
-----------------------------------------------------------------
Sound Shore Medical Center of Westchester; The Mount Vernon
Hospital; and the Howe Avenue Nursing Home d/b/a Helen and Michael
Schaffer Extended Care Center participate in the Medicaid program
and render services to Medicaid beneficiaries.  The program
provides medical assistance to low-income individuals and
individuals with disabilities.  The federal and state governments
jointly fund and administer the Medicaid program.

The Medical Centers' participation in the Medicaid program is
governed by so-called Provider Agreements with the New York State
Department of Health.  The Medical Centers were assigned several
provider numbers for billing purposes.

The Amended and Restated Asset Purchase Agreement that governed
the sale of the Debtors' assets to Montefiore New Rochelle
Hospital, Schaffer Extended Care Center, and Montefiore Mount
Vernon Hospital provides that, as a condition to close the Sale,
the Montefiore Buyers must have received reasonably acceptable
assurances, in the Buyers' sole discretion, from counsel and/or
appropriate regulatory agencies that the Buyers will have no
successor liability resulting from the transactions contemplated
under the Purchase Agreement, including with respect to the
assignment of the Provider Agreements and Provider Numbers.  To
receive an uninterrupted stream of Medicaid reimbursements for
services provided to Medicaid beneficiaries at the Medical Centers
after the Sale, the Buyers and the Medical Centers seek to have
the Medical Centers' Provider Agreements and Provider Numbers
assigned to the Montefiore Buyers in conjunction with the APA.

The DOH desires to facilitate the Sale so as to ensure the
continuing availability of medical services for the communities
that traditionally have relied on the Medical Centers.

In New York State, the DOH administers the Medicaid program, and
the New York State Office of the Medicaid Inspector General, an
independent office within DOH, conducts audits and reviews of
various providers of Medicaid reimbursable services, equipment and
supplies.  The audits and reviews are conducted to determine if
the provider complied with applicable laws, regulations, rules and
policies of the Medicaid program.

Medicaid fees for service providers are reimbursed by Medicaid on
the basis of the information they submit in support of their
claims.  The information provided in relation to any claim must be
true, accurate and complete.  Providers must maintain records
demonstrating the right to receive payment for six years, and all
claims for payment are subject to audit for six years.

If a DOH or OMIG audit reveals an overpayment, DOH or OMIG may
require repayment of the amount determined to have been overpaid.
An overpayment includes any amount not authorized to be paid under
the Medicaid program, whether paid as the result of inaccurate or
improper cost reporting, improper claiming, unacceptable
practices, fraud or mistake.

Pursuant to a Settlement Agreement, dated April 12, 2012, between
MFCU and SSMC, SSMC agreed to repay an overpayment for cancer
drugs billed at excess rates in an original aggregate amount of
$2,241,760.35 at the rate of $67,600.40 until due on April 1,
2015.  Monthly payments have been made by SSMC, both before and
since the filing of the bankruptcy petitions, and there remains
due and owing under the Settlement Agreement the sum of $1,134,279
-- MFCU Settlement Balance.

The Debtors also owe the DOH an aggregate of $87,792 for New York
Health Care Reform Act Pool Payments.  The Debtors also owe DOH
$76,222 for reconciliation of initially paid to actual inpatient
psychiatric transition pool payments.

The Debtors and DOH also estimate that no indigent care pool
liabilities are due related to Medicaid Disproportionate Share
Hospital (DSH) cap audits for 2011, 2012, and 2013 through
November 5, 2013.  Additionally, the Debtors owe OMIG an aggregate
of $128,015 for overpayments identified though four audits
conducted by OMIG.

In sum, the Debtors believe they currently owe DOH and OMIG, as of
July 22, 2014, an aggregate of $1,426,308 for all liabilities
relating to the Provider Agreements, inclusive of the MFCU
Settlement Balance.

The Debtors and DOH estimate that the DOH currently owes the
Debtors an aggregate of $1,523,298 relating to Medicaid
Receivables.

The DOH has not completed its reconciliation for actual capital
rates for SSMC and MVH for the years 2012 and 2013.  Moreover, the
reconciliation of estimated to actual SSMC and MVH indigent care
pool payments for the period January 1, 2013 through November 5,
2013 remain outstanding.

Additionally, certain amounts that are undetermined at this time
may be due from the DOH to SECC relating to a potential universal
settlement in connection with the Wage Equalization Factor (WEF)
appeal for New York State skilled care-nursing home facilities.

The Buyers have filed applications for certificate of need
approvals pursuant to Article 28 of the Public Health Law.  As a
condition precedent to receiving CON approval, the Buyers'
representative executed an affidavit sworn to as of November 1,
2013 in support of its Medicaid audit (successor) liability cap
request.

The parties now wish to resolve certain issues relating to the
assumption and assignment of the Provider Agreements and related
Provider Numbers, including the resolution and payment of the
Medicaid Claims, inclusive of the MFCU Settlement Balance and the
Medicaid Receivables.

On July 29, the parties executed a Settlement and Agreement to
govern the Debtors' assumption and assignment of the Provider
Agreements and related Provider Numbers to the Buyers.  The
parties agree that:

     -- In full satisfaction and release of the parties'
respective claims and rights arising from, or related to, the
Medicaid Claims (including the MFCU Settlement Balance) and
Medicaid Receivables, the same will be paid through the eMedNY
system by way of Medicaid rate adjustments once all OMIG and MFCU
claims are entered on the eMedNY system.  The DOH will apply
positive retroactive adjustments against not just those
liabilities associated with a specific provider identification
number, but in addition, against any of the liabilities set forth.

     -- The DOH will attempt to process all of the Medicaid Claims
during one Medicaid cycle after the full execution and delivery of
this Stipulation and Agreement.

     -- The Debtors shall timely prepare and submit the Medical
Centers' DSH cap surveys for 2011, 2012, and 2013 through the
Closing Date in conformance with the timelines established by DOH
and will maintain all of the supporting documentation necessary to
comply with the DOH's DSH cap audit protocols. The Debtors shall
also timely prepare and submit the Medical Centers' Residential
Health Care Facility (RHCF-4) and Medicaid Institutional Cost
Reports (ICRs) for 2012 and 2013 through the Closing Date. In the
event the Debtors fail to submit the surveys and reports, the
Buyers shall be responsible for filing these surveys and reports;
provided that if the Buyers are responsible for filing these
surveys and reports, the Debtors shall be obligated to reimburse
Buyers for the cost of preparing and filing such surveys and
reports, including the imputed salary of the Buyers' employees
working on the matter and the fees and costs of the Buyers'
agents, advisors and professionals.  The Buyers' claims for
reimbursement against the Debtors shall be an allowed
administrative expense claim under section 503(b)(1)(A) of the
Bankruptcy Code and shall be payable 10 days after invoicing
by Buyers unless the Debtors or the Creditors Committee contest
the amount thereof (including, but not limited to, the
reasonableness of the fees and the costs), in which case the
amount shall be paid to the Buyers promptly after the parties
agree on the amount or the Court enters an Order fixing the
amount.

