TCR_Public/140812.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Tuesday, August 12, 2014, Vol. 18, No. 223

                            Headlines

710 LONG RIDGE: 2nd Circ. Won't Hear Appeal of Contempt Order
ACOSTA HOLDCO: Moody's Assigns 'B2' Corporate Family Rating
ADVANCED READY: Creditors Ask Court to Dismiss Case
AECOM TECHNOLOGY: S&P Assigns Prelim. 'BB' CCR; Outlook Stable
AFFORDABLE GRANITE: Case Summary & 20 Top Unsecured Creditors

ALABAMA MARBLE: Fight With Landlord Over Quarry Lease Continues
ALLIANT TECHSYSTEMS: Moody's Assigns 'Ba1' Rating on $150MM Loan
ALLISON TRANSMISSION: Fitch Affirms 'BB-' Issuer Default Rating
AMERICAN CUMO: Court Adjourns Hearing to Appoint Receiver-Manager
AMERICAN INT'L: Posts Rise in Profit, Settles Crisis-Era Suit

ATLAS IT: Court Limits Appeals of Denial of Automatic Stay Relief
AVIS BUDGET: DBRS Assigns BB(low) Issuer Rating on Q2 Results
AZIZ CONVENIENCE: Has Interim Authority to Use Cash Collateral
AZIZ CONVENIENCE: Section 341(a) Meeting Scheduled for Sept. 16
BERNARD L. MADOFF: Deals Can Sidestep Trustee's Roadblock

CAESARS ENTERTAINMENT: Deals $2.6B Loss on Path to Restructuring
CATALENT PHARMA: S&P Hikes CCR to BB-, Removed From Watch Pos.
CELANESE CORP: Moody's Raises Corp. Family Rating to 'Ba1'
CHIQUITA BRANDS: Gets $625 Million Buyout Offer From Brazilians
CITYCENTER HOLDINGS: S&P Raises CCR to 'B+' on Debt Repayment

CLIFFS NATURAL: Moody's Lowers Sr. Unsecured Debt Rating to Ba1
COLDWATER CREEK: Plan Confirmation Hearing Moved to Sept. 17
COLDWATER CREEK: Seeks Extension of Exclusive Periods
COLDWATER CREEK: Lease Decision Deadline Extended Until Oct. 31
COLOR STAR GROWERS: Gets Approval of Deal With Lenders, Committee

CONEX HOLDINGS: Court Narrows Trustee's Suit Over 2008 LBO
CONNEAUT LAKE PARK: Trustees Seek Bankruptcy Lawyer's Advice
CONNECTEDU INC: Gates Foundation Seeks Docs Over Grant Funds
CRUMBS BAKE SHOP: Customer Data Needs Shield, Watchdog Says
CRYSTAL CATHEDRAL: 9th Circ. Axes Founder's $5M Comp Claim

CUE & LOPEZ: Court Extends Oriental Bank's Reply Deadline
DETROIT, MI: Amended Terms of Agreement with Police Assoc. OK'd
DETROIT, MI: Federal Court Agrees to Suspend Bankruptcy Appeals
DETROIT, MI: City Mayor Addresses Water Shut-Off Program
DEWEY & LEBOEUF: Judge Stays Insurer's Case Against Defendants

DIGITAL DOMAIN: Fla. Says $20M in Tax Credits Not Part of Estate
DOTS LLC: Bounces Back as New Owner Re-opens Some Stores
ELBIT IMAGING: Provides Add'l Update to Annual Meeting Proposal
ENERGY FUTURE: Solvency Ruled Discoverable in Make-Whole Fight
ENERGY FUTURE: Drops Bid to Take Part in Optim Asset Auction

ENERGY FUTURE: Given Six-Month Extension to Remove Suits
ENGLOBAL CORP: Posts $1.6 Million Net Income in Second Quarter
ENTEGRA POWER: Plan & Disclosure Statement Hearing on Sept. 19
ENTEGRA POWER: Has Authority to Hire Prime Clerk as Claims Agent
ENTEGRA POWER: Has Interim Authority to Use Cash Collateral

ENTERTAINMENT PUBLICATIONS: Saves Big With Mich. Tax Agreement
EVANS & SUTHERLAND: Incurs $868,000 Net Loss in Second Quarter
EVERGREEN TANK: S&P Lowers CCR to 'B-' on Weak Credit Metrics
FIRST MARINER: Has Exclusive Right to File Plan Until Sept. 3
GRIDWAY ENERGY: Ask Court for 60-Day Exclusive Periods Extension

GUAM POWER: Fitch Affirms 'BB+' Rating on $27.3MM Sub. Rev. Bonds
GUAM POWER: Moody's Affirms Ba1 Rating on Sub. Revenue Bonds
HAAS ENVIRONMENTAL: Files Reorganization Plan, Faces Objections
HOSTESS BRANDS: Notifies Court of Address Change
HOUSTON REGIONAL: AT&T, DirecTV to Acquire CSN Houston Under Plan

IMPERIAL METALS: S&P Cuts Rating to 'CCC+' Over Tailings Breach
INTERNATIONAL MANUFACTURING: Can Use Cash Collateral Thru Oct. 24
JOHN D. OIL: Allowed to Pay $6-Mil. to RBS Citizens Until Aug. 14
KID BRANDS: Reaches Accord with Creditors Over $49M DIP Loan
LEHMAN BROTHERS: Arbitrators Ease Blame on Auditors

LEHR CONSTRUCTION: Trustee Resolves Dispute With Coffeys
LIGHTSQUARED INC: Fights GPS Makers' Bid to Toss Contract Suit
LYONDELL CHEMICAL: Shareholders Try to Ax $12.5B Clawback Row
MARRIOTT VACATIONS: S&P Raises CCR to 'BB'; Outlook Stable
MCCLATCHY CO: Reports Second Quarter Revenue of $292 Million

MEDIA GENERAL: New $75MM Add-on Loan No Impact on Moody's B1 CFR
MEDIA GENERAL: S&P Retains 'BB-' Rating Over $75MM Loan Add-On
MEDICAL REHAB: Case Summary & 20 Largest Unsecured Creditors
MEGA RV: Gets Approval to Hire Goe & Forsythe as Legal Counsel
MEGA RV: Gets Approval to Hire GlassRatner as Financial Adviser

MEGA RV: Judge Lifts Stay, Allows Ally to Dispose of Vehicles
MICRO HOLDING: S&P Gives 'B' Corp. Credit Rating; Outlook Stable
MONITOR COMPANY: Ch. 7 Estate Seeks $6M In Slew Of Clawback Suits
MONROE HOSPITAL: Case Summary & 30 Largest Unsecured Creditors
MOSS FAMILY: Can Use Fifth Third's Cash Collateral Until Sept. 30

MSI CORP: Sept. 2 Hearing on Approval of Disclosure Statement
MUNDY RANCH: Judge Confirms Plan of Reorganization
NE OPCO: Pre-Closing Claims Against Cenveo Barred
NOVO POINT: High Court Asked To Clarify Power Of Receivership
OTELCO INC: Reports Net Income of $1.3 Mil. in Second Quarter

OCZ TECHNOLOGY: Confirms Chapter 11 Plan of Liquidation
OPPENHEIMER HOLDINGS: S&P Affirms 'B' Counterparty Credit Rating
OPTIM ENERGY: Taps Blackstone Unit As $126M Buyer For Coal Plant
PACIFIC STEEL: Gets Approval to Reject Lease With Berkeley
PACIFIC STEEL: Goes to Stalking Horse Speyside for $11.3MM

PALM DRIVE HEALTH: Oct. 8 Deadline for Creditors to File Claims
PETRON ENERGY: Amends Q2 Form 10-Q to Revise Disclosure
REVEL AC: US Trustee Wants Fox Rothschild Off Ch. 11
RYNARD PROPERTIES: Fannie Mae Wants Operating Reports Submitted
SAGE PRODUCTS: S&P Raises First-Lien Debt Rating to 'B+'

SGK VENTURES: US Trustee Removes Terrapin Metals as Panel Member
SMART MOTION: Case Summary & 20 Largest Unsecured Creditors
SOLITRON DEVICES: Bankr. Court Can't Block Contribution Suit
SOMERSET HILLS SCHOOL: Status Conference Set for Sept. 30
SPIRIT LIFE CHURCH: Case Summary & 5 Unsecured Creditors

SPRINGLEAF HOLDINGS: S&P Hikes ICR to 'B' on Legacy Assets Sale
STARWOOD HOTELS: Moody's Assigns (P)Ba1 Preferred Stock Rating
T-L BRYWOOD: August 20 Hearing on Interim Use of Cash Collateral
TERVITA CORP: S&P Affirms 'B-' Corp. Credit Rating
TIN CROSS VINEYARDS: Case Summary & Largest Unsecured Creditors

TRIPLANET PARTNERS: Taps Stamell & Schager as Litigation Counsel
TRULAND GROUP: Sued for Wages after Mass Firings
UPH HOLDINGS: Officially Exited Chapter 11 Protection July 1
VYCOR MEDICAL: Boosts Shareholder Equity by $2.4 Million
YELLOWSTONE MOUNTAIN: Founder Fights Contempt At 9th Circ.

YONKER INVESTMENTS: Case Summary & 7 Unsecured Creditors

* 9th Circ. Backs Judges' Power To Ban Bankruptcy Advisers
* Bill Would Let "Medically Distressed" Cast Off Student Loans
* July 2014 Chapter 11 Filings Fall 34% From Last Year

* After FDIC D&O Battles, Redrawing Exclusion No Easy Task
* Consumer Spending in U.S. Rose in June by Most in Three Months
* Credit Rating Suit Against S&P, Others Goes To State Court
* Debt Collectors under Fire by Regulator

* Fed, FDIC Boards Blast Big Banks' 'Living Wills'
* Hirings Up, Federal Reserve May Raise Interest Rates
* U.S. Starts Civil Inquiry of Subprime Car Lending

* Capital Restructure Provides Financing to Chapter 11 Company
* Troutman Sanders Adds Bankruptcy Group in New York

* Large Companies With Insolvent Balance Sheet


                             *********

710 LONG RIDGE: 2nd Circ. Won't Hear Appeal of Contempt Order
-------------------------------------------------------------
Law360 reported that the U.S. Court of Appeals for the Second
Circuit has refused to take up a health care center management
company's appeal of an order that it flouted an injunction to
reinstate pay and benefits to aggrieved workers, saying that
multiple appeals, including one in bankruptcy court, should be
heard first.  According to the report, in a summary order, a
three-judge panel put off ruling on whether HealthBridge
Management LLC, which managed five long-term health care centers
in Connecticut, violated a December 2012 injunction granted to the
National Labor Relations Board.

As previously reported by The Troubled Company Reporter, U.S.
Bankruptcy Judge Donald H. Steckroth denied the request of the
NLRB, which seeks clarification of the Court's Opinion dated March
5, 2014 and Order dated March 6, 2014 confirming the First Amended
Joint Plan of Reorganization of HealthBridge.  Judge Steckroth
said he has no jurisdiction over the matter since the NLRB has
taken an appeal from the Confirmation Order to the New Jersey
District Court.

Both the NLRB and the New England Health Care Employees Union,
District 1199, S.E.I.U., have challenged the Plan's confirmation
and the approval of third-party releases and injunction in the
Plan.  The NLRB requests that the Confirmation Order be
"clarified" to indicate that nothing in the Plan or the Court's
Confirmation Order will operate to prevent the NLRB from
continuing its administrative case against Care One Realty, LLC,
Care One LLC, and Healthbridge Management, LLC, in order to find
them to be a single integrated enterprise and/or joint employer
with the Debtors, nor shall the Confirmation Order operate to
prevent the NLRB from obtaining prospective injunctive relief.

          About 710 Long Ridge Road Operating Company II

710 Long Ridge Road Operating Company II, LLC and four affiliates
own sub-acute and long-term nursing care facilities for the
elderly in Connecticut.  The facilities, which are managed by
HealthBridge Management LLC, are Long Ridge of Stamford, Newington
Health Care Center, Westport Health Care Center, West River Health
Care Center, and Danbury Health Care Center.

710 Long Ridge Road Operating Company II and its affiliates sought
Chapter 11 protection (Bankr. D.N.J. Case Nos. 13-13653 to 13-
13657) on Feb. 24, 2013, to modify their collective bargaining
agreements with the New England Health Care Employees Union,
District 1199, SEIU.

The Debtors owe $18.9 million to M&T Bank and $7.99 million on
loans from the U.S. Department of Housing and Urban Development
Federal Housing Administration.

Michael D. Sirota, Esq., Gerald Gline, Esq., David Bass, Esq., and
Ryan T. Jareck, Esq., serve as counsel to the Debtors.  Logan &
Company, Inc. is the claims and notice agent.  Alvarez & Marsal
Healthcare Industry Group, LLC, is the financial advisor.

Porzio, Bromberg & Newman, P.C.'s Robert M. Schechter, Esq., and
Rachel Segall, Esq., represents the Official Committee of
Unsecured Creditors.  The Committee retained EisnerAmper LLP as
accountant.

Levy Ratner's Suzanne Hepner, Esq., and Ryan J. Barbur, Esq.,
represent the New England Health Care Workers, District 1199 SEIU.

Abby Propis Simms, Esq., Julie L. Kaufman, Esq., Nancy E. Kessler
Platt, Esq., Dawn L. Goldstein, Esq., Paul Thomas, Esq., and John
McGrath, Esq., at the National Labor Relations Board Special
Litigation Branch in Washington, D.C., argue for the National
Labor Relations Board.

On March 6, 2014, Judge Steckroth entered a findings of fact,
conclusions of law and order confirming 710 Long Ridge Road
Operating Company II, LLC, et al.'s First Amended Joint Chapter 11
Plan of Reorganization.  In accordance with the Plan, the Debtors
have declared March 7, 2014, as the Effective Date of the Plan.  A
full-text copy of Judge Steckroth's March 6 Order is available
for free at http://bankrupt.com/misc/710LONGRIDGEplanmemo0306.pdf

The Plan provides for the combination of concessions and a cash
infusion of approximately $67 million from affiliated entities,
and was accepted by the overwhelming majority of the Centers'
creditors.  Under the Plan, the Centers' creditors are entitled to
a recovery of up to 75 percent on their claims and there will be
no disruption in operations or services.

The bankruptcy plan pertains only to the five unionized
Connecticut Centers and does not apply to the other health care
centers managed by HealthBridge Management, LLC.  Each of the five
centers is a sub-acute and long-term nursing care facility for the
elderly in Connecticut.  The facilities are: Long Ridge of
Stamford, Newington Health Care Center, Westport Health Care
Center, West River Health Care Center, and Danbury Health Care
Center.


ACOSTA HOLDCO: Moody's Assigns 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating
("CFR") and a B2-PD Probability of Default Rating to Acosta
Holdco, Inc., as well as B1 ratings to the company's proposed
first lien senior secured facilities. The nearly $3.0 billion of
debt proceeds, supplemented by $1.84 billion of cash equity
contributed by The Carlyle Group, will be used to effect Carlyle's
acquisition of Acosta. (The company intends to issue subordinated
debt as well, but Moody's has not yet rated these securities.) The
ratings outlook is negative.

Upon the acquisition's closing, which is expected late in the
third quarter of 2014, Moody's will withdraw existing ratings at
Acosta, Inc., the current borrower of roughly $2.2 billion of
senior secured and mezzanine debt.

The following ratings were assigned:

Issuer: Acosta Holdco, Inc.

Probability of Default Rating, Assigned B2-PD

Corporate Family Rating, Assigned B2

Senior Secured Bank Credit Facility, Assigned B1, LGD3

Ratings Rationale

The B2 Corporate Family Rating reflects Acosta's very high pro-
forma opening leverage of well above 8.0 times (including Moody's
standard adjustments, including the capitalization of operating
leases) as a result of the purchase of the sales and marketing
agency ("SMA") by another private equity owner. While Moody's
recognize that the company has shown the ability to delever when
in the hands of past owners, this deal's incremental leverage
could constrain Acosta's competitiveness. However, Moody's also
recognize that the company has grown steadily, both organically
and through acquisitions, over the past several years, including
through the most recent recession, positioning it as the largest
SMA in an industry characterized by a near-duopolistic structure,
significant barriers to entry, good customer retention, and
exceptionally steady demand for the underlying consumer packaged
goods, whose sales SMAs facilitate.

Moody's factors Acosta's operating margins and its high debt-to-
EBITDA financial leverage relative to its B2-rated peers in
Moody's CFR. Moody's expect that the company, primarily though
profit growth (as opposed to debt paydown), will reduce leverage
to under 8.0 times, or by a full turn, by the end of fiscal 2015.
The measure is comparable to that of Acosta's primary competitor,
Advantage Sales and Marketing, which is also weakly positioned in
the B2 category. Moody's believe financial leverage could threaten
Acosta's ability to take advantage of opportunistic acquisitions
or to devote resources to integrate the recently acquired Anderson
Daymon Worldwide ("ADW") operations. However, Moody's also
recognizes Acosta's good free cash flow generation capability --
Moody's expect at least $100 million, annually, in upcoming years
-- and its dominance as the country's largest SMA, a position
which bolsters the business's inherent customer stickiness.

Moody's expects that Acosta, as demonstrated by prior acquisition
successes with experiential-marketing company Mosaic and the
approximately two dozen foodservice acquisitions it has made over
the past few years, can, with ADW's contribution as well, raise
its EBITDA margins by about two hundred basis points.

Rating Outlook

The negative outlook indicates that Acosta, post the Carlyle
acquisition, faces elevated risks, given the strictures posed by
higher leverage as the company executes expansion plans and
integrates acquisitions. Moody's continues to expect that Acosta
will grow revenues in the mid- to high-single-digit percentages,
and that its EBITDA margin, boosted by the purchase of ADW, whose
margins are considerably stronger than Acosta's, will steadily
improve, approximately to levels realized before the Mosaic and
foodservice acquisitions. The ADW acquisition, moreover, should
bolster Acosta's top line, as ADW's sales growth, which typically
mimics Costco's, outpaces Acosta's legacy operations' growth.
There is, nevertheless, little room within the current rating to
accommodate an even modest level of underperformance relative to
Moody's expectations.

What Could Change the Rating - UP

The ratings could be upgraded if Acosta can boost its EBITDA
margin closer to historical levels on a sustained basis, and use
free cash to prepay debt obligations such that debt-to-EBITDA can
be brought down and be sustained at about 5.0 times. An upgrade
would also require a demonstrated commitment to conservative
financial policies with regard to dividends and acquisitions.

What Could Change the Rating - DOWN

Moody's could downgrade the ratings if Acosta fails to delever as
anticipated over the next twelve to 18 months, if liquidity
deteriorates, or if the company stumbles in its integration of
ADW. Lower-than-anticipated margin improvements, or revenues
failing to grow at historical averages, could also pressure the
rating down. A sustained debt-to-EBITDA measure at or above 7.5
times would put downward pressure on the ratings.


ADVANCED READY: Creditors Ask Court to Dismiss Case
---------------------------------------------------
Holcim (US) Inc. and Lehigh Cement Company LLC ask the Bankruptcy
Court to dismiss the involuntary Chapter 11 case of Advanced Ready
Mix Corp. pursuant to Section 1112(b)(1) of the Bankruptcy Code.

Lehigh and Holcim point out Advanced Ready Mix's failure to comply
with numerous obligations the Bankruptcy Code.

On March 28, 2013, the Local 282 Welfare Trust Fund, the Local 282
Pension Trust Fund, the Local 282 Annuity Trust Fund, and the
Local 282 Job Training Trust Fund filed the involuntary Chapter 11
petition against Advanced Ready Mix. Several other creditors
joined in the petition.

David R. Hock, Esq., at Cohen, Weiss and Simon LLP, in New York,
relates that the petitioning trust funds and Advanced Ready Mix
have been engaged in settlement discussions. They may join Lehigh
and Holcim's request to dismiss the case if an agreement is
reached before the hearing on this matter.

Lehigh and Holcim are represented by:

     Wanda Borges, Esq.
     Cristina Lipan, Esq.
     BORGES & ASSOCIATES, LLC
     575 Underhill Blvd., Suite 118
     Syosset, NY 11791
     Tel: (516) 677-8200 x225
     Fax: (516) 677-0806
     E-mail: wborges@borgeslawllc.com
             clipan@borgeslawllc.com

The petitioning trust funds are represented by:

     David R. Hock, Esq.
     COHEN, WEISS AND SIMON LLP
     330 West 42nd Street
     New York, NY 10036-6976
     Tel: 212-563-4100
     Fax: 212-695-5436

                     About Advanced Ready Mix

On March 28, 2013, an involuntary petition for relief (Bankr.
E.D.N.Y. Case No.  13-41795) was filed against Advanced Ready Mix
Corp. by Local 282 Welfare Trust Fund, Local 282 Pension Trust
Fund, Local 282 Annuity Trust Fund and Local 282 Job Training
Trust Fund pursuant to section 303 of the Bankruptcy Code.

On April 22, 2013, the Debtor submitted its Answer to Involuntary
Petition in which it contested Local 282's standing as petitioning
creditors.

On April 26, 2013, Tilcon New York Inc. joined in the involuntary
petition pursuant to Section 303(c) of the Bankruptcy Code.
Tilcon is a judgment creditor of the Debtor, holding a judgment in
the amount of $287,500 against the Debtor and Rocco Manzione
arising out of a state court breach of contract action.

From its inception, the Debtor operated its ready mix concrete
manufacturing business from a property located at 239 Ingraham
Street, Brooklyn, New York and the contiguous lot located at 610
Johnson Street.


AECOM TECHNOLOGY: S&P Assigns Prelim. 'BB' CCR; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB'
corporate credit rating to Los Angeles-based engineering and
construction (E&C) company AECOM Technology Corp. The outlook is
stable.

At the same time, S&P assigned its preliminary 'BB+' issue rating
and '2' recovery rating to the company's proposed senior secured
credit facilities.  The '2' recovery rating indicates S&P's
expectation for substantial recovery (70%-90%) in a payment
default scenario.  The proposed senior secured credit facilities
will include a $1.050 billion revolver, a $1.288 billion term loan
A, a $500 million performance letter of credit facility, and a
$1.825 billion term loan B.

At the same time, S&P assigned its preliminary 'BB-' issue rating
and '5' recovery rating to the company's proposed senior unsecured
notes.  The '5' recovery rating indicates S&P's expectation for
modest recovery (10%-30%) in a payment default scenario.

The company will use the debt proceeds to partly finance its
acquisition of URS Corp.  S&P expects to assign final ratings
after the transaction closes and it receives the final terms for
the proposed unsecured notes issuance.

S&P's 'BB' preliminary corporate credit rating on AECOM reflects
the company's participation in the volatile and competitive E&C
industry.  S&P expects pro forma debt leverage of about 4.5x as of
the fiscal year ending September 2014.

The company will have good scale and diversity, pro forma for the
acquisition of URS Corp., as a provider of engineering,
construction, professional technical and management support
services for public and private clients globally.  Pro forma for
the acquisition, the company will also have good geographic
diversification across North America.  But revenues will be
concentrated (at about 77%) in the U.S. and Canada, while Europe,
the Middle East, and Africa will account for 14% and Asia-Pacific
the remaining 9%.

"The stable outlook reflects our view that the company will
successfully integrate the URS Corp. acquisition along with our
expectations for good near-term operating prospects buoyed by the
combined company's large backlog," said Standard & Poor's credit
analyst Robyn Shapiro.  "We believe that these factors will keep
leverage well below 5x and allow the company free cash flow to
debt of 5% or more."

S&P could raise the rating during the next 12 months if, as a
result of good operating performance and debt reduction from free
cash flow, S&P expects adjusted debt leverage below 4x and free
cash flow to debt above 10% on a sustained basis.

Although unexpected, S&P could lower the rating during the next 12
months if AECOM's operating performance weakens and it appears
that debt to EBITDA would rise above 5x on a sustained basis or
that FOCF to debt will fall to less than 5%.  Although not
anticipated at this time, this could occur if, for example, the
integration does not proceed as planned or if the company
experiences large cost overruns in several of its larger
contracts.


AFFORDABLE GRANITE: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Affordable Granite & Cabinetry, Inc,
          as successor through merger to
             Affordable Granite & Stone, Inc.
          dba Midwest Marble Restoration & Maintenance, Inc.
        416 11th Ave S
        Hopkins, MN 55343

Case No.: 14-43291

Chapter 11 Petition Date: August 8, 2014

Court: United States Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Hon. Katherine A. Constantine

Debtor's Counsel: Thomas H Olive, Esq.
                  THOMAS H. OLIVE LAW, P.A.
                  5270 W 84th St Suite 300
                  Bloomington, MN 55437
                  Tel: 952-831-0733
                  Email: tolive@oto-law.com

Total Assets: $717,108

Total Liabilities: $1.52 million

The petition was signed by Dean Soltis, authorized individual.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mnb14-43291.pdf


ALABAMA MARBLE: Fight With Landlord Over Quarry Lease Continues
---------------------------------------------------------------
Bankruptcy Judge James J. Robinson refereed a court fight between
Alabama Marble Co., Inc., and its newly-arrived, successor
landlord, TBGS Quarry, LLC.  Their fight is over who has the right
to operate a marble quarry located in Talladega County, Alabama,
near the town of Sylacauga. TBGS claims the Debtor's leasehold
interest in the quarry, including the Debtor's right to extract
marble, was terminated before the Debtor sought chapter 11 relief.
TBGS wants the Debtor out of the quarry so TBGS can mine marble
for its own use. However, the Debtor wants to remain in
possession, and asserts that the quarry lease it negotiated over
15 years ago with its original landlord remains in full force and
effect.  Indeed, over the objection of TBGS, the Debtor proposes
to assume the Lease, although it has not yet proposed a plan of
reorganization.  The Lease is indispensable if the debtor has any
chance to reorganize.

TBGS filed a Motion to Confirm Relief From Stay in which it sought
an order confirming that the automatic stay imposed under Sec.
362(a) of the Bankruptcy Code was not applicable to TBGS's efforts
to obtain possession of the marble quarry.  A few days after
filing the Stay Relief Motion, TBGS filed an alternative motion in
which it asked the Court, pursuant to Sec. 365(d)(2), to order the
Debtor to reject the Lease in the event the Court found the Lease
had not been terminated prepetition.

The Debtor conceded it was appropriate for the Lease to be either
assumed or rejected, and asked the Court to set a deadline for the
same, suggesting April 11, 2014, which has long since come and
gone.  A few days later, the Debtor filed a motion in which the
Debtor sought an order authorizing it to assume the Lease.

Judge Robinson ruled that:

     (a) TBGS's Stay Relief Motion is denied;

     (b) TBGS's Rejection Motion and the Debtor's Motion to Assume
are continued, and will be heard at the same time the Debtor's
disclosure statement is set for a hearing on its approval pursuant
to clause (1) of Rule 2002(b) of the Federal Rules of Bankruptcy
Procedure; and

     (c) The Debtor's Response to Rejection Motion is moot and,
therefore, denied.

A copy of the Court's Aug. 8 Opinion and Order is available at
http://is.gd/Fe8S6Ffrom Leagle.com.

Alabama Marble Co., Inc., based in Sylacauga, Alabama, filed for
Chapter 11 bankruptcy (Bankr. N.D. Ala. Case No. 14-40157) on Feb.
7, 2014.  Judge James J. Robinson oversees the case. Jennifer
Brooke Kimble, Esq., and Scott R. Williams, Esq., at Rumberger,
Kirk & Caldwell, P.C., serves as the Debtor's counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Stephen
Musolino, president.


ALLIANT TECHSYSTEMS: Moody's Assigns 'Ba1' Rating on $150MM Loan
----------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to Alliant
Techsystems Inc.'s ("ATK") $150 million term loan due 2019.
Proceeds of the term loan, along with cash on hand, helped fund
the tender offer on ATK's $196 million 3% convertible senior
subordinated notes due 2024 that closed on June 27th. Following
the tender transaction, $12.8 million of the convertible notes
remained outstanding and ATK has commenced an offer to repurchase
those notes. ATK has indicated that on August 20th it will call in
any notes for redemption that do not participate in the repurchase
offer.

Ratings assigned:

$150 million Incremental Term Loan Facility due 2019, Ba1, LGD2

Ratings affirmed:

Corporate Family, Ba2

Probability of Default, Ba2-PD

Speculative Grade Liquidity, SGL-3

$700 million Revolving Credit Facility due 2018, Ba1, LGD2

$1010 million Term Loan A due 2018, Ba1, LGD2

$250 million Term Loan B due 2020, Ba1, LGD2

$300 million Senior Notes due 2021, Ba3, LGD5 from Ba3, LGD4

$350 million Senior Subordinated Notes due 2020, B1, LGD6 from
B1, LGD5

$12.8 million Convertible Senior Subordinated Notes due 2024,
B1, LGD5 (to be withdrawn when debt has been fully repaid)

Rating Outlook: Continued at Stable

Ratings Rationale

The Ba2 CFR recognizes ATK's good revenue diversity, scale and
returns for the rating level against the company's recent
acquisitions within its Sporting Goods segment. Acquisitions have
resulted in brief periods of high financial leverage for the
rating and they raise integration risk considerations.

The stable outlook recognizes the company's history of good cash
flow generation. The pending merger with Orbital Sciences
Corporation (Ba1 CFR), expected to close by the end of 2014,
should result in a consolidated financial risk profile that is
substantially similar to that ATK's at present.

The Ba1 rating on the incremental term loan, one notch above the
CFR, reflects the secured bank facility's relatively large size
and effectively senior position within the capital structure.

Upward rating momentum would depend on debt/EBITDA sustained
closer to 3x, EBITA/interest above 4x, good liquidity and FCF/debt
consistently above 10%. Downward rating pressure would mount with
debt/EBITDA above 4x, EBITA/interest under 3x, or if FCF/debt were
to fall below 5% of total debt.

Headquartered in Arlington, Virginia, Alliant Techsystems Inc.
produces propulsion, composite structures, munitions, rocket motor
systems, precision missiles, and civil, military and sport
ammunition, outdoor accessories and sports optics. The company is
organized in three segments: Defense Group (about 35% of FY2014
revenue), Sporting Group (39%), and Aerospace (26%). Over the last
twelve months ended June 29, 2014 annual revenues were
approximately $4.9 billion.

The principal methodology used in this rating was Global Aerospace
and Defense Industry published in April 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.


ALLISON TRANSMISSION: Fitch Affirms 'BB-' Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings for Allison
Transmission Holdings, Inc. (ALSN) and its subsidiary Allison
Transmission, Inc. (ATI) at 'BB-'.  In addition, Fitch has
affirmed the 'BB' ratings on ATI's secured term loans and secured
revolving credit facility, and the 'B+' rating on ATI's senior
unsecured notes.  Fitch's ratings apply to $2.2 billion in secured
term loans, a $465 million secured revolving credit facility and
$471 million in senior unsecured notes.  The Rating Outlooks for
ALSN and ATI have been revised to Positive from Stable.

Key Rating Drivers

The ratings for ALSN and ATI are supported by the company's strong
competitive position in the global market for fully automatic
transmissions for commercial, industrial and military vehicles and
equipment.  ALSN has a very strong market position in North
America, with nearly all school buses and the majority of Type A
motorhomes and medium-duty commercial trucks manufactured with the
company's transmissions in 2013.  In addition, over half of the
Class 8 straight trucks sold in North America in 2013 were
manufactured with the company's transmissions, and unlike most
Tier 1 suppliers, ALSN's brand name commands a price premium from
end users.  However, ALSN's market position outside North America
is significantly smaller, as commercial vehicles in most global
markets continue to be produced with manual transmissions.
Nonetheless, global acceptance of fully automatic transmissions is
growing, particularly for certain vocations, such as buses and
emergency vehicles.  This has been particularly true in emerging
markets such as China and India, where ALSN is well-positioned for
future growth opportunities.

The revision of the Outlook to Positive from Stable reflects
Fitch's expectation that ALSN's credit profile will continue to
strengthen over the intermediate term.  Fitch expects leverage to
trend down as the company focuses on its targeted net leverage
range, and Fitch expects the global diversification of the
company's revenue stream to rise as its penetration into emerging
markets increases.  ALSN's premium pricing and relatively low
manufacturing costs have led to consistently strong profitability
and free cash flow (FCF) generation, which will continue to
provide the company with significant financial flexibility going
forward and a meaningful liquidity cushion in the event of an
unexpected downturn.

Although ALSN's leverage remains high for the rating category, the
company has applied a portion of its strong FCF over the past
several years to debt reduction, including a $140 million decline
in the last 12 months (LTM) ended June 30, 2014, and leverage is
expected to trend down further over the intermediate term as the
company focuses on its net leverage target range (net
debt/adjusted EBITDA, as calculated by the company) of 3x-3.5x.
Modest pension obligations, a strong liquidity position and
manageable near-term debt service requirements are other credit
positives.  Fitch also notes that ALSN's ownership structure has
become less concentrated over the past year as The Carlyle Group
(Carlyle) and Onex Corporation (Onex) have reduced their combined
ownership stake in the company to only 3%, down from 81% at June
30, 2013, through a series of secondary stock offerings.

Fitch's concerns include the heavy cyclicality of the global
commercial vehicle and industrial markets, volatile raw material
costs, relatively little global diversification of ALSN's current
business, moderately high leverage and a concentrated maturity
schedule.  However, on the last point, Fitch notes that credit
facility amendments over the past two years have shifted all of
ALSN's term loan obligations to 2017 and 2019, removing the
company's near-term refinancing risk.  The company's strong
profitability and FCF generation place it in relatively good
position to manage the cyclical volatility noted above, and it is
also notable that ALSN's transmissions are primarily used in the
vocational truck market, which tends to be less cyclical than the
Class 8 linehaul market, which remains dominated by manual
transmissions.  Nevertheless, a broad-based global downturn in
commercial vehicle and industrial production could pressure ASLN's
profitability and FCF.

ALSN's credit profile is characterized by strong margins and FCF
generation but relatively high leverage.  Fitch-calculated
leverage (debt/Fitch-calculated EBITDA) at June 30, 2014, was 4x,
with $2.7 billion in debt and LTM Fitch-calculated EBITDA of $667
million.  The Fitch-calculated EBITDA margin, at 33.6%, remained
very strong for a capital goods manufacturer and was up from 30.2%
in the LTM ended June 30, 2012.  Fitch expects leverage to trend
down over the remainder of 2014 through a combination of EBITDA
growth and debt reduction.  With strong FCF generation and most of
its debt in the form of term loans, ALSN has the financial
flexibility to reduce leverage further in the intermediate term if
it chooses to do so, although it is likely to be near the high end
of its net leverage target range by year-end 2014.  The company's
liquidity position at June 30, 2014 was more than sufficient to
meet its near-term cash obligations and included $127 million in
cash and cash equivalents, augmented by $453 million in
availability on its $465 million secured revolving credit facility
(after accounting for $12 million in letters of credit).