     -- The Buyers, DOH, and OMIG further agree that on the
Closing Date the Buyers will each be severally liable to DOH and
OMIG for repayment of amounts, exclusive of certain estimates,
finally determined to have been overpaid by the Medicaid program
to SSMC, MVH and SSEC, respectively, on a dollar for dollar basis,
for the provision of services at the relevant predecessor location
to Medicaid recipients provided during the period prior to the
Closing Date in an amount not to exceed $3,000,000 -- Liabilities
Cap.

     -- For the avoidance of doubt, neither the Buyers, nor any
affiliates, shall be responsible for any interest, penalties,
surcharges, assessments, fees or liabilities arising out of the
Medicaid program alleged to be owed by SSMC, MVH or SECC to DOH in
excess of the Liabilities Cap.  The Liabilities Cap is in addition
to the Medicaid Claims amount and the Excluded Claim Estimates, to
the extent such Excluded Claim Estimates become liabilities due
and owing to DOH by SSMC, MVH or SECC.

     -- The parties agree that the Excluded Claim Estimates shall
not be deemed to be resolved as part, or pursuant to the terms, of
this Stipulation and Agreement.

     -- The DOH and OMIG agree, in consideration of the Buyers'
payment of the Medicaid Claims and the Liabilities Cap, that they
will not file or assert in the Bankruptcy Court or in any other
forum any claims of any kind or nature against the Debtors, or the
Buyers or their affiliates that arise from pre-Closing Date
conduct of the Debtors with respect to the Medicaid Claims.

The Buyers are represented by:

     Frank A. Oswald, Esq.
     Scott A. Griffin, Esq.
     TOGUT, SEGAL & SEGAL, LLP
     One Penn Plaza
     New York, NY 10019
     Telephone: (212) 594-5000
     Facsimile: (212) 967-4258

               About Sound Shore Medical Center

Sound Shore Medical Center of Westchester, Mount Vernon Hospital
Inc., Howe Avenue Nursing Home and related entities sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 13-22840) on
May 29, 2013, in White Plains, New York.

The Debtors were the largest "safety net" providers for Southern
Westchester County in New York.  Affiliated with New York Medical
College, Sound Shore is a not-for-profit 242-bed, community based-
teaching hospital located in New Rochelle, New York.  Mountain
Vernon Hospital is a voluntary, not-for-profit 176-bed hospital
located in Mount Vernon, New York.  Howe Avenue Nursing Home is a
150-bed, comprehensive facility.

The Debtors tapped Burton S. Weston, Esq., at Garfunkel Wild, P.C.
as counsel; Alvarez & Marsal Healthcare Industry Group, LLC, as
financial advisors; and GCG Inc., as claims agent.

Alston & Bird LLP represents the Official Committee of Unsecured
Creditors.  Deloitte Financial Advisory Services LLP serves as the
Committee's as financial advisor.

Sound Shore disclosed assets of $159.6 million and liabilities
totaling $200 million.  Liabilities include a $16.2 million
revolving credit and a $5.8 million term loan with Midcap
Financial LLC.  There is $9 million in mortgages with Sun Life
Assurance Co. of Canada (US) and $11.5 million owing to the New
York State Dormitory Authority.

Neubert, Pepe & Monteith, P.C., represents Daniel T. McMurray, the
patient care ombudsman for Sound Shore.

The Debtors filed for bankruptcy to sell their assets, including
their hospital and nursing home operations, to the Montefiore
health system.  On Aug. 8, 2013, the Bankruptcy Court entered an
order, as affirmed and ratified by a Supplemental Sale Order
entered on Oct. 15, 2013, approving the sale to Montefiore New
Rochelle Hospital, Inc., Schaffer Extended Care Center, Inc.,
Montefiore Mount Vernon Hospital, Inc. and certain related
affiliates.

In June 2013, Montefiore added $4.75 million to its purchase offer
to speed up the sale.  Montefiore raised its bid to $58.75 million
plus furniture and equipment as part of a request for a private
sale of the hospitals.

On Nov. 6, 2013 at 12:01 a.m., the closing of the Sale occurred
and the sale became effective.

Montefiore is represented by Togut, Segal & Segal LLP.


SOUTHERN STATES COOPERATIVE: Moody's Lowers CFR to 'B2'
-------------------------------------------------------
Moody's Investors Service downgraded Southern States Cooperative
Inc.'s ratings, including the Corporate Family Rating to B2 from
B1, Probability of Default Rating to B2-PD from B1-PD, as well as
the second lien note rating to B3 from B2. The ratings outlook is
stable.

The downgrade reflects the increased volatility in operating
performance and credit metrics that has occurred over the past
three years, largely due to adverse weather conditions in Southern
States' markets. While volatility is factored into the company's
ratings, credit metrics have once again deteriorated to levels
that are well outside expectations.

Wet and snowy weather caused delays in key planting and fertilizer
application periods in fiscal 2014, more than offsetting increased
heating fuel and feed sales. The company's revenue declined 8% in
the first nine months ended March 31, 2014, and both EBITDA and
free cash flow were negative. Credit metrics again showed
significant year-over-year deterioration, similar to those
reported in fiscal 2012. Moody's estimates that the company will
likely end the fiscal year with leverage (lease-adjusted
debt/EBITDAR) well in excess of 7 times and interest coverage
(EBITA/Interest) below 1.0 time.

Ratings downgraded:

Corporate Family Rating to B2 from B1

Probability of Default Rating to B2-PD from B1-PD

$130 million second lien notes due 2021 to B3 (LGD5) from B2
(LGD4)

The SGL-3 Speculative Grade Liquidity rating was affirmed,
reflecting the expectation for adequate liquidity.

Ratings Rationale

Southern States' B2 Corporate Family Rating reflects the company's
high degree of earnings and cash flow volatility driven by factors
such as weather and commodity price levels which tend to fluctuate
based on supply and demand. This volatility can lead to
significant fluctuations in sales, profitability and credit
metrics. The rating also reflects Southern States' low absolute
profit margins and limited pricing advantage stemming from the
commoditized nature of its products. The rating is supported by
the company's strong competitive position as an agricultural
supplier in the Mid Atlantic and Southeastern U.S., its highly
diversified customer base, and the favorable long-term
fundamentals of commercial agriculture that underpin stable future
demand for products, including population growth and proliferation
of industrial applications such as production of bio-fuels.

Southern States' liquidity remains adequate, as reflected in the
SGL-3 Speculative Grade Liquidity Rating. While revolver usage has
been moderately higher than expected due to free cash flow
deficits, excess revolver availability has remained ample. The
company typically generates positive free cash flow in its fiscal
fourth quarter, its seasonal peak, repaying revolver balances and
replenishing balance sheet cash.

The stable ratings outlook reflects Moody's expectation that
Southern States will be able to manage the inherent business and
industry risks while maintaining adequate liquidity.

Ratings could be downgraded if liquidity were to erode,
specifically if cash or cash flow generation declines to a point
where excess revolver availability falls below $100 million at any
time. A downgrade could also occur if it appears that operating
performance and credit metrics will not recover from the current
weak levels; particularly if EBITA/Interest were sustained near or
below 1.0 time.

In view of Southern States' high level of business volatility, a
ratings upgrade is unlikely over the near-to-intermediate term.
Over time, the ability to stabilize revenue and earnings
fluctuations while sustainably improving margins and credit
metrics would be viewed positively.