Over the past year, Carlyle and Onex significantly reduced their
collective stake in ALSN through four secondary stock offerings,
one in the third quarter of 2013 (3Q'13) and three in the 1H'14.
As a result of these sales, Carlyle and Onex reduced their
combined stake in ALSN to 3% as of June 30, 2014, down from 81% at
June 30, 2013.  Although Fitch did not previously view the
concentrated ownership structure as a significant credit risk, it
is nonetheless a mild credit positive that the company's ownership
base has become more diversified.  However, Fitch expects the
company will begin to focus more heavily on returning cash to
shareholders through dividends and share repurchases now that its
shareholder composition is less concentrated.

ALSN has been focused on reducing debt over the past several
years, with debt (including short-term debt) declining from $4
billion at year-end 2008 to $2.7 billion at June 30, 2014.  The
figure at June 30, 2014 was down $140 million from the level at
June 30, 2013, as the company prepaid a portion of its term loans
in the latter half of 2013.  ALSN has flexibility to further
reduce its debt through optional prepayments on its secured term
loans.  ATI's 7.125% senior unsecured notes also have a soft call
provision that allows for early redemption of all or a portion of
the notes beginning in May 2015.  Fitch expects that the company
may look for opportunities to further prepay a portion of its debt
over the intermediate term as it continues to work toward its 3x-
3.5x net leverage target.

Fitch expects FCF to remain solid over the intermediate term and
FCF margins to remain strong by industry standards.  LTM FCF was
$353 million at June 30, 2014, leading to a strong 17.8% FCF
margin.  Funds flow from operations (FFO) was $528 million in the
LTM period, with working capital using a modest $17 million in
cash.  LTM capital spending was $71 million, equal to only 3.6% of
revenue.  The company has guided to full-year 2014 capital
spending in the range $60 million to $70 million, and with no
significant plant construction activity expected over the
intermediate term, capital spending needs are likely to remain
relatively low over the next several years.  ALSN instituted a
common dividend in 2012 and spent $87 million on dividends in the
LTM period ended June 30, 2014, which is included in Fitch's FCF
calculation.  Now that the company's sponsors have sold most of
their stake in the company, Fitch expects ALSN to target more cash
toward share repurchases as well.  In the LTM period ended June
30, 2014, ALSN spent $349 million on share repurchases, all of
which were conducted in conjunction with the secondary offerings
of the sponsors' stakes.

ALSN's secured revolving credit facility agreement includes a
financial covenant that requires the company to maintain a senior
secured leverage ratio below 5.5x.  However, with the most recent
amendment to the facility, the revolver participants have
permanently waived the covenant as long as no borrowings are
outstanding at any quarter-end.  Despite the waiver, ALSN's actual
senior secured leverage ratio, which is calculated net of cash,
was well below the limit, at 3.11x as of June 30, 2014.  According
to the facility's terms, a senior secured leverage ratio at or
below 3.5x suspends certain provisions requiring excess cash flow
(as defined in the agreement) to be applied to term loan
reduction.  Even without the waiver, Fitch would not expect the
senior secured leverage ratio covenant to constrain the company or
lead to any credit risk over the intermediate term.

ALSN's pension obligations are modest, with an overfunded status
of $2.7 million as of year-end 2013.  The company's U.S. hourly
pension plan was closed to new entrants in 2008, and benefits for
U.S. hourly employees who retired prior to Oct. 2, 2011 are
covered under General Motors Company's (GM) hourly plan.  Fitch
does not view ALSN's pension obligations as a meaningful credit
risk.

The secured revolver and term loans that comprise ATI's credit
facility are rated 'BB', one notch above ATI's IDR, due to their
collateral coverage, which includes virtually all of ATI's assets.
Fitch notes that property, plant, and equipment and intangible
assets (including intellectual property) comprised $2.1 billion of
the $4.8 billion in assets on ALSN's consolidated balance sheet at
June 30, 2014.  With the secured credit facility accounting for
nearly 83% of the debt in ALSN's consolidated capital structure
(assuming a fully-drawn revolver), ATI's senior unsecured notes
are rated one notch below ATI's IDR at 'B+'.

Rating Sensitivities

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

   -- A decline in Fitch-calculated EBITDA leverage to below 3.5x;
   -- An increase in the global diversification of its revenue
      base;
   -- Maintaining EBITDA and FCF margins near current levels;
   -- Continued positive FCF generation in a weakened demand
      environment.

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

   -- A sharp decline in commercial vehicle production, especially
      in North America that leads to significantly lower margins
      and FCF;
   -- An increase in leverage to above 4.5x for a prolonged
      period;
   -- A merger or acquisition that results in higher leverage or
      lower margins over an extended period;
   -- A competitive entry into the market that results in a
      significant market share loss.

Fitch has affirmed the following ratings and revised the Rating
Outlooks to Positive from Stable:

Allison Transmission Holdings, Inc.

   -- IDR at 'BB-'.

Allison Transmission, Inc.

   -- IDR at 'BB-';
   -- Senior secured revolving credit facility at 'BB';
   -- Senior secured term loan B-2 at 'BB';
   -- Senior secured term loan B-3 at 'BB';
   -- Senior unsecured notes at 'B+'.


AMERICAN CUMO: Court Adjourns Hearing to Appoint Receiver-Manager
-----------------------------------------------------------------
American CuMo Mining Corporation disclosed that on Friday,
August 1, 2014, at the request of legal counsel for International
Energy & Mineral Resources Investment (Hong Kong) Company Limited,
the British Columbia Supreme Court Judge adjourned the hearing to
appoint a receiver-manager for CuMoCo.  Legal counsel for IEMR HK
applied for an adjournment following the filing by the Company of
affidavits that presented substantial evidence that contradicted
the affidavits presented on behalf of IEMR HK by Mrs. Fu, the wife
of Hongxue Fu, ex-chairman, expresident, and currently a director
of the Company and the controlling person of IEMR HK and by
Charles Yuen, ex vice?president and currently a director of the
Company.  Legal counsel for IEMR HK requested the adjournment in
order to obtain an affidavit from Hongxue Fu himself, who is
currently in China.

The Company will continue to defend itself from this lawsuit that
IEMR HK filed the same day the voting results were revealed at the
shareholder-requisitioned general meeting of shareholders held on
July 22, 2014.

As a result of Mr. Thomas Conway being elected as an additional
director of the Company and subsequent motions passed by the new
Board of Directors, CuMoCo is proceeding forward with the business
of the Company and entering into discussions with various groups
to arrange necessary financing to fund the activities of the
Company and to remove the debentures that are being used by IEMR
HK in an attempt to appoint a receiver.  The Company is also
investigating possible merger and joint venture opportunities to
move the CuMo Project forward.

             About American CuMo Mining Corporation

American CuMo Mining Corporation, formerly Mosquito Consolidated
Gold Mines Limited, is a Canada-based company engaged in
exploration and development of mineral right interests.


AMERICAN INT'L: Posts Rise in Profit, Settles Crisis-Era Suit
-------------------------------------------------------------
Leslie Scism, writing for The Wall Street Journal, reported that
American International Group has posted a 13% jump in second-
quarter profit, aided by solid results in its core operations and
a gain from the last of a series of divestitures prompted by its
2008 government bailout.  According to the report, in after-hours
trading on Aug. 11 when the results were posted, AIG's shares rose
2.1%, to $53.76.

                           About AIG

With corporate headquarters in New York, American International
Group, Inc., is an international insurance company, serving
customers in more than 130 countries.  AIG companies serve
commercial, institutional and individual customers through
property-casualty networks of any insurer. In addition, AIG
companies are providers of life insurance and retirement services.

At the height of the 2008 financial crisis, AIG experienced a
liquidity crunch when its credit ratings were downgraded below
"AA" levels by Standard & Poor's, Moody's Investors Service and
Fitch Ratings.  AIG almost collapsed under the weight of bad bets
it made insuring mortgage-backed securities.  The Company,
however, was bailed out by the Federal Reserve, but even after an
initial infusion of $85 billion, losses continued to grow.  The
later rescue packages brought the total to $182 billion, making it
the biggest federal bailout in U.S. history.  AIG sold off a
number of its businesses and other assets to pay down loans
received from the U.S. government.


ATLAS IT: Court Limits Appeals of Denial of Automatic Stay Relief
-----------------------------------------------------------------
Law360 reported that the First Circuit has refused to rule that
all orders denying stay relief in bankruptcy litigation are final
and appealable regardless of circumstances, finding it lacks
jurisdiction to hear a dispute between two information technology
companies it described as "bare-knuckle brawlers."

According to the report, the dispute centers on a disputed
contract to set up a joint venture in Puerto Rico between now-
bankrupt Atlas IT Export Corp. and Pinpoint IT Services LLC to
provide project-based and remote staffing opportunities.  After
the deal went sour, the two companies filed dueling suits in
Puerto Rico and Virginia, but Atlas soon filed for Chapter 7 and
the district court actions were stayed, the report related.  The
Chapter 7 trustee for Atlas managed to get the stay lifted in the
Puerto Rico action, while Pinpoint failed to get the stay lifted
in Virginia and appealed the matter to the First Circuit's
Bankruptcy Appellate Panel, the report further related.

The case is Pinpoint IT Services LLC v. Atlas IT Export Corp.,
case number 13-9003, in the U.S. Court of Appeals for the First
Circuit.
August 4, 2014


AVIS BUDGET: DBRS Assigns BB(low) Issuer Rating on Q2 Results
-------------------------------------------------------------
DBRS Inc. views Avis Budget Group, Inc.'s 2Q14 financial results
as solid with good revenue growth and operating costs well-
managed, while fleet costs normalized.  The high level of vehicle
recalls created an operational headwind for the Company resulting
in lower utilization, missed opportunities to dispose of fleet
during the seasonally strong spring used vehicle market, and
higher employee maintenance costs reflecting overtime by staff to
address the recall issues and return the vehicles to the active
fleet.  Despite this operational challenge, Avis Budget reported
sound results, with adjusted EBITDA 19% higher YoY to $213
million.  DBRS sees the financial results as demonstrating the
benefits of the Company's prior acquisitions, as well as the
continuing progress on executing on its strategic initiatives to
grow volumes from more profitable channels while realizing early
benefits of technology investments.

Company-wide rental volumes were up 6% YoY due to accelerating
growth in North American and modest growth internationally.
North American volumes improved 8% YoY with 3% due to incremental
volumes from the Payless acquisition, and 5% of organic growth in
Avis and Budget.  Growth in Avis and Budget were primarily driven
by the Company's focus on more profitable channels as well as by
the Company's successful efforts to shift volumes from opaque
websites to proprietary websites.  Strengthening consumer
confidence as well as business sentiment also underpinned the
expanding volumes in North America.  Overall, International
segment volumes were up 2% YoY. In Europe, volume growth was
mixed reflecting the uneven economic recovery within the region.
Weak economic growth in Australia, the Company's largest market
in Asia Pacific, resulted in subdued volume growth in the region.
However, DBRS notes that the Company's Apex brand continues to
report significant volume growth as the deep-value discount brand
expands into markets outside of New Zealand.

Total revenues were 10% higher YoY at $2.2 billion with net
revenues improved across both North American and International
Car Rental segments, while Truck revenues were modestly lower
primarily due to a 12% reduction in the fleet.  Importantly,
North American pricing was up 4% YoY, the sixth consecutive
quarter of price increases demonstrating that the Company's
efforts to drive pricing higher is sticking.  Also of importance,
DBRS notes that the improvement in North American pricing was
broad based across both brands, on and off-airport markets and in
both commercial and leisure travel.  DBRS views the trends in
pricing as demonstrating the strength of the Avis Budget
franchise and evidence of the early benefits of the Company's new
yield management system.  As a result, DBRS-calculated revenue
per unit per month improved to $1,353, a 2.5% improvement from
the comparable period a year ago.

As expected, fleet costs continue to normalize as used vehicle
residual values moderate. On a per month per unit basis, North
American fleet costs were slightly higher YoY at $306.  Avis
Budget continues to execute on strategies designed to mitigate
the impact of lower residual values including expanding the
utilization of alternative disposition channels and cascading
fleet to Payless from the Avis and Budget fleets.  Finally, over
the past year, Avis Budget has implemented a new fleet
optimization system, which affords management the ability to take
greater advantage of seasonal patterns in the used vehicle market
as well as adjust the fleet mix on a local market level to meet
shifts in demand patterns.

DBRS rates Avis Budget Group, Inc.'s Issuer Rating at BB (low)
with a Stable trend.


AZIZ CONVENIENCE: Has Interim Authority to Use Cash Collateral
--------------------------------------------------------------
Judge Richard S. Schmidt of the U.S. Bankruptcy Court for the
Southern District of Texas, McAllen Division, approved a
stipulation between Aziz Convenience, L.L.C., and PlainsCapital
Bank agreeing that the Debtor has interim authority to use cash
collateral securing its indebtedness from PCB.

PCB asserts valid, first-priority, and unavoidable liens and
security interests in all of the Debtor's assets to secure payment
of approximately $27.5 million.  As adequate protection for the
Debtor's use of cash collateral, PCB is granted from and after the
Petition Date, valid and automatically perfected first-priority
replacement liens and security interests in all of the Debtors'
assets.

The Debtor's ability to use the cash collateral will terminate
upon the Debtor's default on the terms provided under the court-
approved stipulation.  The Debtor asked that it be given authority
to use the cash collateral through Aug. 21.

Aziz Convenience Stores, L.L.C., owner of convenience stores with
gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on
Aug. 4, 2014, without stating a reason.

The Debtor owns properties in Mission, San Juan, Pharr, McAllen,
Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg,
all in Texas.  It appears that none of the Debtor's convenience
stores are on leased property as the schedule of unexpired leases
only shows the contract with Valero LP.

The Debtor is represented by William A Csabi, Esq., from
Harlingen, Texas.  For his legal services, Mr. Csabi agreed to
accept $65,000 from the Debtor, with the $12,500 already paid
prepetition.


AZIZ CONVENIENCE: Section 341(a) Meeting Scheduled for Sept. 16
---------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Aziz Convenience
Stores, L.L.C., will be held on Sept. 16, 2014, at 11:00 a.m. in
Harlingen, 222 E Van Buren.  Proofs of Claims are due by Dec. 15,
2014.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Aziz Convenience Stores, L.L.C., filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Tex. Case No. 14-70427) in its hometown in
McAllen, Texas, on Aug. 4, 2014.  Dagoberto G. Trevino signed the
petition as manager.  The Debtor disclosed total assets of $19.1
million and total liabilities of $35.1 million.  William A Csabi,
attorney at law, serves as the Debtor's counsel.


BERNARD L. MADOFF: Deals Can Sidestep Trustee's Roadblock
---------------------------------------------------------------
Joe Palazzolo, writing for The Wall Street Journal, reported that
the U.S. Court of Appeals for the Second Circuit has rejected the
arguments raised by court-appointed trustee handling the
bankruptcy of Bernard L. Madoff's firm that bankruptcy law
precludes other settlements from being processed until he has
finished finding and redistributing funds from the Ponzi scheme.

According to the report, the ruling came after trustee Irving
Picard sought to block the settlement between New York Attorney
General Eric Schneiderman's office and J. Ezra Merkin, who
invested more than $2 billion with Madoff on behalf of hundreds of
investors.  The trustee has argued that the Attorney General's
efforts were duplicative of, and damaging to, his own efforts to
recover money for victims.

The Second Circuit, in a three-judge panel, leaves intact a $410
million settlement with Merkin and an $80 million settlement with
Fairfield Greenwich Ltd., Jonathan Stempel, writing for Reuters.
Writing for the appeals court, Circuit Judge Robert Sack said
Picard "is incapcable of establishing either that the settlements
would in fact have an immediate adverse economic consequence for
the BLMIS estate, or that the estate is likely to suffer
irreparable harm," if the settlements go ahead, Reuters cited.

                     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.


CAESARS ENTERTAINMENT: Deals $2.6B Loss on Path to Restructuring
----------------------------------------------------------------
Christopher Palmeri and Laura J. Keller, writing for Bloomberg
News, reported that Caesars Entertainment Corp., the casino
company taken private in a $30.7 billion leveraged buyout just
before the credit crisis, has taken steps that signal it's poised
for a massive debt restructuring that will saddle creditors with
steep losses.  According to the report, Caesars, with properties
from Caesars Palace in Las Vegas to Harrah's Atlantic City, has
had only one profitable year since 2008 as it struggles to service
$21 billion of long-term debt amid a drop in consumer spending.

While owners of the company's $6.35 billion of higher-priority
bonds may escape with limited losses, holders of the company's
lower-ranking notes, including $5.2 billion of second-lien
securities, are facing the likelihood of getting no more than 20
percent of the debt's face value and could recover nothing, the
Bloomberg report said, citing Fitch Ratings.

                    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.

                           *     *     *

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'.

In the Aug. 4, 2014, edition of the TCR, Fitch Ratings has
upgraded Caesars Entertainment Operating Company. Inc.'s (CEOC)
senior secured credit facility to 'CCC+/RR1' from 'CCC/RR2'
following the finalization of the new guarantee and pledge
agreement.  The agreement caps the amount of debt that Caesars
Entertainment Corp (CEC; Caesars, parent) may guarantee at $8.35
billion.


CATALENT PHARMA: S&P Hikes CCR to BB-, Removed From Watch Pos.
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Catalent Pharma Solutions to 'BB-' from 'B+' and removed
it from CreditWatch, where S&P placed it with positive
implications in July.  The outlook is stable.

"At the same time, we raised our issue-level rating on Catalent's
senior secured credit facility to 'BB' from 'BB-', reflecting the
raised corporate credit rating.  The recovery rating on this debt
remains '2', reflecting our expectation of substantial (70%-90%)
recovery in the event of payment default.  We also raised our
rating on the company's unsecured term loan to 'BB-' from 'B' and
revised our recovery rating on this debt to '4' from '5',
reflecting our expectation for average (30%-50%) recovery in the
event of default.  We intend to withdraw our ratings on the
company's senior unsecured and senior subordinated note issues,
which have been called, when they are repaid over the next few
weeks," S&P noted.

"Our ratings actions follow the news that Catalent has completed
its IPO, with about $750 million in proceeds used to repay debt.
Pro forma the debt repayment, we expect leverage to decline to
around 5x from around 7x.  As a result, we are revising our
financial risk profile to "aggressive" from "highly leveraged" and
raising our corporate credit rating by one notch," said credit
analyst Shannan Murphy.

S&P's stable outlook reflects its expectation that modest EBITDA
growth and lower interest expense under the new capital structure
will allow Catalent to sustain leverage in the high-4x range and
FFO/debt in at least the low-teens.  It also incorporates S&P's
belief that financial policies are likely to remain consistent
with maintenance of leverage below 5x as a newly public company.

Downside scenario

S&P could lower the rating if it expects the company to operate
with leverage meaningfully above 5x for an extended period of
time.  This could happen if the company undertakes acquisitions
significantly beyond the level that can be financed through cash
flow.  This could also occur if pricing pressures result in
meaningful margin deterioration.  S&P believes margins would need
to decline by more than 200 basis points from current levels to
prompt a downgrade.

Upside scenario

S&P could raise the rating if Catalent reduces leverage to the
low-4x range.  Under this scenario, S&P would also need to be
confident that the risk of releveraging was low, and that the
company was committed to maintaining these lower leverage levels.


CELANESE CORP: Moody's Raises Corp. Family Rating to 'Ba1'
----------------------------------------------------------
Moody's Investors Service raised the Corporate Family Rating (CFR)
of Celanese Corporation to Ba1 from Ba2 due to its improving
financial performance and credit metrics. Moody's also raised its
ratings on Celanese U.S. Holdings LLC senior secured bank facility
to Baa3 from Ba1. However Moody's affirmed the ratings on Celanese
U.S. Holdings LLC senior unsecured debt at Ba2 and Celanese's
Speculative Grade Liquidity Rating at SGL-1. The outlook is
stable.

"The upgrade was triggered by the improved financial performance
at Celanese over the past year," stated John Rogers, Senior Vice
President at Moody's. "While we expect financial performance to
continue to improve, the rating will likely be capped at Ba1 until
management provides financial targets for leverage that would
support an investment grade rating and refinances the secured debt
in its capital structure."

Upgrades:

Issuer: Celanese Corporation

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

Corporate Family Rating, Upgraded to Ba1 from Ba2

Issuer: Celanese U.S. Holdings LLC

Senior Secured Bank Credit Facility Oct 31, 2015, Upgraded to
Baa3, LGD2 from Ba1, LGD3

Senior Secured Bank Credit Facility Oct 31, 2016, Upgraded to
Baa3, LGD2 from Ba1, LGD3

Senior Secured Bank Credit Facility Oct 31, 2016, Upgraded to
Baa3, LGD2 from Ba1, LGD3

Outlook Actions:

Issuer: Celanese Corporation

Outlook, Changed To Stable From Positive

Issuer: Celanese U.S. Holdings LLC

Outlook, Changed To Stable From Positive

Affirmations:

Issuer: Celanese Corporation

Speculative Grade Liquidity Rating, Affirmed SGL-1

Issuer: Celanese U.S. Holdings LLC

Senior Unsecured Regular Bond/Debenture Jun 15, 2021, Affirmed
Ba2, LGD4

Senior Unsecured Regular Bond/Debenture Oct 15, 2018, Affirmed
Ba2, LGD4

Senior Unsecured Regular Bond/Debenture Nov 15, 2022, Affirmed
Ba2, LGD4

Ratings Rationale

The upgrade of the CFR to Ba1 reflects the improvement of
Celanese's financial performance and credit metrics over the past
year. As of June 30, 2014, Celanese had Debt/EBITDA of 3.0x and
Retained Cash Flow/Debt of 18.1% which is fully supportive of a
Ba1 rating. The aforementioned metrics include Moody's standard
adjustments, which add over $2.billion of additional debt to the
company's balance sheet: $960 million for the capitalization of
operating leases and $1.1 billion for pension liabilities.

While the CFR and the secured facility were upgraded, the ratings
on the notes were affirmed as they are subordinate to a meaningful
amount of secured debt. If Celanese reduces secured debt by more
than $300 million, the unsecured notes would be upgraded to Ba1.
Celanese has indicated that it is considering refinancing its
highest cost tranche of debt (2018 notes) when it becomes callable
in October.

Celanese's Ba1 Corporate Family Rating (CFR) is supported by its
size and leading global positions in the acetyl chain and
substantial operational, geographical and product diversity. The
company's elevated exposure to developing markets and investments
in new capacity with access to low-cost feedstocks is a credit
positive and bodes well for continued earnings growth over the
longer term. The company's specialty segments (Engineered
Materials and Consumer Specialties) provide more earnings
stability and greater growth potential. The rating is tempered by
meaningful exposure to volatile pricing and margins in its Acetyl
Intermediates segment, sizable debt-like liabilities, management's
lack of targeted credit metrics for the firm and the expiration of
a low cost methanol contract in 2015. Although management has
stated its desire to reduce debt and achieve an investment grade
rating, they have not provided any specific detail on the timing
or amount of debt repayment that will occur. The company continues
to maintain a large and growing cash balance that is over $1
billion.

Despite Celanese's very large cash balance, Moody's does not apply
net debt metrics as further debt reduction is not a high priority
and management has not provided clear guidance on the use of cash
or its targeted financial metrics. Net debt credit metrics are
supportive of an investment grade rating but the capital
structure, with a large amount of secured debt, is not.

The stable outlook reflects the expectation for a relatively
modest improvement in financial performance in 2015 as normal
growth in its specialty segments outpaces the negative impact of
the expiration of its advantaged methanol supply contract. An
upgrade to the rating is unlikely until Celanese refinances the
large amount of secured debt on its balance sheet with unsecured
debt, management provides guidance on its targeted financial
metrics and the company can sustainably generate Debt/EBITDA of
under 3.0x and retained Cash Flow/Debt of less than 20%. A
downgrade of the CFR is unlikely unless leverage (Debt/EBITDA)
remains above 3.5x and Retained Cash Flow/Debt declines below 15%
for an extended period.

Celanese's SGL-1 Speculative Grade Liquidity rating reflects
robust liquidity with balance sheet cash of over $1 billion, an
undrawn $600 million secured revolver due October 31, 2015 and $21
million of availability under its $135 million US accounts
receivable program (matures August 2016). Additionally, Moody's
expect the company will continue to generate free cash flow of
$200-300 million per year over the next two years. Moody's expect
the company to have substantial headroom under the sole financial
covenant in its revolver through the end of 2015. Celanese also
has access to a $135 million securitization facility that matures
in 2016.

The principal methodology used in this rating was Global Chemical
Industry rating methodology published in December 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.

Celanese Corporation, headquartered in Dallas, Texas, is a leading
global producer of acetyls, vinyl acetate monomer, emulsions,
acetate tow, engineered thermoplastics and food ingredients.
Celanese reported sales of $6.7 billion for the LTM period ended
June 30, 2014.


CHIQUITA BRANDS: Gets $625 Million Buyout Offer From Brazilians
---------------------------------------------------------------
Peter Evans and Jesse Newman, writing for The Wall Street Journal,
reported that a pair of Brazilian companies unleashed a $625
million offer for Chiquita Brands International Inc., seeking to
thwart the U.S. banana company's plans to merge with Ireland's
Fyffes PLC.  According to the report, Cutrale Group, one of the
world's largest orange-juice suppliers, and investment firm Safra
Group offered to pay $13 in cash per share for Chiquita, a 29%
premium to the Aug. 8 closing price, according to the bidders.

                         *     *     *

The March 17, 2014 edition of The Troubled Company Reporter, it
was reported that Standard & Poor's Ratings Services revised its
rating outlook on Chiquita Brands International Inc. to positive
from stable.  At the same time, S&P affirmed the 'B' corporate
credit rating, 'B' senior secured debt rating, and 'CCC+'
unsecured debt rating on the company.

The TCR, on Jan. 30, 2014, reported that Moody's Investors Service
changed the rating outlook for Chiquita Brands International Inc.
to stable from negative while affirming all ratings of the
company, including its B2 Corporate Family Rating (CFR) and B2-PD
Probability of Default Rating (PDR).  Moody's also affirmed the
company's SGL-3 liquidity rating. The change in the outlook to
stable reflects Moody's expectation for continued improvement in
Chiquita's credit metrics, which have recently benefitted from
margin improvement largely as a result of cost saving initiatives.


CITYCENTER HOLDINGS: S&P Raises CCR to 'B+' on Debt Repayment
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Las-Vegas based gaming operator CityCenter Holdings LLC
to 'B+' from 'B'.  The rating outlook is stable.

S&P also raised issue-level ratings on the company's senior
secured credit facilities by one notch, in accordance with the
raised corporate credit rating.  The recovery rating on this debt
remains '2', indicating S&P's expectation for substantial (70% to
90%) recovery in the event of payment default.

"The upgrade reflects an improvement in CityCenter's financial
risk profile following the optional prepayment of $150 million in
term loan debt and our updated forecast to incorporate stronger
anticipated operating results through 2015," said credit analyst
Melissa Long.  "Resort operations revenue increased 5% and EBITDA
increased 10% in the first half of 2014, reflecting positive
visitation trends and modest growth in consumer spending, strong
hotel occupancy, improving room rates and strength in convention
business in the Las Vegas market.  We believe these trends are
likely to continue in the second half of 2014 and in 2015."

The stable rating outlook reflects S&P's expectation the
CityCenter's consolidated adjusted debt to EBITDA will remain in
the low- to mid-4x area through 2015.

Upside Scenario

S&P could consider a higher financial risk profile assessment and
a higher rating if it believes CityCenter will maintain leverage
below 4x.  This could be the result of faster than expected EBITDA
growth or additional optional debt repayment.  S&P could also
consider a higher rating if it raised its liquidity assessment on
CityCenter to strong.  Such a reassessment would require greater
clarity regarding the owners' financial policy with regards to
leverage and dividends.  S&P could also raise the rating if its
assessment of the company's business risk profile improves
following a track record of stability in operating performance.

Downside Scenario

S&P could lower the rating if CityCenter's performance falls
meaningfully below its current expectations, which could be the
result of volatile table hold or an unexpected economic downturn,
and/or if dividends to owners lead S&P to conclude that leverage
at CityCenter would weaken to and remain above 5.5x over the
intermediate term.


CLIFFS NATURAL: Moody's Lowers Sr. Unsecured Debt Rating to Ba1
---------------------------------------------------------------
Moody's Investors Service downgraded the senior unsecured debt
ratings of Cliffs Natural Resources (Cliffs) to Ba1 from Baa3 and
the senior unsecured shelf rating to (P)Ba1 from (P)Baa3 and
assigned a Ba1 Corporate Family Rating (CFR) and a Ba1-PD
Probability of Default rating. At the same time, Moody's assigned
a Speculative Grade Liquidity Rating of SGL-1. This concludes the
review for downgrade initiated on July 25, 2014. The rating
outlook is negative.

The downgrade in the senior unsecured ratings to Ba1 and
assignment of the Ba1 CFR reflects Moody's expectations that,
despite Cliffs' progress in reducing costs, particularly in its
Eastern Canadian and Asia Pacific iron ore operations, continued
headwinds pressuring fundamentals and pricing in the iron ore and
metallurgical coal industry will result in compression of debt
protection metrics and increased leverage through at least 2015.
Key debt protection metrics such as EBIT/interest and debt/EBITDA
contracted for the twelve months ended June 30, 2014 to 2.1 and
3.6 respectively from 4.2x and 2.2x in fiscal 2013 and given the
weak price fundamentals in the iron ore and met coal markets,
Moody's expect these metrics to remain under pressure. While some
of this contraction can be attributed to the impact of difficult
weather conditions through the first and into the second quarter
of 2014, there remains more significant ground to be recovered in
a pressured iron ore price environment, which Moody's believe will
result in a longer time frame for Cliffs to evidence metrics
appropriate for an investment grade rating.

Given the material new iron ore capacity that has come on line in
2014 together with slower growth rates in Chinese steel
production, 62%Fe iron ore prices have fallen, on average, roughly
30% since January 2014 and remain relatively range bound in the
$95/tonne trading range. Given Moody's expectation for continued
Chinese steel production growth rates in the 3% range in 2014 and
comparable rates in 2015, Moody's do not anticipate meaningful
improvements in seaborne iron ore prices through 2015. Moody's
current sensitivity analysis applies a iron ore price trading
range between $95 - $105/tonne (62%Fe). In addition, met coal
prices remain under pressure for similar reasons and Moody's
expect the coal operations to continue to operate at a negative
cash margin. Although the company's US iron ore operations are
contract based, with the seaborne price being one component of the
pricing equation, its Asia Pacific operations and Eastern Canadian
operations are more exposed to price movements in the seaborne
market. Factoring these elements together, Moody's believe that
leverage is likely to increase to over 4x but at Moody's
sensitivity levels remain within a range of 4x to 4.3x. In
addition, the timing by which higher cost iron ore production in
China and elsewhere is idled or closed remains uncertain and
additional low cost capacity additions are still planned by the
major seaborne market players such as Rio Tinto and Vale over the
next several years.

Issuer: Cliffs Natural Resources Inc.

Downgrades:

  Multiple Seniority Shelf Feb 11, 2016, Downgraded to
  (P)Ba1(LGD4) from (P)Baa3

  Senior Unsecured Regular Bond/Debenture, Downgraded to
  Ba1(LGD4) from Baa3

Assignments:

  Probability of Default Rating, Assigned Ba1-PD

  Speculative Grade Liquidity Rating, Assigned SGL-1

  Corporate Family Rating, Assigned Ba1

Outlook Actions:

  Outlook, Changed To Negative From Rating Under Review

Ratings Rationale

Cliffs Ba1 CFR is supported by its strong position in its US iron
ore operations, which in 2014 are expected to produce 22 million
tons -- the majority of anticipated consolidated production - and
the contract nature of this segment. In addition, the rating
considers the progress the company is making in lowering cash
costs in its operations, particularly in its Eastern Canadian
operations (Bloom Lake) and its Asia Pacific operations.

The SGL-1 rating reflects the company's solid liquidity position,
characterized by approximately $360 million in cash at June 30,
2014 and availability of roughly $1.5 billion under its $1.75
billion senior unsecured revolving credit facility. In addition,
the company recently amended covenants in this facility,
eliminating the debt/EBITDA covenant requirement and replacing it
with a total debt/capitalization ratio. In addition, this ratio
allows for $1.0 billion in impairments to be taken without
impacting the required covenant metrics. Given the company's
nominal debt maturities and reduced capital expenditures, Moody's
expect liquidity to remain more than sufficient relative to
requirements. In addition, the first half of 2014 evidenced a
significant working capital build, principally in inventory, due
to the winter weather impact, which Moody's expect to reverse
through the balance of 2014.

The Ba1 rating on the senior unsecured instruments under Moody's
loss given default methodology reflects the fact that virtually
all debt is pari passu in the capital structure. Should the mix of
secured and unsecured debt in the capital structure change, the
rating on the senior unsecured notes could be negatively impacted.

The negative outlook reflects potential head winds still facing
the iron ore industry. While Moody's believe the downward price
movement has abated, the uncertainty as to growth in Chinese steel
production, timing of high cost capacity shut downs, and continued
likely new supply are likely to exert a ceiling on any material
degree of price escalation through 2015. In addition, Moody's
expect prices to continue to show volatility.

The outlook also reflects the uncertainty as to the future
strategic direction of Cliffs given the change in composition of
the board of directors, following the success of Casablanca
Capital in its proxy battle, and the steps that will be taken with
respect to the future business profile of Cliffs.

Given the industry headwinds facing the company and the uncertain
strategic direction under the new board, a rating upgrade over the
next twelve to eighteen months is unlikely. The rating could be
downgraded should EBIT/interest be viewed as sustainable below 3x,
debt/EBITDA be sustained above 4x or (cash flow from operations
less dividends)/debt be sustained at below 20%. The rating could
also be downgraded if there is a significant contraction in
liquidity.

Headquartered in Cleveland, Ohio, Cliffs is the largest iron ore
producer in North America and is also involved in the
metallurgical coal industry through its two coking coal mining
complexes and to a lesser extent in thermal coal. In addition, the
company participates in the international iron ore markets through
its subsidiaries in Australia and Canada. For the twelve months
ended June 30, 2014, the company had revenues of $5.1 billion.

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


COLDWATER CREEK: Plan Confirmation Hearing Moved to Sept. 17
------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware issued an amended order approving the
disclosure statement explaining Coldwater Creek Inc., et al.'s
Third Amended Joint Plan of Liquidation to move the confirmation
hearing to Sept. 17, 2014, at 11:30 a.m. (prevailing Eastern
Time).  Objections to the confirmation of the Plan are due
Sept. 10.