Headquartered in Richmond, Virginia, Southern States Cooperative,
Inc. is a retailer and wholesale supplier of a diversified array
of agricultural products and services, such as fertilizer, seed,
crop protectants, animal feed, petroleum, and farm and home
supplies. Annual revenue is estimated to exceed $2.1 billion.

Southern States Cooperative Inc.'s ratings were assigned by
evaluating factors that Moody's considers relevant to the credit
profile of the issuer, such as the company's (i) business risk and
competitive position compared with others within the industry;
(ii) capital structure and financial risk; (iii) projected
performance over the near to intermediate term; and (iv)
management's track record and tolerance for risk. Moody's compared
these attributes against other issuers both within and outside
Southern States Cooperative Inc.'s core industry and believes
Southern States Cooperative Inc.'s ratings are comparable to those
of other issuers with similar credit risk. Other methodologies
used include Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in June
2009.


SPENDSMART NETWORKS: Isaac Blech Holds 15.5% Equity Stake
---------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Isaac Blech and his affiliates disclosed that
as of Aug. 1, 2014, they beneficially owned 2,605,370 shares of
common stock of SpendSmart Networks, Inc., representing 15.5
percent of the shares outstanding.

On Aug. 1, 2014, the Company entered into a stock option
agreement, pursuant to which it issued a stock option to Isaac
Blech to purchase up to an aggregate of 225,000 shares of Common
Stock at a purchase price of $1.14 per share.  The option was
fully-exercisable upon issuance.

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

                        http://is.gd/EbgAFW

                     About SpendSmart Networks

SpendSmart Networks Inc, formerly The SpendSmart Payments Company,
is a financial solutions company focused on helping teens and
young adults between the ages of 13 and 18 to manage spending.
The Company offers a prepaid reloadable MasterCard with parental
features ranging from giving parents complete control to make
purchase on behalf of their teens to simply monitoring their
teen's purchase transactions.  The Company provides solutions that
facilitate communication between parents and teens while helping
to teach financial responsibility. In March 2014, the Company
acquired SMS Masterminds.

Effective as of June 20, 2014, SpendSmart Networks, Inc. f/k/a The
SpendSmart Payments Company filed an amendment to its newly
adopted Delaware Certificate of Incorporation to change its name
to "SpendSmart Networks, Inc.".

The Spendsmart Payments incurred a net loss and comprehensive loss
of $12.58 million on $1.02 million of revenues for the year ended
Sept. 30, 2013, as compared with a net loss and comprehensive loss
of $21.09 million on $1 million of revenues during the prior year.
The Company's balance sheet at March 31, 2014, showed $14.68
million in total assets, $2.44 million in total liabilities and
$12.24 million in total stockholders' equity.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2013.  The independent auditors noted that
the Company has incurred net losses since inception and has an
accumulated deficit at Sept. 30, 2013.  These factors among others
raise substantial doubt about the ability of the Company to
continue as a going concern.


STG-FAIRWAY ACQUISITIONS: S&P Retains 'B' CCR on Watch Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services retained its ratings on
Atlanta-based STG-Fairway Acquisitions Inc., including its 'B'
corporate credit rating, will remain on CreditWatch with negative
implications.

"We placed the ratings on CreditWatch with negative implications
on May 6, 2014, after the company announced its request to amend
its credit agreement to extend the date it is required to provide
its audited financial statements by an additional 120 days, which
would be Aug. 28, 2014," said Standard & Poor's credit analyst
Rodney Olivero.  "This means we could either lower or affirm the
ratings after we complete our review," said Mr. Olivero.

"Our ratings remain on CreditWatch as the company has not filed
its 2013 audited financial statements. The CreditWatch listing
reflects the heightened risks associated with STG-Fairway's
discovery of accounting errors that we understand only relate to
its 2012 financial statements.  It is our understanding that the
company is delaying the issuance of its 2013 audited financial
statements in order to complete the re-audit of its 2012 financial
statements," S&P noted.

Resolution of the CreditWatch depends on the company's ability to
provide audited financial statements within the requested amended
timeframe which reflect, in S&P's opinion, its financial condition
substantially close to levels it had previously anticipated.  S&P
could lower the ratings if the company cannot provide financial
statements within the requested time period, or if its financial
condition, including credit measures and liquidity, are materially
weaker than S&P had previously anticipated.  S&P believes this
will occur if the company sustains leverage above 5x.  Conversely,
S&P could affirm the ratings if the company provides audited
financial statements within the requested timeframe that reflect
credit measures and liquidity at levels that are reasonably close
to S&P's previous expectations.  Currently, S&P expects the
company's leverage to be in the low- to mid-4x area at year-end
2014 with funds from operations to total debt in the mid- to high-
teens and that liquidity will remain adequate.


TACTICAL INTERMEDIATE: Has Approval to Sell Boot Business
---------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware authorized Tactical Intermediate Holdings, Inc., et al.,
to sell all of their footwear assets to Original Footwear
Holdings, Inc., for $6.9 million, plus the assumption of certain
debts.  An auction for the Wellco and Altama combat boot lines was
canceled after no competing bid was timely received.

The Debtors will come back to Court on Aug. 22 to seek approval of
the sale of their Massif clothing business to Massif Apparel
Enterprises, LLC, for $13 million comprised of an $8 million cash
purchase price, plus a $5 million contingency payment.  An auction
will be conducted on Aug. 20 if more than one competing bids for
the assets are timely received.

                 About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TELEXFREE LLC: Grand Jury Charges Heads With Pyramid Scheme
-----------------------------------------------------------
Law360 reported that a federal grand jury in Massachusetts charged
the owners of bankrupt TelexFree Inc. with fraud and conspiracy in
connection with the purported Internet telephone service company
that authorities and investors contend was little more than a $1.1
billion pyramid scheme.  According to the indictment, TelexFree
founders James M. Merrill, 53, of Ashland, Massachusetts, and
Carlos N. Wanzeler, 45, of Northborough, Massachusetts, operated
the company as an elaborate Ponzi-type scheme, in which it derived
the bulk of its revenue not through sales of its "voice-over-
internet-protocol."

                         About TelexFREE

TelexFREE -- http://www.TelexFREE.com-- is a telecommunications
business that uses multi-level marketing to assist in the
distribution of voice over internet protocol telephone services.
TelexFREE's retail VoIP product, 99TelexFREE, allows for unlimited
international calling to seventy countries for a flat monthly rate
of $49.90.  TelexFREE has over 700,000 associates or promoters
worldwide.

The company believes the sales of the 99TelexFREE product, the
TelexFREE "app," and other new products will ultimately prove
successful and profitable.  The company is struggling, however,
with several factors that required it to seek chapter 11
protection.  First, the Company experienced exponential growth in
revenue between 2012 and 2013 (from de minimus amounts to over
$1 billion), which put tremendous pressure on the Company's
financial, operational and management systems.  Second, although
the company revised its original compensation plan to promoters in
order to address certain questions that were raised regarding such
plan, the company believes that the plans need to be further
revised.  Finally, the trailing liabilities arising from the
original compensation plan are difficult to quantify and have
resulted in substantial asserted liabilities against the company,
a number of which may not be valid.

TelexFREE LLC and two affiliates sought bankruptcy protection
(Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014.

Alvarez & Marsal North America, LLC is serving as restructuring
advisor and Greenberg Traurig, LLP and Gordon Silver are serving
as legal advisors to TelexFREE.  Kurtzman Carson Consultants LLC
serves as claims and noticing agent.