A full-text copy of the Third Amended Disclosure Statement dated
Aug. 8, 2014, is available at http://is.gd/DxIqjd

                     About Coldwater Creek

Coldwater Creek is a multi-channel retailer that offers its
merchandise through retail stores across the country, its catalog
and its e-commerce Web site, http://www.coldwatercreek.com/
Originally founded in Sandpoint, Idaho in 1984 as a direct,
catalog-based marketer, Coldwater evolved into a multi-channel
specialty retailer operating 334 premium retail stores, 31 factory
outlet stores and seven day spa locations throughout the United
States.

As of the bankruptcy filing, the Debtors domestically employ a
total of approximately 5,990 employees throughout their retail
locations, corporate headquarters and distribution, design and
call centers.

Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on
April 11, 2014, to liquidate their assets.

Coldwater Creek Inc. disclosed assets of $721,468,388 plus
undetermined amount and liabilities of $425,475,739 plus
undetermined amount.  Affiliate Coldwater Creek U.S. Inc.
estimated $100 million to $500 million in assets and liabilities.

The Debtors have drawn $37.5 million and have approximately
$10 million in letters of credit outstanding under a senior
secured credit facility (ABL facility) provided by lenders led by
Wells Fargo Bank, National Association, as agent.  The Debtors
also owe $96 million, which includes accrued interest and
approximately $23 million representing a prepayment premium
payable, under a term loan from lenders led by CC Holding Agency
Corporation, as agent.  Aside from the funded debt, the Debtors
have accumulated a significant amount of accrued and unpaid trade
and other unsecured debt in the normal course of their business.

The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and
Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP
as financial advisor, Alvarez & Marsal as restructuring advisor,
and Prime Clerk LLC as claims and noticing agent.

The U.S. Trustee for Region Three named seven creditors to serve
on the official committee of unsecured creditors.  Lowenstein
Sandler LLP represents the Committee.


COLDWATER CREEK: Seeks Extension of Exclusive Periods
-----------------------------------------------------
Coldwater Creek Inc., et al., ask the U.S. Bankruptcy Court for
the District of Delaware to extend until Nov. 10, 2014, their
exclusive period to file a plan, and until Jan. 6, 2015, their
exclusive period to solicit acceptances of that plan.

The Court has recently approved the disclosure statement
explaining the Debtors' Amended Joint Plan of Liquidation and a
hearing to consider confirmation of the Plan is currently
scheduled for Sept. 17.  The Debtors expect that the Plan will be
confirmed by Sept. 17, but, out of abundance of caution, filed the
extension request with the support of the Official Committee of
Unsecured Creditors.

The Debtors and the Creditors' Committee agreed that they will
each have the co-exclusive right to file and solicit acceptance of
a Chapter 11 plan after Sept. 1.

A hearing on the extension request is scheduled for Sept. 10,
2014, at 10:00 a.m. (EST).  Objections are due Aug. 22.

                     About Coldwater Creek

Coldwater Creek is a multi-channel retailer that offers its
merchandise through retail stores across the country, its catalog
and its e-commerce Web site, http://www.coldwatercreek.com/
Originally founded in Sandpoint, Idaho in 1984 as a direct,
catalog-based marketer, Coldwater evolved into a multi-channel
specialty retailer operating 334 premium retail stores, 31 factory
outlet stores and seven day spa locations throughout the United
States.

As of the bankruptcy filing, the Debtors domestically employ a
total of approximately 5,990 employees throughout their retail
locations, corporate headquarters and distribution, design and
call centers.

Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on
April 11, 2014, to liquidate their assets.

Coldwater Creek Inc. disclosed assets of $721,468,388 plus
undetermined amount and liabilities of $425,475,739 plus
undetermined amount.  Affiliate Coldwater Creek U.S. Inc.
estimated $100 million to $500 million in assets and liabilities.

The Debtors have drawn $37.5 million and have approximately
$10 million in letters of credit outstanding under a senior
secured credit facility (ABL facility) provided by lenders led by
Wells Fargo Bank, National Association, as agent.  The Debtors
also owe $96 million, which includes accrued interest and
approximately $23 million representing a prepayment premium
payable, under a term loan from lenders led by CC Holding Agency
Corporation, as agent.  Aside from the funded debt, the Debtors
have accumulated a significant amount of accrued and unpaid trade
and other unsecured debt in the normal course of their business.

The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and
Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP
as financial advisor, Alvarez & Marsal as restructuring advisor,
and Prime Clerk LLC as claims and noticing agent.

The U.S. Trustee for Region Three named seven creditors to serve
on the official committee of unsecured creditors.  Lowenstein
Sandler LLP represents the Committee.


COLDWATER CREEK: Lease Decision Deadline Extended Until Oct. 31
---------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended the time period during which
Coldwater Creek Inc., et al., may assume or reject leases until
Oct. 31, 2014.

Landlord Bohannon Development Company, before the Court issued the
extension order, asserted that the Court should not extend the
lease decision deadline until Oct. 31 as they have indicated no
interest in the lease other than to utilize the space through July
31.  Bohannon also told the Court that it has entered into an
agreement with a replacement tenant whose tenancy is intended to
initiate on Sept. 1.

                     About Coldwater Creek

Coldwater Creek is a multi-channel retailer that offers its
merchandise through retail stores across the country, its catalog
and its e-commerce Web site, http://www.coldwatercreek.com/
Originally founded in Sandpoint, Idaho in 1984 as a direct,
catalog-based marketer, Coldwater evolved into a multi-channel
specialty retailer operating 334 premium retail stores, 31 factory
outlet stores and seven day spa locations throughout the United
States.

As of the bankruptcy filing, the Debtors domestically employ a
total of approximately 5,990 employees throughout their retail
locations, corporate headquarters and distribution, design and
call centers.

Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on
April 11, 2014, to liquidate their assets.

Coldwater Creek Inc. disclosed assets of $721,468,388 plus
undetermined amount and liabilities of $425,475,739 plus
undetermined amount.  Affiliate Coldwater Creek U.S. Inc.
estimated $100 million to $500 million in assets and liabilities.

The Debtors have drawn $37.5 million and have approximately
$10 million in letters of credit outstanding under a senior
secured credit facility (ABL facility) provided by lenders led by
Wells Fargo Bank, National Association, as agent.  The Debtors
also owe $96 million, which includes accrued interest and
approximately $23 million representing a prepayment premium
payable, under a term loan from lenders led by CC Holding Agency
Corporation, as agent.  Aside from the funded debt, the Debtors
have accumulated a significant amount of accrued and unpaid trade
and other unsecured debt in the normal course of their business.

The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and
Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP
as financial advisor, Alvarez & Marsal as restructuring advisor,
and Prime Clerk LLC as claims and noticing agent.

The U.S. Trustee for Region Three named seven creditors to serve
on the official committee of unsecured creditors.  Lowenstein
Sandler LLP represents the Committee.


COLOR STAR GROWERS: Gets Approval of Deal With Lenders, Committee
-----------------------------------------------------------------
Color Star Growers of Colorado, Inc. received court approval of
its settlement agreement with a group of lenders and the official
committee of unsecured creditors.

Under the terms of the settlement, the lenders will, among other
things, allow $750,000 of Color Star's cash collateral to be used
solely for allowed administrative expenses.  In exchange, the
company will provide full releases to the lenders.

The lenders are Regions Bank, Comerica Bank, and MCG Capital
Corporation and Solutions Capital I, L.P.

A copy of the settlement agreement can be accessed for free at
http://is.gd/m0EYPb

                      About Color Star

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

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

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

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


CONEX HOLDINGS: Court Narrows Trustee's Suit Over 2008 LBO
----------------------------------------------------------
Charles A. Stanziale, Jr., Chapter 7 Trustee for Conex
International, LLC, sued the oil industry contractor's former
owners and management over a $246 million leveraged buyout in 2008
that allegedly tipped the company into Chapter 7 bankruptcy.  In
his complaint, the Chapter 7 Trustee alleges breaches of fiduciary
duties, among other things, against Ronald W. Schuster, E.A.
Roskovensky, Damien W. Kovary, Lawrence G. Wolski, Douglas A.
Johnson, Dan M. Schramm, Emily Heisley Stoeckel, Stanley H.
Meadows, Gary A. Raduenz, David Van Vleet, and Michael Moorhouse.
In Count V of the Complaint, the Chapter 7 Trustee alleges that
the Individual Defendants were directors and officers of Conex as
well as of Heico Companies LLC, or Heico divisions that directly
or indirectly controlled the Debtor.  In that capacity, they
allegedly caused Conex, while insolvent, to stop paying certain
creditors and to pay fraudulent transfer and preference payments
to Heico.

In response, the Individual Defendants filed motions to dismiss
this count of the Complaint for failure to plead adequate facts in
support of the fiduciary duty claims.

In an August 8, 2014, Memorandum Opinion available at
http://is.gd/fGIsLAfrom Leagle.com, Bankruptcy Judge Christopher
S. Sontchi grants without prejudice the Motion to Dismiss Count V.
The Trustee has not provided adequate facts in support of his
claims; however, the Court grants the Trustee leave to amend the
Complaint within 30 days of the issuance of this opinion to
adequately plead facts to support his breach of fiduciary duty
claims against the Individual Defendants arising from the payments
made from Conex to Heico.

On August 7, 2008, the day Conex was converted from a Texas
corporation to a Texas LLC, Holdings bought the interests of Conex
in a $246 million leveraged buy-out.  The next day, Heico, through
Holdings, acquired the membership interests in Conex as well as
the stock of Advantage Blasting & Coating, Inc. in exchange for
$234,130,000 in cash and certain contingent and deferred payments.
Heico's structure of the sales transaction allegedly left Conex
with significant debt and insufficient capital.

According to the Complaint, "the purchase price was funded through
a capital contribution to Conex from Heico in the amount of $77.8
million and bank loans to Conex totaling $163,975,000."  The loans
were secured by all of Conex's and ABC's assets. Conex allegedly
received only $1,449,884 of the $234 million cash payment. The
remainder of the money was used to cash-out former shareholders
and to pay professionals, as well as bank and transaction fees.

On the Closing Date, Conex allegedly did not have sufficient
working capital to be able to meet its future cash payments.
Almost immediately after the Closing Date, with Heico controlling
Conex, Conex became insolvent.  At the end of 2008, Conex had a
negative working capital.  Pursuant to the Complaint, "its current
liabilities exceeded its current assets by approximately $18
million."  At the end of 2009, Conex's current liabilities
exceeded its current assets by $156 million and by the end of 2010
by $173 million.

Conex's sales revenue, gross profit and net income deteriorated
significantly shortly after the Closing Date. For the first eight
months of 2008, Conex's contract revenue was approximately $197.6
million, its gross profit approximately $37.3 million, and its net
income $35.2 million.  These numbers dropped to approximately
$76.6 million, $14.3 million, and $4.85 million respectively
during the remainder of 2008. The operating results further
deteriorated in 2009 and only slightly improved for 2010. At the
end of December 2009, "Conex's contract revenue was approximately
$111.4 million, a decrease of approximately $162.8 million from
2008's full year contract revenue and a decrease of approximately
$93 million from 2007's full year contract revenue."

In 2009, less than 11 months after the Closing Date, Conex
defaulted under its credit agreement and stopped paying its bank
debt.  At the same time, the transfers to Heico commenced, which
allegedly continued until the filing of the involuntary bankruptcy
petition.  Heico allegedly "authorized and directed" Conex to make
payments to Heico in the amount of $10,990,914 during the two
years prior to the Petition Date.  Further, Heico allegedly
received $7,144,972 in preference payments from Conex in the one
year period prior to the Petition Date.  These transfers were
allegedly made while the Debtors did not service their bank debt.
In addition to these transfers, Heico allegedly caused the Debtor
"to transfer to Heico Conex's right to collect a $614,377.65
receivable from Ceco Construction, LLC (a company that is owned
and controlled by Heico)" and "to reduce its pre-paid insurance
account by $402,276.50 and transfer its interest to Heico."  These
transfers occurred at a time at which Conex was either insolvent,
rendered insolvent, or did not have enough working capital.

On Feb. 20, 2011, Wells Fargo, Bank of Montreal, and The
Prudential Insurance Company of America, commenced an involuntary
Chapter 7 bankruptcy case against Conex Holdings, LLC, and an
involuntary Chapter 11 bankruptcy cases against Conex
International, LLC (Bankr. D. Del. Case No. 11-10503) and
Advantage Blasting & Coating, LLC (Bankr. D. Del. Case No. 11-
10502).

The adversary case is, CHARLES A. STANZIALE, JR., in his capacity
as the Chapter 7 Trustee of Conex International, LLC, f/k/a Conex
International Corporation, Plaintiff, v. HEICO HOLDINGS, INC.,
RONALD W. SCHUSTER; E.A. ROSKOVENSKY; DAMIEN W. KOVARY; LAWARENCE
G. WOLSKI; DOUGLAS A. JOHNSON; DAN M. SCHRAMM; EMILY HEISLEY
STOECKEL; STANLEY H. MEADOWS; GARY A RADUENZ; DAVID VAN VLEET; AND
MICHAEL MOORHOUSE, Defendants, Adv. Proc. No. 13-50941 (CSS)
(Banr. D. Del.).

Counsel for Certain Individual Defendants are:

     William E. Chipman, Jr., Esq.
     Mark D. Olivere, Esq.
     COUSINS CHIPMAN & BROWN, LLP
     1007 North Orange Street, Suite 1110
     Wilmington, DE 19801
     Tel: (302) 295-0191
     E-mail: chipman@ccbllp.com
             olivere@ccbllp.com

          - and -

     Bruce S. Sperling, Esq.
     Robert D. Cheifetz, Esq.
     SPERLING & SLATER, P.C.
     55 West Monroe Street, Suite 3200
     Chicago, IL 60603
     Tel: 312-641-3200
     Fax: 312-641-6492
     E-mail: bss@sperling-law.com
             robc@sperling-law.com

Counsel to Charles A. Stanziale, Jr., the Chapter 7 Trustee, are:

     Katharine L. Mayer, Esq.
     McCARTER & ENGLISH, LLP
     Renaissance Centre
     405 N. King St., 8th Flr.
     Wilmington, DE 19801
     Tel: 302-984-6312
     Fax: 302-984-2494
     E-mail: kmayer@mccarter.com

          - and -

     Charles A. Stanziale, Jr., Esq.
     Jeffrey T. Testa, Esq.
     Michael J. Reynolds, Esq.
     McCARTER & ENGLISH, LLP
     Four Gateway Center
     100 Mulberry St.
     Newark, NJ 07102
     Tel: 973-639-7908
     Fax: 973-297-6231
     E-mail: cstanziale@mccarter.com
             jtesta@mccarter.com
             mreynolds@mccarter.com


CONNEAUT LAKE PARK: Trustees Seek Bankruptcy Lawyer's Advice
------------------------------------------------------------
Keith Gushard, writing for Meadville Tribune, reported that the
trustees of Conneaut Lake Park, a nonprofit corporation that
oversees the public trust that owns the amusement park, met in
executive session for more than an hour and 15 minutes on Aug. 5
at the Hotel Conneaut with attorney George T. Snyder, a partner in
the Pittsburgh law firm of Stonecipher, Cunningham, Beard &
Schmitt, which specializes in commercial bankruptcy and insolvency
law.

The report said bankruptcy filing remains a possible option for
Conneaut Lake Park to halt a possible sheriff's sale or tax sale
for more than $925,000 in overdue property taxes, interest and
penalties.  According to the report, Crawford County commissioners
have not taken any official action in support of a sheriff's sale,
but they have stated previously Conneaut Lake Park remains
scheduled to go up for sale at the county treasurer's annual tax
upset sale on Sept. 26.

The report added that no decision has been made, according to Mark
Turner, an executive director of Trustees of Conneaut Lake Park,
said following the board's executive session.


CONNECTEDU INC: Gates Foundation Seeks Docs Over Grant Funds
------------------------------------------------------------
The Bill & Melinda Gates Foundation last week filed papers in the
Chapter 11 case of ConnectEDU Inc. et al, seeking an order
pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure
to compel the Debtors to disclose certain documents and respond to
interrogatories on or before Sept. 12 at 5:00 p.m.

In July 2013, the Gates Foundation awarded ConnectEDU a grant in
the total amount of $499,375, conditioned on ConnectEDU meeting
certain requirements.  The grant was extended for the charitable
purpose of building an innovative technology platform that will
empower students to master certain common core standards for
literacy through an engaging, personalized and collaborative
learning experience.

In June 2014, the foundation filed a proof of claim against
ConnectEDU for the return of any amounts not used for grant
purposes.

The foundation is represented by:

     Eunice R. Hudson, Esq.
     K&L GATES LLP
     599 Lexington Avenue
     New York, NY 10022
     Tel: 212-535-3900
     Fax: 212-536-3901

          - and -

     R. Gibson Masters, Esq.
     K&L GATES LLP
     One SW Columbia Street, Suite 1900
     Portland, OR 97258
     Tel: 503-228-3200
     Fax: 503-248-9085

          - and -

     David C. Neu, Esq.
     K&L GATES LLP
     925 Fourth Avenue, Suite 2900
     Seattle, WA 98104
     Tel: 206-623-7580
     Fax: 206-623-7022

ConnectEdu Inc., a maker of education-related technology, filed
for Chapter 11 bankruptcy protection in Manhattan, on April 28,
2014.  The case is In re ConnectEdu, Inc., Case No. 14-11238
(Bankr. S.D.N.Y.).  The Debtor's counsel is Wojciech F Jun, Esq.,
and Sharon L. Levine, Esq., at Lowenstein Sandler LLP.

The filing lists ConnectEdu's assets at between $1 million and
$10 million against liabilities of between $10 million and $50
million.


CRUMBS BAKE SHOP: Customer Data Needs Shield, Watchdog Says
-----------------------------------------------------------
Sherri Toub, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that U.S. Department of
Justice's bankruptcy watchdog said Crumbs Bake Shop Inc. shouldn't
be able to auction off customer lists without oversight as such a
sale would violate the company's privacy policy.  According to the
report, the U.S. Trustee asked the court to appoint a "consumer
privacy ombudsman" to ensure that personally identifiable customer
information, such as names, addresses and phone numbers, is
protected in the sale.

                      About Crumbs Bake Shop

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

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

                           *     *     *

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

On the petition date, Crumbs entered into an Asset Purchase
Agreement through which Lemonis Fischer Acquisition Company, LLC,
a joint venture created by Marcus Lemonis LLC and Fischer
Enterprises, L.L.C., will acquire the Crumbs' business as part of
the Company's Chapter 11 filing.  The Debtor will sell itself at a
bankruptcy auction on Aug. 21.  The lead bidder has a $6.5 million
credit bid.  A hearing to approve the sale is scheduled to take
place on Aug. 26.  The Company hopes to complete the sale process
in approximately 60 days, pending receipt of the necessary
approvals from the Bankruptcy Court.

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


CRYSTAL CATHEDRAL: 9th Circ. Axes Founder's $5M Comp Claim
----------------------------------------------------------
Law360 reported that the Ninth Circuit denied Crystal Cathedral
Ministries founder Dr. Robert H. Schuller's $5 million
compensation claim in the church's bankruptcy, ruling he was
entitled to only one-year's compensation under an employment
agreement written when he stepped down as senior pastor.
According to the report, upholding a California federal judge's
affirmation of a bankruptcy court's November 2012 decision that
Schuller was only entitled to $600,000, the appeals court held in
a split decision that he was an employee, and therefore the
parties' "transition agreement" amounted to an employment
contract.

The case is In re: Crystal Cathedral Ministries, et al v. Karen
Naylor, et al., Case No. 13-56039 (9th Cir.).

                      About Crystal Cathedral

Crystal Cathedral filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. 10-24771) on Oct. 18, 2010.  The Debtor
disclosed $72,872,165 in assets and $48,460,826 in liabilities as
of the Chapter 11 filing.  Marc J. Winthrop, Esq., at Winthrop
Couchot P.C. represents the Debtor.

Todd C. Ringstad, Esq., at Ringstad & Sanders, LLP, represents the
Official Committee of Unsecured Creditors.

In November 2011, Crystal Cathedral won Court permission to sell
its property to the Roman Catholic Diocese of Orange for $57.5
million.  The Diocese beat a rival bid from Chapman University.
The sale agreement provides that the congregation will have three
years to find new premises.

Chapman University, the secular bidder, was the preferred buyer as
far as the church members are concerned, because Chapman would
allow the ministry to continue to use the main buildings on the
premises.  It also offered the option of allowing church
administrators to buy the property back at a later point.  Chapman
raised its bid to $59 million, but the Crystal Cathedral board
still chose the Diocese.


CUE & LOPEZ: Court Extends Oriental Bank's Reply Deadline
---------------------------------------------------------
Oriental Bank on March 5, 2014, sought for the appointment of an
examiner in the Chapter 11 cases of Cue & Lopez Construction Inc.
and Cue & Lopez Contractors, Inc.  Cue & Lopez vehemently opposed
the appointment as unduly burdensome and unnecessary. Cue & Lopez
sought sanctions against the bank for pursuing it.

William Santiago-Sastre, Esq., at De Diego Law Offices, PSC, in
Carolina, Puerto Rico, noted that Cue & Lopez's assertions were
issues that were not addressed in the bank's original request for
the appointment of an examiner. The bank wants the opportunity to
reply to the allegations, including calculations of total payments
to insiders and new information presented in Cue & Lopez's monthly
report.

Oriental Bank, however, was not able to file a reply in the time
allotted by the Bankruptcy Court. Mr. Santiago-Sastre explained
that the delay was because:

   (a) numerous documents produced by Cue & Lopez must be
       examined consisting of construction contracts, supplier
       contracts, and supporting documents for petty cash checks
       of more than $1,000;

   (b) deposing Cue & Lopez with regard to these documents have
       yet to be held;

   (c) key bank officers were unavailable to assist counsel; and

   (d) the bank had to file its objection to the disclosure
       statement with several exhibits containing new
       information.

Mr. Santiago-Sastre pointed out that Oriental Bank's reply to Cue
& Lopez's objection is more extensive than originally thought
because new information and disclosures provided additional
evidence and grounds for the appointment of an examiner.

Accordingly, at the bank's request, the Court extends the deadline
for Oriental Bank to file a reply to the objection.

Oriental Bank is represented by:

     William Santiago-Sastre, Esq.
     De Diego Law Offices, PSC
     PO Box 79552
     Carolina, PR 00984-9552
     Tel: 787-622-3942
     Fax: 787- 622-3941
     E-mail: wssbankruptcy@gmail.com

                         About Cue & Lopez

San Juan, Puerto Rico-based Cue & Lopez Construction, Inc., sought
protection under Chapter 11 of the Bankruptcy Code on Oct. 4, 2013
(Case No. 13-08297, Bankr. D.P.R.).  The case is assigned to Judge
Brian K. Tester.

Cue & Lopez Contractors, Inc., filed a separate Chapter 11
petition (Case No. 13-08299) on the same date.

The Debtors are represented by Charles Alfred Cuprill, Esq., at
Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico.  CPA
Luis R. Carrasquillo & Co., P.S.C., serves as accountant.

Cue & Lopez Construction scheduled $13,334,151 in total assets and
$17,520,089 in total liabilities.  The Chapter 11 petitions were
signed by Frank F. Cue Garcia, president.


DETROIT, MI: Amended Terms of Agreement with Police Assoc. OK'd
---------------------------------------------------------------
Judge Steven Rhodes of the U.S. Bankruptcy Court for the Eastern
District of Michigan, Southern Division, approved a stipulation
reflecting amended terms of a tentative agreement between the city
of Detroit and the Detroit Police Officers Association regarding
the city's plan of debt adjustment.

The court-approved stipulation provides that DPOA will be
permitted to re-file its objections if the DPOA membership does
not ratify a collective bargaining agreement by Aug. 15, 2014.  If
the DPOA membership does not ratify a CBA by Aug. 15, then (a) any
Class 14 Ballot that accepts the Plan submitted by the DPOA will
not be counted for purposes of determining whether Class 14 has
accepted the Plan in accordance with Section 1126(c) of the
Bankruptcy Code; and (b) the Claims and Balloting Agent will File,
no later than Aug. 25, a revised tabulation affidavit with respect
to Class 14 reflecting the exclusion of the DPOA Class 14 Ballot.

                  About City of Detroit, Michigan

The City of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846).  Detroit listed
more than $1 billion in both assets and debts.

Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition.  Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.

Michigan Governor Rick Snyder authorized the bankruptcy filing.

The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.

The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing.  Debt service consumes
42.5 percent of revenue.  The city has 100,000 creditors and
20,000 retirees.

The Hon. Steven Rhodes oversees the bankruptcy case.  Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.

Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.

Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.

A nine-member official committee of retired workers was appointed
in the case.  The Retirees' Committee is represented by Dentons US
LLP.  Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.


DETROIT, MI: Federal Court Agrees to Suspend Bankruptcy Appeals
---------------------------------------------------------------
Reuters reported that the U.S. Court of Appeals for the Sixth
Circuit agreed to suspend seven cases seeking to overturn a lower
court ruling that found Detroit was eligible for municipal
bankruptcy, following motions filed by attorneys for Detroit
pension funds, unions and others requesting that the cases be
suspended instead of dismissed until the city concludes a
confirmation process for its bankruptcy exit plan.

                  About City of Detroit, Michigan

The City of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846).  Detroit listed
more than $1 billion in both assets and debts.

Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition.  Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.

Michigan Governor Rick Snyder authorized the bankruptcy filing.

The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.

The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing.  Debt service consumes
42.5 percent of revenue.  The city has 100,000 creditors and
20,000 retirees.

The Hon. Steven Rhodes oversees the bankruptcy case.  Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.

Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.

Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.

A nine-member official committee of retired workers was appointed
in the case.  The Retirees' Committee is represented by Dentons US
LLP.  Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.


DETROIT, MI: City Mayor Addresses Water Shut-Off Program
--------------------------------------------------------
Joe Guillen, writing for Detroit Free Press, reported that the
city of Detroit's mayor has announced a new plan to address the
city's water shut-off program.  According to the report,
residents, under the plan, will have an easier time enrolling in
payment plans for unpaid water bills and late payment penalties
will be waived.  The plan also aims to better inform residents
when their water service could be cut and make it easier for
customers to make payments, the report said, citing the mayor.

                  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.


DEWEY & LEBOEUF: Judge Stays Insurer's Case Against Defendants
--------------------------------------------------------------
MP McQueen, writing for The Am Law Daily, reported that a federal
court judge in Iowa has granted a stay in Aviva Life and Annuity
Company's civil lawsuit against three former Dewey & LeBoeuf
executives for allegedly making false and misleading statements as
part of a 2010 bond offering.  According to the report, the judge
also allowed the defendants -- former chairman Steven Davis,
former executive director Stephen DiCarmine and former chief
financial officer Joel Sanders -- to ask the U.S. Court of Appeals
for the Eighth Circuit to hear an interlocutory appeal of his
May 19 decision denying their motion to dismiss the case on
grounds that the insurance company has no standing because it sold
off the bonds and claims that are at the center of the case.

                      About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust.  Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee.  Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.

Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March.  The plan created
a trust to collect and distribute remaining assets.  The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.


DIGITAL DOMAIN: Fla. Says $20M in Tax Credits Not Part of Estate
----------------------------------------------------------------
Law360 reported that the Florida Department of Economic
Opportunity asked a Delaware bankruptcy judge to rule that $20
million in tax credits Digital Domain Media Group Inc. applied for
aren't part of the debtor's estate because the "Titanic" special
effects shop never met the conditions for final approval.

                    About Digital Domain

Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of
original content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.

Digital Domain Media Group, Inc. and 13 affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on
Sept. 11, 2012, to sell its business for $15 million to
Searchlight Capital Partners LP, subject to higher and better
offers.  The Company disclosed assets of $205 million and
liabilities totaling $214 million.

The Debtors also have sought ancillary relief in Canada, pursuant
to the Companies' Creditors Arrangement Act in the Supreme Court
of British Columbia, Vancouver Registry.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.

At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai.  The $36.7 million total
value of the contact includes $3.6 million to cure defaults on
contracts and $2.9 million in reimbursement of payroll costs. As
the result of a settlement negotiated by the unsecured creditors'
committee with secured lenders, there will be some recovery for
the committee's constituency.


DOTS LLC: Bounces Back as New Owner Re-opens Some Stores
--------------------------------------------------------
Katy Stech, writing for The Wall Street Journal, reported that New
Dots LLC, which bought the Dots LLC's brand, is slowly
resurrecting the stores by re-opening.  According to the Journal,
the new owner plans to open 120 Dots stores by the end of next
year.

                          About DOTS LLC

Dots is a retailer of fashionable clothing, accessories, and
footwear for price-conscious women.  Dots provides missy and plus
size choices to fashion savvy 25 to 35 year old women at
approximately 400 retail stores throughout the Midwest, East, and
South United States.  Dots' workforce includes 3,500 individuals
in their stores, distribution center, and corporate headquarters.

Dots, LLC, and its affiliates sought bankruptcy protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
14-11016) on Jan. 20, 2014, to sell some or all of their assets.

Lowenstein Sandler LLP serves as counsel to the Debtors.
PricewaterhouseCoopers LLP is financial advisor and investment
banker.  Donlin, Recano & Company, Inc., is the claims and notice
agent.

As of the Petition Date, the Debtors have outstanding secured debt
owed to senior lender Salus Capital Partners, LLC, of which
$14.5 million remains outstanding under a revolving facility and
$16.1 million is owed under a term facility.  The Debtors also
have not less than $17 million outstanding under subordinated term
loan agreements with Irving Place Capital Partners III L.P.
("IPC") and related entities.  Moreover, the Debtors have
aggregate unsecured debts of $47.0 million.  The Debtors disclosed
$51,574,560 in assets and $85,442,656 in liabilities as of the
Chapter 11 filing.

Salus, the prepetition senior lender and the DIP lender, is
represented by Morgan, Lewis & Bockius, LLP.  The prepetition
subordinated lenders are represented by Okin Hollander & DeLuca,
LLP.

The Company has arranged to borrow $36 million to keep operating
as it reorganizes under court protection.

Otterbourg P.C. serves as counsel to the Official Committee of
Unsecured Creditors; and FTI Consulting, Inc., serves as its
financial advisor.


ELBIT IMAGING: Provides Add'l Update to Annual Meeting Proposal
---------------------------------------------------------------
Elbit Imaging Ltd. announced additional updates regarding a
proposal on the agenda of its annual general meeting of
shareholders scheduled to be held on Aug. 14, 2014.

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:

The Company intends to engage no more than two office holders
under the compensation terms detailed in the Compensation Policy
for the positions of Chairman of the Board of Directors, CEO and
General Manager.

The Company further intends to reevaluate the compensation terms
for its office holders in approximately a year's time and its
Compensation Committee will perform an evaluation of such
compensation terms on an annual basis.

The Company has further undertaken to Entropy, that it will
discuss the appointment and compensation terms of a full time CEO,
once it receives the recommendations of a special committee formed
for the purpose of locating suitable candidates, within one year,
as the position of Acting CEO (to the extent approved by the
shareholders of the Company) is due to expire during that period.
The terms of the full time CEO, once elected, will be subject to
the approval of the Company's General Meeting.

                     About Elbit Imaging Ltd.

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

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

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

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

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

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


ENERGY FUTURE: Solvency Ruled Discoverable in Make-Whole Fight
--------------------------------------------------------------
Law360 reported that Judge Christopher S. Sontchi of the U.S.
Bankruptcy Court for the District of Delaware issued a 25-page
opinion ruling that information regarding a subsidiary of private
equity-owned Energy Future Holdings Inc.'s solvency is
discoverable in the context of an adversary action lodged by CSC
Trust Co. of Delaware, the indenture trustee for a group of senior
secured noteholders looking for a $665 million payment if the
energy giant refinances the notes.

According to the report, if the indenture trustee is successful in
its claim, and the debtor is found to be solvent, the court can
directly enforce under applicable state law the terms of the
agreement EFIH, which holds an 80 percent stake in nondebtor Oncor
Electric Delivery Company LLC, struck with the lenders of about
$3.5 billion of 10-percent senior secured notes.

The adversary case is CSC Trust Co. of Delaware v. Energy Future
Intermediate Holdings LLC et al, case number 1:14-ap-50363, in the
same venue.

            About Energy Future Holdings fka TXU Corp.

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: Drops Bid to Take Part in Optim Asset Auction
------------------------------------------------------------
Energy Future Holdings Corp. withdrew its motion to allow Luminant
Generation Company LLC and two other subsidiaries to make a bid
for Optim Energy, LLC's assets.

The power producer, however, said it may file a new motion
"seeking substantially the same relief" at a later date.

In June, Optim Energy, another bankrupt Texas-based power
producer, asked for court approval to hold an auction of its coal
plants in Bremond, Texas, with Twin Oaks Power LLC's $82 million
offer serving as the stalking horse bid.

Optim Energy previously received a $60 million offer from Major
Oak Power LLC, an affiliate of The Blackstone Group LP.  Earlier
reports said Major Power doesn't intend to complete the deal.

            About Energy Future Holdings fka TXU Corp.

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: Given Six-Month Extension to Remove Suits
--------------------------------------------------------
Energy Future Holdings Corp. has been given a six-motnh extension
to remove lawsuits involving the company and its affiliated
debtors.

U.S. Bankruptcy Judge Christopher Sontchi extended the deadline
for the company to remove the lawsuits to January 26 from July 28.

Energy Future and its affiliated debtors are involved in more than
420 civil actions.  The company had said it needs more time "to
properly evaluate the potential removal of each of the actions."

            About Energy Future Holdings fka TXU Corp.

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

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

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

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

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

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

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

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

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


ENGLOBAL CORP: Posts $1.6 Million Net Income in Second Quarter
--------------------------------------------------------------
ENGlobal Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $1.59 million on $27.17 million of operating revenues for the
three months ended June 28, 2014, as compared with a net loss of
$1.58 million on $50.64 million of operating revenues fo the three
months ended June 29, 2013.

The Company also reported net income of $3.40 million on $54.06
million of operating revenues for the six months ended June 28,
2014, as compared with net income of $350,000 on $100.41 million
of operating revenues for the six months ended June 29, 2013.

As of June 28, 2014, the Company had $51.02 million in total
assets, $24.87 million in total liabilities and $26.14 million in
total stockholders' equity.

Mark Hess, ENGlobal's chief financial officer, said: "I believe we
are continuing to see positive results from initiatives that have
been undertaken at ENGlobal over the last two years.  Our improved
performance is best demonstrated by a significant increase in
margins, consistent project execution, as well as substantial
internal growth in our continuing operations."

Mr. Hess continued: "We maintained a substantial cash balance and
had no borrowings during the quarter.  However, we are working
with a regional bank to replace our current credit facility that
matures at the end of the third quarter with a similar three year
facility that will help provide the working capital to sustain our
growth.  While there is still some work to be done, we expect a
new facility to be in place during September."