TelexFREE, LLC, estimated $50 million to $100 million in assets
and $100 million to $500 million in liabilities.

TelexFREE is facing accusations of operating a $1 billion-plus
pyramid scheme.

In May, the Court approved the motion by the U.S. Securities &
Exchange Commission to transfer the venue of the Debtors' cases to
the U.S. Bankruptcy Court, District of Massachusetts (Bankr. D.
Mass. Case Nos. 14-40987, 14-40988 and 14-40989).  The Court
entered an order in relation to the venue transfer stating that
the cases remain jointly administered, and KCC will continue to
serve as claims processing agent.

The Debtors had opposed to the motion, stating that while the SEC
contends that the Massachusetts Bankruptcy Court is more
convenient for the SEC, the SEC has failed entirely to meet its
burden to show that the Massachusetts Bankruptcy Court is better
than the Nevada Bankruptcy Court for administration of the Chapter
11 Cases.  The Debtors chose the Nevada Bankruptcy Court because,
inter alia, TelexFREE Nevada, a Nevada entity, is a counter-party
to more than 700,000 contracts governed by Nevada law.

TEMPLAR ENERGY: S&P Revises Outlook to Pos. & Affirms 'B' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Oklahoma City-based Templar Energy LLC to positive from stable and
affirmed its 'B' corporate credit rating on the company.  The
rating action follows the announcement of Templar's proposed
acquisition of Granite Wash assets from Newfield Exploration Co.

S&P's issue rating on the company's second-lien term loan remains
'B-' (one notch lower than the corporate credit rating) with a
recovery rating of '5', indicating S&P's expectation of modest
(10% to 30%) recovery in the event of a payment default.  The
recovery ratings incorporate an increase in the company's proven
reserves, using a company-provided midyear 2014 (pro forma for the
transaction) PV10 report, which is computed using S&P's recovery
price deck assumptions, as well as an increase in the senior
secured credit facility size and additional second-lien secured
debt.

The positive outlook on Templar reflects increased size and scale
of oil and gas reserves and production following the acquisition.
Templar is acquiring 41,000 net acres for $588 million (which S&P
expects will be reduced for purchase price adjustments from the
effective date of July 1), which is contiguous with its existing
core acreage in the Granite Wash formation.  S&P expects the
acquisition to be financed entirely with debt, which will increase
leverage in the near term.  Templar has operations primarily in
the Anadarko Basin across the Texas panhandle and Oklahoma.

"The positive outlook on Templar reflects our expectation that the
company will close the transaction with the proposed financing and
amendments to its RBL facility and will continue to expand its
reserves and production," said Standard & Poor's credit analyst
Michael Tsai.  "We could raise the rating if the company decreases
leverage to below 4x and increase FFO to debt to above 20% on a
sustained basis while also maintaining adequate liquidity."

S&P could revise the outlook to stable if the company were unable
to improve its credit measures.  Such a scenario would likely
result from lower-than-projected hydrocarbon price realizations,
lower production than anticipated from the Newfield assets, a more
aggressive financial policy that increases leverage, or if the
company's capital spending does not result in a commensurate
increase in production.


THOMPSON CREEK: Reports $61.6 Million Net Income in Second Qtr.
---------------------------------------------------------------
Thompson Creek Metals Company Inc. filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing net income of $61.6 million on $248.4 million of total
revenues for the three months ended June 30, 2014, compared to a
net loss of $19.2 million on $117.8 million of total revenues for
the three months ended June 30, 2013.

For the six months ended June 30, 2014, the Company reported net
income of $22.5 million on $409.4 million of total revenues,
compared to a net loss of $18.3 million on $226.5 million of total
revenues for the same period last year.

The Company's balance sheet at June 30, 2014, showed $3.05 billion
in total assets, $1.92 billion in total liabilities, and $1.13
billion in shareholders' equity.

Total cash and cash equivalents at June 30, 2014, were $216.1
million compared to $202.7 million at March 31, 2014 and $233.9
million at Dec. 31, 2013.

"We are pleased with our improving safety performance, operational
results and ending cash position," said Jacques Perron, chief
executive officer of Thompson Creek.  "We ended the quarter with
an increase in cash from the first quarter of this year, which is
another significant milestone for our Company following the
completion of Mt. Milligan Mine.  During the second quarter of
2014, we continued to focus on execution at Mt. Milligan and
achieved an average mill throughput of 48,065 tonnes per day for
the month of June 2014 and experienced improvements in both copper
and gold recoveries.  Looking ahead, management will remain
focused on the Mt. Milligan ramp-up.  We continue to expect
fluctuations in mill throughput until we consistently achieve
approximately 80% of design capacity, which we expect by year-end
2014, and 100% by year-end 2015."

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

                        http://is.gd/xa8Vlu

                    About Thompson Creek Metals

Thompson Creek Metals Company Inc. --
http://www.thompsoncreekmetals.com/-- is a diversified North
American mining company.  The Company's principal operating
properties are its 100%-owned Mt. Milligan Mine, an open-pit
copper and gold mine and concentrator in British Columbia, its
100%-owned TC Mine, an open-pit molybdenum mine and concentrator
in Idaho, its 75% joint venture interest in the Endako Mine, an
open-pit molybdenum mine, concentrator and roaster in British
Columbia, and the Langeloth Metallurgical Facility in
Pennsylvania.  The Company's development projects include the Berg
property, a copper, molybdenum, and silver exploration property
located in British Columbia and the Maze Lake property, a gold
exploration project located in the Kivalliq District of Nunavut,
Canada.  The Company's principal executive office is located in
Denver, Colorado.

                           *     *     *

As reported by the TCR on July 1, 2014, Standard & Poor's Ratings
Services said it raised its long-term corporate credit rating on
mining company Thompson Creek Metals Co. to 'B-' from 'CCC+'.
"The upgrade primarily reflects the decline in liquidity risk
Thompson Creek faces following commercial production from its
Mt. Milligan mine and reduced capital requirements associated with
the project," said Standard & Poor's credit analyst Jarrett
Bilous.

In the May 9, 2012, edition of the TCR, Moody's Investors Service
downgraded Thompson Creek Metals Company Inc.'s Corporate Family
Rating (CFR) and probability of default rating to Caa1 from B3.
Thompson Creek's Caa1 CFR reflects its concentration in
molybdenum, relatively small size, heavy reliance currently on two
mines, and the need for favorable volume and price trends in order
to meet its increasingly aggressive capital expenditure
requirements over the next several years.


TRULAND GROUP: Petitions Filed to Force Affiliates into Bankruptcy
------------------------------------------------------------------
Sarah Halzack and Thomas Heath, writing for The Washington Post,
reported that a group of pension and trust funds for local
electrical workers has filed petitions to force companies
affiliated with Truland Group into bankruptcy amid reports that
the Reston-based electrical contractor is winding down operations.

According to the report, the petitions were filed in a federal
courthouse in Baltimore asking a judge to begin Chapter 7
proceedings against various Truland affiliates.


UNIVERSITY GENERAL: Cost Reductions of $13-Mil. Anticipated
-----------------------------------------------------------
University General Health System, Inc., announced the
implementation of cost containment measures that are expected to
result in permanent cost reductions and savings in excess of $13
million annually.  The cost saving measures included salary and
work force reductions, along with cutbacks in, or the elimination
of, certain marketing and other initiatives that previously did
not produce the desired outcomes.

UGH - Houston implemented an additional $2.7 million in permanent
annualized cost reductions, in addition to previously reported
expense reductions, some of which were seasonal in nature.
Hospital Outpatient Departments accounted for $0.7 million in
projected annual cost savings, UGHS Management Services expects to
benefit from $3.1 million in annual expense reductions, Support
Services lowered its costs by $2.2 million annually, and UGH -
Dallas reduced expenses on an annual basis by $4.7 million.  Some
of these cost savings resulted from the elimination of nearly 100
jobs within the Company's operating network.

"Given the dynamic nature of the health care industry and our
disappointing financial performance in 2013, we determined that
drastic measures were required to remain competitive and restore
profitability," stated Hassan Chahadeh, MD, Chairman and chief
executive officer of University General Health System, Inc.
"While the implementation of these permanent cost-saving measures
were often difficult, they were necessary and we are hopeful they
will result in a positive impact upon our financial results during
the balance of 2014 and in future years.  We will also continue to
focus on strategic relationships, the divestiture of non-core
assets and the elimination of non-performing assets."

                      About University General

University General Health System, Inc., located in Houston, Texas,
is a diversified, integrated multi-specialty health care provider
that delivers concierge physician- and patient-oriented services.
UGHS currently operates one hospital and two ambulatory surgical
centers in the Houston area.  It also owns a revenue management
company, a hospitality service provider and facility management
company, three senior living facilities and manages six senior
living facilities.

University General reported a net loss attributable to common
shareholders of $35.70 million on $163.98 million of total
revenues for the year ended Dec. 31, 2013, as compared with a net
loss attributable to common shareholders of $3.97 million on
$113.22 million of total revenues for the year ended Dec. 31,
2012.

As of Dec. 31, 2013, the Company had $183.26 million in total
assets, $186.91 million in total liabilities, $2.97 million in
series C convertible preferred stock, and a $6.61 million total
deficit.

Moss, Krusick & Associates, LLC, in Winter Park, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has negative working capital and
relative low levels of cash and cash equivalents.  These
conditions raise substantial doubt about its ability to continue
as a going concern, the auditors said.


UNITED AMERICAN: Now a Nevada Corporation
-----------------------------------------
United American Healthcare Corporation converted from a Michigan
corporation into a Nevada corporation.  The Conversion was
effected by the filing of a Certificate of Conversion with the
Michigan Department of Licensing and Regulatory Affairs on
July 28, 2014, and Articles of Conversion with the Nevada
Secretary of State on July 30, 2014, in each case with an
effectiveness date of Aug. 1, 2014.  The Conversion was approved
by the shareholders of the Company at a meeting of the
shareholders held on Dec. 13, 2013.

In connection with the Conversion, the Company also filed with the
Nevada Secretary of State on July 30, 2014, a Plan of Conversion
and Articles of Incorporation that are substantially identical to
the proposed Plan of Conversion and Articles of Incorporation
which were furnished as exhibits to the Company's Definitive Proxy
Statement on Schedule 14A filed on Nov. 1, 2013.

In addition, the Bylaws of United American Healthcare Corporation,
a Nevada corporation, are substantially identical to the proposed
Bylaws which were furnished as exhibits to the Company's
Definitive Proxy Statement on Schedule 14A filed on Nov. 1, 2013.
The Company's Bylaws are available for free at http://is.gd/cHe9TH

                       About United American

Chicago-based United American Healthcare, through its wholly owned
subsidiary Pulse Systems, LLC, provides contract manufacturing
services to the medical device industry, with a focus on precision
laser-cutting capabilities and the processing of thin-wall tubular
metal components, sub-assemblies and implants, primarily in the
cardiovascular market.

The Company disclosed a net loss of $769,000 on $3.23 million of
contract manufacturing revenue for the six months ended Dec. 31,
2013, as compared with net income of $82,000 on $3.83 million of
contract manufacturing revenue for the same period in 2012.

Bravos & Associates, CPA's, in Bloomingdale, Illinois, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company's liabilities and working capital
raise substantial doubt about its ability to continue as a going
concern.

The Company's balance sheet at March 31, 2014, showed $14.95
million in total assets, $13.11 million in total liabilities and
$1.84 million in total shareholders' equity.


US SHALE SOLUTIONS: Moody's Assigns 'B3' Corporate Family Rating
----------------------------------------------------------------
Moody's assigned a B3 Corporate Family Rating (CFR) to US Shale
Solutions, Inc. and a B3 rating to the company's proposed $210
million senior secured notes due 2017. Moody's also assigned a
stable rating outlook. These are first time ratings for US Shale.

The proceeds from the notes will be used to finance the
acquisition of four oilfield services companies: Ritter
Construction Company (Ritter), W. Pidhirney Welding Ltd (WPW),
Culberson Construction, Inc. (CCI) and J4 Fluid Services, Inc.
(J4). All four will be combined and operate as US Shale.

"US Shale's B3 rating reflects its modest size, the volatile
earnings inherent in the oilfield services sector, and relatively
high debt level at the close of the notes financing," commented
Arvinder Saluja, Moody's Analyst. "While we recognize the scale
benefits of combining four entities into one, there are
operational challenges in executing this type of integration,
which is also incorporated in our B3 rating."

Assignments:

Issuer: US Shale Solutions, Inc.

Corporate Family Rating: B3

Probability of Default Rating: B3-PD

Senior Secured Notes Rating: B3

Speculative Grade Liquidity Rating: SGL-3

Rating Outlook: Stable

Ratings Rationale

In July 2014, US Shale entered into separate but coordinated
transactions to acquire Ritter, WPW, CCI and J4 for an aggregate
purchase price of $261 million. Each entity will become a wholly
owned subsidiary of US Shale and Ritter, CCI and J4 will serve as
guarantors of the proposed notes. WPW is a Canadian company that
will not guarantee the notes. The combined company is a full
service provider of infrastructure, fluids and completions
services with a focus on unconventional resource plays. US Shale's
primary offerings are well site construction, wellhead hookups,
surface equipment, pipeline and facility construction and
maintenance.

US Shale's B3 CFR reflects the company's modest scale with limited
tangible assets, product lines with low barriers to entry,
exposure to the cyclical exploration and development activity in
the oil and gas industry, customer concentration with top three
accounting for roughly half of the consolidated revenues,
execution risks entailed in the integration of acquired companies,
and high debt level pro forma for the transaction. US Shale is
expected to derive over 85% of its revenues from infrastructure
services geared towards E&P companies. As is typical for most of
its peers, the majority of its services will not be not provided
under long term contracts. Nonetheless, US Shale's CFR is
supported by the four predecessor companies' operational history
and customer relationships, the continued favorable industry
fundamentals, its focus on unconventional plays and basins with
attractive production returns, and modest geographical
diversification. The ongoing strength in oil prices is
underpinning the development of shale plays in North America, and
US Shale is expected to be a beneficiary of that trend.

Although, pro-forma for the notes offering, leverage will be about
4 times, Moody's expect it to reduce by year-end 2014. While
Moody's anticipate leverage to gradually decline as earnings grow
organically and through bolt-on acquisitions, Moody's also
recognize the inherent cyclicality of the oilfield services sub
sector.