"We're obviously proud to report this third consecutive profitable
quarter, which represents a major turnaround in our business from
recent years," said William Coskey, P.E., Chairman and chief
executive officer of ENGlobal.  "We continue to be excited about
capitalizing on ENGlobal's differentiated expertise and
proprietary technologies, whereby we provide value to our clients.
In addition, we expect to begin evaluating select external growth
opportunities -- having similar characteristics and potentially
providing additional capabilities for our firm."

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

                         http://is.gd/jhPZG8

                            About ENGlobal

Houston-based ENGlobal Corporation (Nasdaq: ENG) is a provider of
engineering and related project services primarily to the energy
sector throughout the United States and internationally.  ENGlobal
operates through two business segments: Automation and
Engineering.  ENGlobal's Automation segment provides services
related to the design, fabrication and implementation of advanced
automation, control, instrumentation and process analytical
systems.  The Engineering segment provides consulting services for
the development, management and execution of projects requiring
professional engineering, construction management, and related
support services.

ENGlobal incurred a net loss of $2.98 million for the year ended
Dec. 28, 2013, a net loss of $33.60 million for the year ended
Dec. 29, 2012 and a net loss of $7.07 million for the year ended
Dec. 31, 2011.


ENTEGRA POWER: Plan & Disclosure Statement Hearing on Sept. 19
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on Sept. 19, 2014, at 2:00 p.m. (prevailing
Eastern Time) to consider, among other things, the adequacy of the
disclosure statement and the confirmation of Entegra Power Group
LLC, et al.'s prepackaged plan of reorganization.

The prepackaged plan proposes full payment to holders of general
unsecured claims, prepetition second lien claims, other secured
claims, and intercompany claims.  Holders of allowed prepetition
second lien claims owed $237 million will receive their pro rata
share of new second lien Series A notes plus cash received by the
Debtors from the proceeds of the new second lien series B notes.

Holders of prepetition third lien claims is expected to recover
64.6%.  Holders of allowed prepetition third lien claims owed
$1.31 billion will receive their pro rata share of (a) 100% of the
ETC senior equity interests and (b) $550 million in principal
amount of new third lien debt.  In addition, eligible Holders of
allowed prepetition third lien claims will be permitted to
purchase new second lien notes in the form of New Second Lien
Series B Notes.

Any responses or objections to the approval of the Disclosure
Statement and the confirmation of the Plan must be submitted on or
before Sept. 8.  The Debtors may file a single consolidated reply
brief in response to any objections by Sept. 15.

According to Christina Pullo, director of solicitation of Prime
Clerk LLC, only holders of Prepetition Second Lien Claims,
Prepetition Third Lien Claims, and Equity Interests in Parent are
entitled to vote under the Plan, and 100% of the holders of these
claims voted to accept the Plan.

The Court ruled that the meeting of the Debtors' creditors under
Section 341 of the Bankruptcy will be waived unless the Plan is
not confirmed on or before Oct. 15.  The Court also extended until
Oct. 15 the time by which the Debtors must file their schedules of
assets and liabilities and statements of financial affairs;
provided that if the Plan is confirmed on or before Oct. 15, the
requirement to file SOFAs and Schedules is waived.

                     About Entegra Power Group

Entegra Power Group LLC and its affiliates operate an independent
power company that owns one of the largest gas-fueled power plants
in the United States, located in El Dorado, Arkansas.  In
addition, affiliate Gila River Energy Holdco LLC indirectly owns
one-half of another of the country's largest gas-fueled power
plants, in Gila Bend, Arizona.  The Entegra entities market
electric power from the two facilities to wholesale customers in
the southeastern and southwestern United States.

Entegra, Gila, and 10 other affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11859) on Aug. 4,
2014.  The cases are pending before the Honorable Peter J. Walsh,
and the Debtors have requested that their cases be jointly
administered.

The Debtors have tapped Richards, Layton & Finger, P.A., as
counsel, and Prime Clerk LLC as claims and notice agent.

The Gila facility's direct owners are not debtors in the Chapter
11 cases, and the Gila Facility will not become property of the
Debtors' estates.


ENTEGRA POWER: Has Authority to Hire Prime Clerk as Claims Agent
----------------------------------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware authorized Entegra Power Group LLC, et al., to employ
Prime Clerk LLC as claims and noticing agent to receive, maintain,
record and otherwise administer the proofs of claims filed in the
Chapter 11 cases.

                     About Entegra Power Group

Entegra Power Group LLC and its affiliates operate an independent
power company that owns one of the largest gas-fueled power plants
in the United States, located in El Dorado, Arkansas.  In
addition, affiliate Gila River Energy Holdco LLC indirectly owns
one-half of another of the country's largest gas-fueled power
plants, in Gila Bend, Arizona.  The Entegra entities market
electric power from the two facilities to wholesale customers in
the southeastern and southwestern United States.

Entegra, Gila, and 10 other affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11859) on Aug. 4,
2014.  The cases are pending before the Honorable Peter J. Walsh,
and the Debtors have requested that their cases be jointly
administered.

The Debtors have tapped Richards, Layton & Finger, P.A., as
counsel, and Prime Clerk LLC as claims and notice agent.

The Gila facility's direct owners are not debtors in the Chapter
11 cases, and the Gila Facility will not become property of the
Debtors' estates.


ENTEGRA POWER: Has Interim Authority to Use Cash Collateral
-----------------------------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware gave Entegra Power Group LLC, et al., interim
authority to use cash collateral securing their prepetition
indebtedness.

Prior to the Petition Date, one or more of the Debtors entered
into a credit agreement with U.S. Bank National Association as
administrative agent and another credit agreement with Wells Fargo
Bank, N.A., as administrative agent.  Pursuant to the existing
credit agreements, the Debtors were, as of the Petition Date,
indebted to the second lien lenders in the aggregate principal
amount of $236,903,333 and to the third lien lenders in the
aggregate principal amount of $1,312,841,009.

A final hearing is scheduled for Sept. 3, 2014, at 11:00 a.m.
(Eastern Daylight Time).  Objections are due no later than seven
days prior to the final hearing.

A full-text copy of the Interim Cash Collateral Order with Budget
is available at http://bankrupt.com/misc/ENTEGRAcashcol0806.pdf

                     About Entegra Power Group

Entegra Power Group LLC and its affiliates operate an independent
power company that owns one of the largest gas-fueled power plants
in the United States, located in El Dorado, Arkansas.  In
addition, affiliate Gila River Energy Holdco LLC indirectly owns
one-half of another of the country's largest gas-fueled power
plants, in Gila Bend, Arizona.  The Entegra entities market
electric power from the two facilities to wholesale customers in
the southeastern and southwestern United States.

Entegra, Gila, and 10 other affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11859) on Aug. 4,
2014.  The cases are pending before the Honorable Peter J. Walsh,
and the Debtors have requested that their cases be jointly
administered.

The Debtors have tapped Richards, Layton & Finger, P.A., as
counsel, and Prime Clerk LLC as claims and notice agent.

The Gila facility's direct owners are not debtors in the Chapter
11 cases, and the Gila Facility will not become property of the
Debtors' estates.


ENTERTAINMENT PUBLICATIONS: Saves Big With Mich. Tax Agreement
--------------------------------------------------------------
Law360 reported that Charles M. Forman, the Chapter 7 trustee for
Entertainment Publications LLC, proposed a settlement agreement
with the Michigan Treasury over $667,000 in taxes it paid under
protest before it entered bankruptcy.  According to the report,
the trustee proposed that coupon publisher be refunded $550,000,
which will be divided between the debtor and former equity owner
InterActiveCorp, which had fronted most of the tax payment in
2011, while the bankrupt company would receive $170,000.

               About Entertainment Publications

Troy-Michigan based Entertainment Publications LLC, a producer of
discount and promotion products, filed for Chapter 7 liquidation
on March 12 in Delaware (Case No. 13-10496).

The company was founded in 1962 by Hughes and Sheila Potiker as
Sports Unlimited, selling 8,000 coupon books in the Detroit area.
The company was acquired in 2008 by an affiliate of MHE Private
Equity Fund LLC, which said at the time that the sale and
accompanying tax benefit to seller IAC/InterActive Corp. was
valued at about $135 million.

The petition described the assets as worth less than $50 million
with debt totaling more than $50 million.

Christopher Ward, Esq., vice chairman of the bankruptcy and
financial restructuring practice group at the Kansas City, Mo.-
based law firm Polsinelli Shughart, represents the company.

In March 2011, the company rebranded itself as Entertainment
Promotions LLC, which has been its d.b.a. since then.

The bankruptcy appears to be fallout between Menard and his
longtime friend and former business partner in MH Equity Partners,
Steve Hilbert. Hilbert was removed from control of the private
equity fund.  Menard wanted Hilbert out because MH Private
Equity's investments have lost 70 percent of their value,
according to a lawsuit filed in November 2012 in Wisconsin by
Merchant Capital and Menard Inc.  MH Private Equity spent $495
million to buy or invest in eight companies, including
Entertainment Publications. Those investments have lost
$344 million of their value since the fund was founded in 2005.


EVANS & SUTHERLAND: Incurs $868,000 Net Loss in Second Quarter
--------------------------------------------------------------
Evans & Sutherland Computer Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $868,000 on $5.71 million of sales
for the three months ended June 27, 2014, as compared with a net
loss of $425,000 on $5.21 million of sales for the three months
ended June 28, 2013.

For the six months ended June 27, 2014, the Company reported a net
loss of $1.41 million on $12.38 million of sales as compared with
a net loss of $1.78 million on $9.91 million of sales for the six
months ended June 28, 2013.

As of June 27, 2014, the Company had $24.23 million in total
assets, $38.83 million in total liabilities and a $14.60 million
total stockholders' deficit.

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

                         http://is.gd/SGTyO4

                     About Evans & Sutherland

Salt Lake City, Utah-based Evans & Sutherland Computer Corporation
in conjunction with its wholly owned subsidiary, Spitz Inc.,
creates innovative digital planetarium systems and cutting-edge,
fulldome show content.  E&S has developed Digistar 5, the world's
leading digital planetarium with fulldome video playback, real-
time computer graphics, and a complete 3D digital astronomy
package fully integrated into a single theater system.  This
technology allows audiences to be immersed in full-color, 3D
computer-generated interactive worlds.  As a full-service system
provider, E&S also offers Spitz domes, hybrid planetarium systems
integrated with Digistar and a full range of theater systems from
audio and lighting to theater automation.  E&S markets include
planetariums, science centers, themed attraction venues, and
premium large-format theaters.  E&S products have been installed
in over 1,300 theaters worldwide.

For the nine months ended Sept. 27, 2013, the Company reported a
net loss of $793,000 on $18.42 million of sales as compared with a
net loss of $2.19 million on $17.92 million of sales for the nine
months ended Sept. 28, 2012.


EVERGREEN TANK: S&P Lowers CCR to 'B-' on Weak Credit Metrics
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Houston-based Evergreen Tank Solutions
Inc. (ETS) to 'B-' from 'B'.  The outlook is negative.

At the same time, S&P lowered its issue-level rating on the
company's $207 million senior secured term loan due 2018 one notch
to 'CCC+' from 'B-'.  The '5' recovery rating on the debt remains
unchanged, indicating S&P's expectation for modest recovery (10%-
30%) in the event of a payment default.

"The downgrade reflects ETS' weaker-than-expected operating
performance in recent quarters and its continued high debt levels
due to its funding of bolt-on acquisitions in 2013," said Standard
& Poor's credit analyst Carol Hom.  "We believe that ETS' 2014
earnings on its base business will increase only modestly as its
business begins to stabilize and cash flow generation could remain
insufficient to cover debt service payments."  S&P revised its
assessment of the company's liquidity to "less than adequate" from
"adequate."

The outlook is negative.  S&P expects ETS' operating performance
to improve modestly, but its expectation for limited free
operating cash flow (FOCF) could lead to increased drawings under
the revolver to fund debt service payments, which would in turn
cause further pressure on liquidity.

S&P could lower the rating if it believes the level and pace of
improvement in the company's operating performance are not
sufficient to generate FOCF to address its debt service payments
in the coming quarters.

S&P could revise the outlook to stable if ETS' operating prospects
stabilize and improve meaningfully, such that it improves and
sustains its credit metrics and it generates ample free cash flow
to comfortably meet its debt service payments.


FIRST MARINER: Has Exclusive Right to File Plan Until Sept. 3
-------------------------------------------------------------
Sherri Toub, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that First Mariner BancorP
won an extension of the exclusive right to propose a Chapter 11
plan.  According to the report, U.S. Bankruptcy Judge David E.
Rice on July 29 granted the extension request, which First Mariner
says was supported by the official committee of unsecured
creditors.  The new plan-filing deadline is Sept. 3, the report
related, citing a court order.

                    About First Mariner Bancorp

First Mariner Bancorp, the holding company for Maryland community
bank 1st Mariner, filed for Chapter 11 bankruptcy on Feb. 10,
2014, in order to sell its bank subsidiary, 1st Mariner Bank, to a
new bank formed by investors.  The case is In re First Mariner
Bancorp, Case No. 14-11952 (D. Md.) before Judge David E. Rice.

The Debtor's bankruptcy counsel is Kramer Levin Naftalis & Frankel
LLP.  The Debtor's local counsel is Lawrence Joseph Yumkas, Esq.,
at Yumkas, Vidmar & Sweeney, LLC, in Annapolis, Maryland.  The
Debtor's regulatory and corporate counsel is Kilpatrick Townsend &
Stockton LLP.  The Debtor's investment banker and financial
adviser is Sandler O'Neill + Partners, L.P.

The Debtor has total assets of $5.45 million and total debts of
$60.52 million.


GRIDWAY ENERGY: Ask Court for 60-Day Exclusive Periods Extension
----------------------------------------------------------------
Gridway Energy Holdings, Inc., and its affiliates ask the
Bankruptcy Court to extend their exclusive period to file a
Chapter 11 plan to October 7, 2014, and exclusive period to
solicit plan acceptances to December 8, 2014.

Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilminton, Delaware, relates that in the less than four months
since Gridway petitioned for Chapter 11 protection, they have been
working diligently to:

   (a) stabilize their businesses and respond to myriad requests
       and inquiries from employees, vendors, taxing authorities,
       utility companies, and other parties-in-interest;

   (b) negotiate, document, and implement their
       debtor-in-possession financing;

   (c) obtain relief that has enabled them to continue operating
       their businesses in the ordinary course, including
       obtaining approval to pay certain prepetition claims of
       trade creditors and employees and ensure critical services
       are not uninterrupted;

   (d) prepare and file financial schedules and SOFAs for each of
       the 19 debtors;

   (e) coordinate with the U.S. Trustee and the creditors'
       committee to provide requested financial information and
       comply with the reporting requirements under the
       Bankruptcy Code;

   (f) negotiate and seek Court approval of a global settlement
       with creditors;

   (g) critically assess assets and market those assets for sale;

   (h) develop bid procedures for a sale of substantially all of
       their assets, conduct a competitive auction for the
       assets, and successfully consummate a sale;

   (i) market the remaining assets for a potential sale;

   (j) begin the review of their executory contracts and
       unexpired leases; and

   (k) obtain entry of an order establishing a deadline for
       filing proofs of claim for prepetition claims as well as
       administrative claims pursuant to Section 503(b) of the
       Bankruptcy Code.

Mr. Buchanan points out that accomplishing these milestones within
a mere four months has been a labor-intensive process that has
fully occupied Gridway Energy's limited staff and required
substantial attention from all of the professionals retained in
the Chapter 11 cases.

In light of the accomplishments and of the various factors
considered by courts in determining whether cause exists for an
extension of the exclusive periods, Gridway Energy believes that
each of the factors relevant to these cases weighs in favor of the
requested extension.

Gridway Energy is represented by:

     Michael R. Nestor, Esq.
     Joseph M. Barry, Esq.
     Donald J. Bowman, Jr. , Esq.
     Travis G. Buchanan, Esq.
     YOUNG CONAWAY STARGATT & TAYLOR, LLP
     Rodney Square
     1000 North King Street
     Wilmington, DE 19801
     Telephone: 302-571-6600
     Facsimile: 302-571-1253

          - and -

     Alan M. Noskow, Esq.
     Mark A. Salzberg, Esq.
     SQUIRE PATTON BOGGS (US) LLP
     2550 M St. NW
     Washington, DC 20037
     Telephone: 202-457-6000
     Facsimile: 202-457-6315

                    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.


GUAM POWER: Fitch Affirms 'BB+' Rating on $27.3MM Sub. Rev. Bonds
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' rating to the following
revenue bonds of Guam Power Authority (GPA or the authority):

   -- Approximately $84,800,000 revenue bonds, 2014 series A.

The series 2014 series A bonds are scheduled for negotiated sale
in Sept.  Bond proceeds will provide funds for GPA's capital
program, fund a debt service reserve, pay capitalized interest and
costs of issuance.

In addition, Fitch affirms the following ratings:

   -- $491,1 million senior revenue bonds, 2012 series A and 2010
      series A, at 'BBB-';

   -- $27.3 million subordinated revenue bonds, 2010 series A, at
      'BB+'.

The Rating Outlook is revised to Negative from Stable.

SECURITY

The bonds are secured by a first lien on net revenues of GPA.
Outstanding subordinated revenue bonds are limited obligations of
GPA secured by a lien on, and pledge of, net revenues, subject to
the prior pledge of revenues securing the senior bonds.  A default
on the subordinated revenue bonds would not trigger a default on
the senior revenue bonds.