The B3 rating on the proposed senior secured notes, at the same
level at the B3 CFR, reflects the predominance of the notes in the
capital structure. The notes are secured by a first priority lien
on substantially all of the company's existing and future property
and assets. However, Moody's believe that in case of distress, the
collateral would not be sufficient to provide full coverage to the
notes. In addition, if US Shale enters into a senior secured
credit facility, the notes will also be contractually subordinated
to the credit facility which is likely to be periodically utilized
for working capital needs.

US Shale has adequate liquidity as reflected by its SGL-3
Speculative Grade Liquidity Rating. Pro forma for the financing
transaction, the company will have a modest cash balance around
$15 million. US Shale has expressed its intent to enter into a $30
million senior secured credit facility, though there is no
facility in place at this time. There are two financial covenants
governing the notes, one limiting net leverage to below 4.25x and
a second limiting capital expenditures to 40% of the previous
year's consolidated EBITDA for 2015. The second covenant is
expected to step down to 35% thereafter. Moody's expect US Shale
to maintain compliance with these covenants through 2015.

The stable rating outlook incorporates the expectation that viable
integration plans will be put in place shortly after the close of
the financing and the acquisition transactions.

The ratings are unlikely to be upgraded in the near term. However,
if the company's revenue base approaches $500 million with
commensurate increase in EBITDA, and leverage remains sustainably
under 2.5x, a positive rating action could be considered. On the
other hand, ratings could be lowered if the exploration and
development activity in North America slows meaningfully, key
customers are lost, internal control issues persist beyond 2014,
liquidity deteriorates, or leverage remains above 4.0x for more
than two quarters.

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

US Shale Solutions, Inc. is an oilfield services provider
headquartered in Houston, Texas.


WEST CORP: Reports $47.7 Million Net Income in Second Quarter
-------------------------------------------------------------
West Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $47.75 million on $691.06 million of revenue for the three
months ended June 30, 2014, as compared with net income of $43.66
million on $672.69 million of revenue for the same period last
year.

For the six months ended June 30, 2014, the Company reported net
income of $94.03 million on $1.36 billion of revenue as compared
with net income of $46.72 million on $1.33 billion of revenue for
the six months ended June 30, 2013.

As of June 30, 2014, the Company had $3.87 billion in total
assets, $4.54 billion in total liabilities and a $672.74 million
total stockholders' deficit.

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

                        http://is.gd/L8bzDV

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

West Corp posted net income of $143.20 million in 2013, as
compared with net income of $125.54 million in 2012.  The
Company's balance sheet at March 31, 2014, showed $3.54 billion in
total assets, $4.25 billion in total liabilities and a $709.40
million total stockholders' deficit.

                         Bankruptcy Warning

The Company said in its quarterly report for the period ended
March 31, 2014, "If we cannot make scheduled payments on our debt,
we will be in default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation."

                           *    *     *

As reported by the TCR on June 20, 2014, Standard & Poor's Ratings
Services affirmed all existing ratings, including the 'BB-'
corporate credit rating, on Omaha, Neb.-based business process
outsourcer West Corp.  The rating outlook is stable.

"In our view, the rating on West Corp. reflects our expectation
that leverage will remain relatively high, in the 4x to 5x area
over the intermediate term, as the company will continue its
acquisition-oriented growth strategy, albeit under a less
aggressive financial policy," the rating agency said.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company," stated Moody's analyst Suzanne Wingo.


YONKERS RACING: Moody's Alters Outlook to Neg & Affirms B1 CFR
--------------------------------------------------------------
Moody's Investors Service revised the rating outlook of Yonkers
Racing Corporation to negative from stable. The company's B1
Corporate Family Rating and B1-PD Probability of Default Rating
were affirmed. The Ba3 rating on Yonkers' first lien term loan and
B3 rating on its second lien term loan were also affirmed.

The rating outlook revision to negative is in response to the drop
in earnings that occurred in the company's second quarter ended
June 30, 2014, and Moody's expectation that despite a positive
free cash flow profile, good liquidity and strong market
characteristics, uncertain gaming demand trends could make it
difficult for Yonkers to reduce its leverage back down to a level
Moody's consider more appropriate for its current rating. Yonkers
ratings could be lowered if it appears that company will not be
able to reduce debt/EBITDA to near 6.0 times by the end of fiscal
2015. An outlook revision back to stable is possible if Moody's
believes that Yonkers can meet this leverage target and time
frame.

Yonkers owns and operates a gaming and entertainment facility
comprised of Empire City Casino -- a 140,000 square-foot casino
featuring 5,297 gaming positions (including slot machines and
electronic table games), and Yonkers Raceway -- a harness race
track featuring pari-mutuel wagering on live and simulcast horse
races. The facility, which is located in Yonkers, New York, is
owned and operated by the Rooney family of Pittsburgh. Yonkers is
a private company and does not disclose detailed financial
information to the public. The company reported net revenue of
$206 million for the latest 12-month period ended June 30, 2014.

Ratings Rationale

Yonkers' B1 Corporate Family Rating reflects its small size,
single property concentration risk, and high leverage. Debt/EBITDA
for the latest 12-month period ended June 30, 2014 was
significant, at over 7.0 times. The ratings also take into account
our view that U.S. consumers, under continued pressure from weak
growth in disposable personal income and increasing living
expenses, will continue to limit their spending to items more
essential than gaming, leaving less funds available for this
highly discretionary form of entertainment.

Positive rating consideration is given to our expectation that
despite high leverage and an extremely challenging operating
environment, Yonkers will generate positive free cash flow in the
range of about $20 million in each of the next two years, a
portion of which will go towards the repayment of debt above and
beyond the scheduled amounts. The ratings are further supported by
the favorable demographics and limited direct competition allowed
in the company's primary market, the New York City metropolitan
area. Empire City is one of only two properties in the New York
City market that are authorized to operate a casino under New York
State law.

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


YONKERS RACING: S&P Lowers CCR to 'B' on Weak Performance
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on New York-based gaming operator Yonkers Racing Corp. to
'B' from 'B+'.  The rating outlook is stable.

At the same time, S&P lowered its issue-level ratings on Yonkers'
first-out revolving credit facility to 'BB-' from 'BB', on the
first-lien term loan to 'B+' from 'BB-', and on the second-lien
term loan to 'CCC+' from 'B-'.  The recovery ratings on all these
issues are unchanged.

The downgrade reflects S&P's reduced forecast for run-rate EBITDA
to the low- to mid-$40-million range through 2015 and S&P's
expectation that debt to EBITDA will increase to about 7x for the
full year 2014 and be in the low- to mid-6x range in 2015.  EBITDA
fell in the mid-20% area in the first half of 2014 from the
comparable period in 2013, and we expect EBITDA to drop about 20%
for the full year.

"Although operating performance in the first half was hurt in part
by inclement weather, we believe discretionary spending will
remain pressured for many of Yonkers' customers and result in
continued declines in slot machine revenue for at least the next
few quarters," said Standard & Poor's credit analyst Ariel
Silverberg.  "Furthermore, we believe expenses will remain high
year-over-year in 2014 because of new amenities that opened in
early and mid-2013.  We believe, however, that expenses will begin
to stabilize in 2015," she continued.

The downgrade also reflects S&P's reassessment of Yonkers'
business risk profile to "vulnerable" from "weak," as defined in
S&P's criteria, reflecting its belief that EBITDA will likely be
more volatile than S&P expected, primarily because of increased
competition in Yonkers' regional market and the need to increase
spending from time to time to offset this effect.  The assessment
also reflects the stringent revenue allocation structure with New
York State that results in a lower EBITDA margin relative to that
of other commercial gaming operators; and the company's reliance
on a single property for cash flow generation, which heightens
exposure to event risk, regional economic weakness, and adverse
changes to the competitive environment.

The stable outlook reflects S&P's expectation for EBITDA to
stabilize in the low- to mid-$40-million range through 2015, which
should create sufficient discretionary cash flow generation for
debt reduction during the next few years.

S&P could lower the ratings if EBITDA generation is weaker than it
currently forecasts, resulting in EBITDA coverage of interest
falling below 2x, or if S&P lowers its assessment of Yonkers'
currently "strong" liquidity profile.

S&P could consider raising the ratings if it believed Yonkers'
EBITDA generation would stabilize over the long run at a level
that would support debt reduction and debt to EBITDA below 5x.  In
addition, S&P would need greater clarity about the location and
timing of any new regional competition.


ZOGENIX INC: Posts $62.9 Million Net Income in Second Quarter
-------------------------------------------------------------
Zogenix, Inc., reported net income of $62.86 million on $9.16
million of total revenue for the three months ended June 30, 2014,
as compared with a net loss of $13.33 million on $8.94 million of
total revenue for the same period last year.

For the six months ended June 30, 2014, the Company reported net
income of $41.93 million on $16.83 million of total revenue as
compared with a net loss of $34.38 million on $15.92 million of
total revenue for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $133.29
million in total assets, $64.98 million in total liabilities and
$68.31 million in total stockholders' equity.

Cash and cash equivalents as of June 30, 2014, were $81.2 million.

Cash and cash equivalents as of June 30, 2014, were $81.2 million.
Additionally, restricted cash was $8.5 million as of June 30,
2014, consisting of the portion of proceeds from the sale of the
SUMAVEL DosePro business to Endo required to be held in escrow
until May 2015.

Roger Hawley, chief executive officer of Zogenix, stated, "In the
first full quarter of the launch of Zohydro ER there continues to
be steady growth in prescriptions and positive feedback from
prescribers and patients on Zohydro ER and our safe use offerings.
With only 5 months of product availability, we have approximately
2,800 prescribers and 15,000 prescriptions.  We also announced an
updated development timeline for our abuse deterrent formulations
of Zohydro ER, and remain on track to file the supplemental New
Drug Application by October 2014 for the first formulation, with
potential approval in early 2015."

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

                        http://is.gd/tb37x3

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported a net loss of $80.85 million in 2013, as compared
with a net loss of $47.38 million in 2012.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.

* CalPERS Pulls Back from Hedge Funds
-------------------------------------
Dan Fitzpatrick, writing for The Wall Street Journal, reported
that public pensions from California to Ohio are backing away from
hedge funds because of concerns about high fees and lackluster
returns.  According to the report, those having second thoughts
include officials at the largest public pension fund in the U.S.,
the California Public Employees' Retirement System, or Calpers.
Its hedge-fund investment is expected to drop this year by 40%, to
$3 billion, amid a review of that part of the portfolio, the
Journal said, citing a person familiar with the changes.  The
retreat comes after many pension funds poured money into hedge
funds in recent years in hopes of making up huge shortfalls, the
report related.


* After Split Vote, SEC Approves Rules on Money Market Funds
------------------------------------------------------------
William Alden, writing for The New York Times' DealBook, reported
that regulators imposed new restrictions on a vast market that
played a significant role in the 2008 financial crisis.  According
to the report, the Securities and Exchange Commission voted 3 to 2
to adopt a set of new rules for money market funds, a $2.6
trillion industry where ordinary individuals and sophisticated
institutions alike park their money.  The rules come after years
of debate among regulators and lobbying from Wall Street, the
report noted.


* Money Funds Embrace SEC's Rules to Escape FSOC
------------------------------------------------
Dave Michaels, writing for Bloomberg News, reported that given a
choice between a regulator whose mission is to promote growth
through investment, or an unfamiliar committee dominated by the
Federal Reserve, the mutual-fund industry opted for the devil it
knew.  According to the report, the threat of regulation by the
Financial Stability Oversight Council, an umbrella group charged
with monitoring regulators' blind spots, encouraged fund companies
to negotiate with the Securities and Exchange Commission on new
rules for money-market mutual funds that were approved on July 23.


* SEC Tells S&P It Could Face Enforcement Action
------------------------------------------------
Timothy W. Martin, writing for The Wall Street Journal, reported
that the Securities and Exchange Commission told Standard & Poor's
Ratings Services that it could face an enforcement action for
alleged securities fraud regarding six commercial real-estate
deals in 2011, according to a filing by S&P parent McGraw Hill
Financial Inc.  According to the report, the so-called Wells
Notice sent to McGraw Hill on July 22 states that the SEC has made
a preliminary determination that an enforcement action should be
taken.  The notice is neither a formal allegation nor a finding of
wrongdoing, McGraw Hill said, the report related.


* Why More Companies Want Pensions Off Their Books
--------------------------------------------------
Michael A. Fletcher, writing for The Washington Post, reported
that Verizon, General Motors, Ford and, recently, ketchup kingpin
Heinz, have all moved part of their pension obligations off their
books and into annuities run by insurance companies.  According to
the report, the move, called de-risking, requires companies to pay
a lump sum to purchase a group annuity from an insurance company.

The insurer then takes over the retirement payments, wiping
troubling and erratic pension obligations off the books of the
purchaser, the report related.  The Post said the change offers an
opportunity to shed volatile risk.


* Argentina Sues U.S. in International Court of Justice
-------------------------------------------------------
Ken Parks, writing for The Wall Street Journal, reported that
Argentina has asked the International Court of Justice to hear a
lawsuit it wants to bring against the U.S. in a high-stakes legal
battle between the South American nation and some of its creditors
over unpaid debts.  According to the Journal, citing the tribunal,
Argentina's petition says that decisions by U.S. courts in the
dispute have violated its sovereignty.  However, the U.S. would
have to accept the International Court of Justice's jurisdiction
for a lawsuit to move forward, something that has happened in only
22 cases since the tribunal began working in 1946, the Journal
related.


* Carl Marks' Partners Recognized by Turnarounds & Workouts
-----------------------------------------------------------
Carl Marks Advisors, a consulting and investment banking advisor
to middle-market companies, on Aug. 7 disclosed that partners,
Mark Claster, Warren Feder, Duff Meyercord, Evan Tomaskovic, and
Christopher Wu have been recognized in the latest Special Report
on Outstanding Investment Banking Firms by Turnarounds & Workouts,
a leading bankruptcy, restructuring, and distressed investing
publication that reports on industry news and analysis.

The recognition honors firms that are routinely retained in the
most complex and sophisticated restructuring transactions.
Honorees are selected by the publication's editorial staff based
upon recent representations, as well as nominations received from
leading restructuring professionals nationwide.  Carl Marks was
honored for its achievements pertaining to the following
engagements:

    * Representing debtors in Green Field Energy Services,
      Landauer-Metropolitan Inc., and American Bancorporation

    * Representing secured lenders in the sale of Biofuel Energy's
      ethanol assets to Green Plains Renewable Energy

    * Representing secured lenders in Corinthian Colleges

    * Representing unsecured creditors committees in Rogers
      Bancshares, North Texas Bancshares, First Mariner, and
      Natrol

"It's an honor to be recognized for our team's accomplishments
over the past year," said, Christopher Wu, partner at Carl Marks
Advisors.  "To be distinguished alongside industry front-runners
is a testament to the fact that we're consistently helping
companies resolve challenges by designing and executing plans that
enable successful transactions from start to close."

Carl Marks Advisors was among only 12 firms recognized in 2014.
Turnarounds & Workouts tracks distressed businesses in the U.S.
and Canada, and releases annual lists of the outstanding firms and
professionals working in the bankruptcy, corporate renewal,
investment, turnaround, and restructuring industries.

                    About Carl Marks Advisors

Carl Marks Advisory Group LLC -- http://www.carlmarks.com-- is a
New York-based consulting and investment banking advisory firm
serving middle-market companies, provides an array of financial
and operational services, including mergers and acquisitions
advice, sourcing of capital, financial restructuring plans,
strategic business assessments, improvement plans and interim
management.

The award-winning firm was included in the Global M&A Network 2014
annual listing of the Top 100 Restructuring and Turnaround
Professionals; received the 2013 & 2014 Turnaround Atlas Awards'
Middle Market Restructuring Investment Banker of the Year; 2013
M&A Advisor's Sector Financing Deal of the Year (Real Estate); the
2013 Turnaround Atlas Awards' Healthcare Services Turnaround of
the Year and Mid Markets Restructuring Investment Bank of the
Year.


* Gavin/Solmonese's Weitz Joins People's Emergency Center's Board
-----------------------------------------------------------------
Gavin/Solmonese Managing Director Wayne P. Weitz was recently
elected to the board of directors of The People's Emergency Center
(PEC), a West Philadelphia agency dedicated to nurturing families,
strengthening neighborhoods and driving change in West
Philadelphia.

Mr. Weitz was one of four new directors added to the board, and he
will serve a three-year term.

He is a senior financial professional with more than 25 years of
experience advising clients and executing transactions as a
principal in corporate finance and capital structure optimization,
restructuring, mergers and acquisitions, financial management, and
bankruptcy.  Mr. Weitz was recently named one of the top business
professionals making their mark in turnaround, bankruptcy and
restructuring by Turnarounds & Workouts (T&W) in its "People To
Watch" list for 2014.  He began his career as an investment banker
and has completed nearly 100 acquisitions, dispositions, and
capital formation transactions.

Mr. Weitz earned a Bachelor of Arts degree in economics and
politics from Brandeis University and a Master's in Business
Administration (MBA) in finance and accounting from the University
of Chicago Booth School of Business.

                  About People's Emergency Center

People's Emergency Center -- http://www.pec-cares.org-- nurtures
families, strengthens neighborhoods, and drives change.  It is
committed to increasing equity and opportunity throughout our
entire community.  It provides comprehensive support services to
families experiencing homelessness, revitalizes its West
Philadelphia neighborhood, and advocate for social justice.  Its
community development arm, PEC Community Development Corporation,
revitalizes the West Philadelphia neighborhood where PEC provides
services.  Together, PEC and PECCDC build strong families and
strong communities.

                      About Gavin/Solmonese

Whether it's protecting a company or its creditors from failure,
deploying new leadership, or reversing antiquated thinking,
Gavin/Solmonese -- http://www.gavinsolmonese.com-- leads
companies to measurable bottom line improvement.  Named one of the
country's Outstanding Turnaround Firms by Turnarounds & Workouts,
the Gavin/Solmonese Corporate Restructuring Group provides
leadership for underperforming and troubled companies and their
stakeholders, helping businesses maximize value for owners,
investors, creditors and employees.  The Gavin/Solmonese Corporate
Engagement & Public Affairs Group leads organizations through
critical strategic thinking and tactical planning, creating better
connections with consumers, decision makers and the media,
resulting in market share growth and higher profitability.


* BOOK REVIEW: The Money Wars: The Rise and Fall of the Great
               Buyout Boom of the 1980s
-------------------------------------------------------------
Author:     Roy C. Smith
Publisher:  Beard Books
Softcover:  370 pages
List Price: $34.95
Review by David Henderson

Get your own personal today at http://is.gd/kxvqjA

Business is war by civilized means.  It won't get you a tailhook
landing on an n aircraft carrier docked in San Diego, but the
spoils of war can be glorious to behold.

Most executives do not approach business this way.  They are
content to nudge along their behemoths, cash their options, and
pillage their workers.  This author calls those managers "inertia
ridden."  He quotes Carl Icahn describing their companies as run
by "gross and widespread incompetent management."

In cycles though, the U.S. economy generates a few business
warriors with the drive, or hubris, to treat the market as a
battlefield.  The 1980s saw the last great spectacle of business
titans clashing.  (The '90s, by contrast, was an era of the
investment banks waging war on the gullible.)  The Money Wars is
the story of the last great buyout boom.  Between 1982 and 1988,
more than ten thousand transactions were completed within the U.S.
alone, aggregating more than $1 trillion of capitalization.

Roy Smith has written a breezy read, traversing the reader through
an important piece of U.S. history, not just business history. Two
thirds of the way through the book, after covering early twentieth
century business history, the growth of financial engineering
after WWII, the conglomerate era, the RJR-Nabisco story, and the
financial machinations of KKR, we finally meet the star of the
show, Michael Milken.  The picture painted by the author leads the
reader to observe that, every now and then, an individual comes
along at the right time and place in history who knows exactly
where he or she is in that history, and leaves a world-historical
footprint as a result.  Whatever one may think of Milken's ethics
or his priorities, the reader will conclude that he is the
greatest financial genius this country has produced since J.P.
Morgan.

No high-flying financial era has ever happened in this country
without the frothy market attracting common criminals, or in some
cases making criminals out of weak, but previously honest men (and
it always seems to be men).  Something there is about testosterone
and money.  With so many deals being done, insider trading was
inevitable.  Was Michael Milken guilty of insider trading?
Probably, but in all likelihood, everybody who attended his lavish
parties, called "Predators' Balls," shared the same information.
Why did the Justice Department go after Milken and his firm,
Drexel Burnham Lambert with such raw enthusiasm?  That history has
not yet been written, but Drexel had created a lot of envy and
enemies on the Street.

When a better history of the period is written, it will be a study
in the confluence of forces that made Michael Milken's genius
possible: the sclerotic management of irrational conglomerates, a
ready market for the junk bonds Milken was selling, and a few
malcontent capitalist like Carl Icahn and Ted Turner, who were
ready and able to wage their own financial warfare.

This book is a must read for any student of business who did not
live through any of these fascination financial eras.

Roy C. Smith is a professor of entrepreneurship, finance and
international business at NYU, and teaches on the faculty there of
the Stern School of Business.  Prior to 1987, he was a partner at
Goldman Sachs.  He received a B.S. from the Naval Academy in 1960
and an M.B.A. from Harvard in 1966.


                             *********

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.


                  *** End of Transmission ***