KEY RATING DRIVERS

SOLE POWER PROVIDER: GPA benefits from its position as the sole
provider of retail electricity to the nearly 160,000 residents of
the island of Guam, the westernmost territory of the U.S.  The
significant presence of the U.S. Navy, which accounts for nearly
20% of GPA's total annual revenue, provides stability to the
island's economy and the authority's customer base.

OUTLOOK REVISION TO NEGATIVE: The revision in Outlook reflects
Fitch's concerns that the risks associated with the authority's
plan to reduce its dependence on oil-fired generation through a
system-wide conversion to dual-fuel generation (natural gas/oil-
fired), as well as the sizable costs and related debt obligations,
could weaken leverage metrics and operating flexibility to levels
consistent with more speculative-grade credits.

WEAK FINANCIAL PROFILE: Weak operating margins continue to
generate Fitch-calculated debt service coverage of senior and
subordinate lien debt and capital lease obligations of about 1.0x
and provide for minimal cash reserves.  Although, Fitch expects
recent base rate increases coupled with a sizeable reduction in
annual debt service obligations beginning in fiscal 2016 will
improve financial metrics over the next several years, the
authority's debt-funded capital plan is likely to increase
leverage and debt service requirements over the longer term.

SUBJECT TO RATE REGULATION: GPA's electric rates are regulated by
the Guam Public Utility Commission (PUC), which authorizes cost
recovery through both base rates and a levelized energy adjustment
clause (LEAC) for fuel and other related costs.  The PUC's
responsiveness to requests for cost recovery in recent years is
viewed favorably by Fitch, but delays inherent in both the
regulatory process and the recovery mechanism will continue to
impair liquidity and limit overall financial flexibility.

POWER SUPPLY DIVERSIFICATION: Fitch views positively the
authority's strategic energy plan, which will diversify the
authority's fuel mix and facilitate compliance with environmental
regulations, through a conversion to dual-fuel generation and the
addition of renewable energy via purchases.  Projected costs are
sizeable, and the permitting process could be lengthy, but Fitch
expects the plan will ultimately result in a newer, significantly
more efficient generation fleet that allows for greater diversity
in fuel supply.  Lower projected fuel costs could also provide GPA
with additional flexibility to absorb high debt service costs.

LIMITED ECONOMIC PROFILE: The authority's service area exhibits
weak, but improving income levels and persistently high
unemployment as a result of Guam's largely tourism-based economy.
Favorably, receivables have remained at a manageable level and
annual bad debt expenses are consistently low.

RATING SENSITIVITIES

IMPLEMENTATION OF POWER SUPPLY PLAN: Fitch expects to resolve the
Negative Outlook as the full impact of the proposed energy
conversion plan becomes more clearly defined over the next two
years.  Expectations that project costs and related debt levels
associated with implementing the energy plan could weaken
operating and financial performance beyond what is currently
forecast will likely trigger negative rating action.

CREDIT PROFILE

POWER SUPPLY CONVERSION

The strategic efforts by the authority's management team over the
next several years will be focused primarily on complying with
environmental regulations imposed by the U.S. Environmental Agency
(EPA).  The authority is in the early stages of gaining the
necessary regulatory approvals needed to execute its resource
implementation plan, which includes the installation of new
generation units, retiring older generating units and ultimately
converting to liquefied natural gas (LNG) as a primary fuel
source.

The expected cost is sizeable, estimated to be $691 million,
although the conversion to dual-fuel generation as well as the
planned addition of renewable sources of power supply will
eventually provide for greater fuel diversification and
effectively satisfy the EPA's maximum achievable control
technology (MACT) standards.

The authority expects to rely significantly on debt issuance to
fund the vast majority of the associated costs.  Fitch expects
debt service costs will rise considerably as a result, although
the full impact of the additional debt will not occur until beyond
the authority's current financial forecast period of 2014-2018.
Fitch remains concerned that net operating margins beyond fiscal
2018 will begin to compress as the vast majority of debt issued in
support of the energy conversion plan begins amortizing.

ISLAND UTILITY SYSTEM

Guam is the westernmost territory of the U.S., located
approximately 3,800 miles southwest of Honolulu, HI, and almost
1,600 miles southeast of Tokyo, Japan.  The island's population
grew by a nominal 3% over the prior decade, reaching an estimated
159,350, according to the 2010 U.S. Census.

GPA provides electric generation, transmission, and distribution
service on a retail basis to a largely residential service
territory anchored by the U.S. military.  Customers are served
primarily through owned generation, and to a lesser extent through
three energy agreements with independent power producers (IPPs).
Owned generating resources of the authority totaling 357.4 MW
consist of three oil-fired steam generating units, four combustion
turbine units, and 14 diesel units.  Total available capacity is
twice the system's record peak demand and well in excess of
projected future demand.

WEAK FINANCIAL PROFILE

The authority's already weak financial metrics diminished somewhat
in fiscals 2012 and 2013 after a short-term gain in fiscal 2011.
A decline in energy sales coupled with a sizeable increase in debt
service costs reduced Fitch calculated debt service coverage to
just below 1.0x in both years.  Unrestricted cash also declined in
recent years, dropping from 30 days of operating cash on hand in
fiscal 2011 to just 17 days over the prior two years; however, the
inclusion of restricted working capital funds improves the ratio
to about 45 days.

GPA's financial forecast through fiscal 2018 shows Fitch
calculated debt service coverage increasing over the next three
fiscal years before leveling off at about 1.3x.  The forecast
conservatively assumes that rates are held constant, sales remain
flat, and no impact from a planned military build-up.  GPA's
projections also assume all energy conversion projects are
financed on the authority's balance sheet.  Longer term
projections are not available.

TOURISM-BASED ECONOMY

Guam receives over 1 million visitor arrivals annually, the
majority of which are from Japan.  Tourism and the U.S. military
are the primary contributors to Guam's economy, accounting for
slightly more than half of the island's employment opportunities.

The previously anticipated relocation of nearly 5,000 U.S. Marines
from a base in Okinawa to Guam is reportedly proceeding following
a protracted delay.  The increase in military personnel, while
smaller than previously expected, is still viewed positively by
Fitch, as nearly all related infrastructure costs are expected to
be borne by the U.S. Navy.

The island's unemployment rate has declined from almost 15% midway
through 2013 to about 10% based on the latest data available.
Similar to all U.S. Territories, wealth indicators rank
significantly lower than those of the U.S., although Guam's median
household income is significantly higher than its island peers.


GUAM POWER: Moody's Affirms Ba1 Rating on Sub. Revenue Bonds
------------------------------------------------------------
Moody's Investors Service has assigned a Baa3 rating to the 2014
Series A Bonds to be issued by Guam Power Authority (GPA). At the
same time, Moody's affirmed the ratings of the existing senior
revenue bonds at Baa3 and subordinated revenue bonds at Ba1. The
rating outlook for GPA has been revised to positive from stable.

Issue: Guam Power Authority Revenue Bonds, 2014 Series A
Rating: Baa3
Sale Amount: $84,791,121
Expected Sale Date: 08-11-2014
Rating Description: Revenue:Other

Summary Rating Rationale:

The Baa3 rating of Guam Power Authority (GPA)'s to be issued 2014
Series A Revenue Bonds and the existing Bonds reflects GPA's
monopoly status as the sole provider of electricity to a fairly
diversified customer base comprising residential, business and
government customers including both the Government of Guam as well
as the United States Navy. The rating reflects consistent and
solid financial performance as measured by debt service coverage
levels and liquidity held in the form of days cash on hand,
approval of multi-year rate increase requests and the long term
power supply contract with the U.S. Navy, GPA's largest customer.
The presence of and the continued expansion of Guam's U.S.
military presence is a stabilizing factor and reflects the
strategic importance of the island. GPA continues to develop its
fuel diversification plan, which is also expected to address
environmental compliance issues.  The rating however is tempered
by Guam's reliance on tourism and the US Navy, GPA's 100% reliance
on fuel oil based generation and uncertainty around EPA's view on
GPA's consent decree requests.

Outlook

The rating outlook is positive, reflecting the certainty of rates
over the next few years as well as GPA's consistent operational
and financial profile. The outlook also incorporates current GPA's
expectations that the fuel diversification plan will satisfy EPA's
requirements and will be implemented in a manner that is amenable
to EPA.

What Could Change the Rating UP

The rating could face upward pressure with more clarity around
GPA's EPA compliance and LNG strategy, and also as GPA's resource
mix gains greater diversity. Continued growth in the economy
fueled by tourism resulting in sustained improvements in the
financial profile will also contribute to a rating upgrade.

What Could Change the Rating DOWN

In light of the positive rating outlook, limited near-term
prospects exist for the rating to be downgraded. The rating could
face downward pressure if GPA's financial profile deteriorates
such that debt service coverage, inclusive of all debt and lease
obligations, falls below 1.2x as calculated by Moody's on a
consistent basis. Additionally, downward pressure may be placed on
the rating if GPA's fuel diversification plan does not meet EPA's
requirements.

Strengths

-- Monopoly service provider of essential service
-- Growing residential customer base
-- Demonstrated willingness and ability to raise rates
-- Expanding Guam economy

Challenges

-- Lack of fuel diversity
-- Declining electricity sales
-- Clarity around implementation of LNG strategy and meeting EPA
    regulations

The principal methodology used in this rating was U.S. Public
Power Electric Utilities with Generation Ownership Exposure
published in November 2011.



HAAS ENVIRONMENTAL: Files Reorganization Plan, Faces Objections
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Haas
Environmental Inc., Santander Bank, N.A., and Ford Motor Credit
Company LLC filed with the U.S. Bankruptcy Court for the District
of New Jersey objections to the disclosure statement describing
the Debtor's proposed Plan of Reorganization.

A copy of the Disclosure Statement is available for free at:

                       http://is.gd/Y5CJlo

The Disclosure Statement filed by the Debtor on May 27, 2014, says
that the Debtor seeks to accomplish payments by providing payments
to creditors from (a) cash on hand on the effective date; (b)
funds held in escrow by Sherman Silverstein prior to the effective
date; (c) the new value contribution; (d) net proceeds of the sale
of the inventory; (e) net proceeds of the sale of the Steubenville
property; and (f) proceeds from causes of action.

The Debtor will fund its ongoing operations and all payments to
holders of Class 1-5 claims from funds in its possession on and
after the effective date.  Payments to Class 6 will be made by
sole shareholder Eugene Haas from his personal funds.  Payments on
account of allowed professional claims, allowed priority tax
claim, allowed Class 7 claims, and allowed Class 8 claims will be
made from a plan payment fund.  Distributions to allowed
professional claims, allowed priority tax claims, allowed Class 7
claims, and allowed Class 8 claims will be made in this order:

      a. payment, in full, of all allowed professional claims;
      b. payment, in full, of all allowed priority tax claims;
      c. payment, in full, of all allowed class 7 claims; and
      d. distributions on account of allowed class 8 claims.

If the plan payment fund doesn't contain sufficient funds to make
distributions to satisfy allowed professional claims, the Debtor
or reorganized debtor will provide an amount equal to the
lesser of $60,000 or the remaining balance owed on account of
allowed professional claims on each of Aug. 15, 2014, Oct. 15,
2014, and Dec. 15, 2014, which funds will be used solely for the
payment of allowed professional claims.  The Debtor or reorganized
debtor will be reimbursed any amount that it contributes to the
plan payment fund upon availability of funds in the plan payment
fund.

Upon the effective date, Mr. Haas will be deemed appointed as the
plan administrator and will be responsible for making
distributions from the play payment fund under the Plan.
Management of the Debtor's operations after the effective date
will continue to be run by Mr. Haas as its president.

The effective date of the proposed Plan is: (a) 14 days after
entry of the confirmation order; (b) the date the plan
administrator executes the plan administrator agreement; and
(c) the date the new value contribution is deposited with Sherman
Silverstein.

A hearing for the Court to consider the approval of the Disclosure
Statement was set for July 10, 2014, at 2:00 p.m.

                       Committee's Objection

The Committee claims in a court filing dated June 26, 2014, that
the Plan's distribution scheme violates the absolute priority rule
as it impermissibly delivers all of the equity of the reorganized
debtor to the Debtor's sole equity interest holder, without
providing payment in full to holders of senior classes of impaired
claims.  The Debtor, says the Committee, cannot avail itself of
the "new value" exception to the absolute priority rule because
the proposed "new value" contribution is woefully inadequate and
the Debtor failed to test the adequacy of the "new value"
contribution against the market.

The Committee's objection states that the Plan also contains
inappropriate provisions that are highly prejudicial to the
interests of the Debtor's estate and creditors, like the broad
third-party releases by the Debtor's estate in favor of the
Debtor's sole equity interest holder and other insiders.

The Committee adds, "The Disclosure Statement is completely silent
as to any basis for the inclusion in the Plan of broad third-party
releases in favor of the Debtor's sole Equity Interest Holder and
various other insiders.  These proposed releases warrant
particular scrutiny by the Court as there is no consideration,
much less fair consideration, being provided by the proposed
beneficiaries of these third-party releases.  Furthermore, many of
the proposed beneficiaries of the third-party releases are the
same exact parties who were recipients of significant and
substantial prepetition transfers, which the Committee believes
were fraudulent transfers and/or preferential payments."

A copy of the objection is available for free at:

                       http://is.gd/a1nMsK

                       Santander's Objection

Santander states in its objection filed on June 26, 2014, that the
Plan unfairly discriminates against Santander, is not fair and
equitable with respect to Santander, is not feasible, contains
impermissible third-party releases and violates the absolute
priority rule by not exposing Debtor's equity interests to the
market.

Santander says that the Disclosure Statement fails to provide any
disclosure concerning (i) the Santander Judgment; (ii) the
Debtor's identification and proposed treatment of the Santander
collateral; (iii) the value of the Debtor's property -- including
the Santander Collateral -- to be used by the reorganized Debtor
post-bankruptcy; and (iv) the method or analysis by which Debtor
seeks to reduce the Santander Secured Debt to $48,000.  Santander
complains that Exhibit "F" to the Disclosure Statement is the
Debtor's Chapter 7 liquidation analysis, which lists Santander as
holding an "$83,000 Third Position Lien against Debtor's Cash and
Accounts Receivable".  That value, Santander states, is
inconsistent with other sections of the Disclosure Statement.

As of June 24, 2014, Debtor owes Santander $817,946.30, exclusive
of attorneys' fees and other costs.  The Santander Secured Debt is
secured by a perfected UCC-1 lien all assets of the Debtor,
whether presently owned or later acquired, including all cash and
non-cash proceeds.  The Debtor's sole shareholder, Eugene Haas,
among other non-debtor guarantors, has guaranteed the Santander
Secured Debt.  Santander holds a judgment entered by the Superior
Court of New Jersey against Eugene Haas, Kimberly Haas and Shale
Solutions, LLC, for their failure to repay the Santander Secured
Debt.

A copy of the objection is available for free at:

                        http://is.gd/8sVJp9

                    Ford Motor Credit's Objection

On June 5, 2014, Ford Motor Credit Company LLC, holder of a first
purchase money security interest encumbering a number of vehicles
owned by the Debtor, filed with the Court an objection to the Plan
and the Disclosure Statement, claiming that they do not precisely
state how Ford Motor Credit will be paid after confirmation.

Ford Motor Credit's loans are cross collateralized.  "The
Disclosure Statement and Plan do not refer to that and should.
The Plan should refer to the fact that Ford Credit will retain its
liens on all vehicles it financed after confirmation.  The Plan
and Disclosure Statement should be amended to reflect that Ford
Credit will be paid the contract rate of interest set forth on
each retail installment contract secured by the vehicle it
financed," Ford Motor Credit says.

The loans encumbering the vehicles are in default both
pre-petition and post-petition.  Ford Motor Credit claims that the
Disclosure Statement does not address how pre-petition arrears
will be cured.

A copy of the objection is available for free at:

                       http://is.gd/v6NwR7

                  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.


HOSTESS BRANDS: Notifies Court of Address Change
------------------------------------------------
Old HB, Inc., et al., formerly known as Hostess Brands, Inc., and
its affiliated debtors notify the Bankruptcy Court of their
address change.

Corinne Ball, Esq., at Jones Day, in New York, says that all
notices given or required to be given and papers served or
required to be served to or on Old HB in the Chapter 11 cases
should now be given and served at:

              Old HB, Inc.
              3101 Mercier Street, Suite 422
              Kansas City, MO 64111

Old HB is represented by:

     Lisa G. Laukitis, Esq.
     David G. Marks, Esq.
     JONES DAY
     222 East 41st Street
     New York, NY 10017
     Telephone: (212) 326-3939
     Facsimile: (212) 755-7306

          - and -

     Ryan T. Routh, Esq.
     JONES DAY
     North Point
     901 Lakeside Avenue
     Cleveland, OH 44114
     Telephone: (216) 586-3939
     Facsimile: (216) 579-0212

                       About Hostess Brands

Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known
for iconic brands such as Butternut, Ding Dongs, Dolly Madison,
Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride,
Twinkies and Wonder.  Hostess has 36 bakeries, 565 distribution
centers and 570 outlets in 49 states.

Hostess filed for Chapter 11 bankruptcy protection early morning
on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through
12-22056) in White Plains, New York.  Hostess Brands disclosed
assets of $982 million and liabilities of $1.43 billion as of the
Chapter 11 filing.

The bankruptcy filing was made two years after predecessors
Interstate Bakeries Corp. and its affiliates emerged from
bankruptcy (Bankr. W.D. Mo. Case No. 04-45814).

In the new Chapter 11 case, Hostess has hired Jones Day as
bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, FTI Consulting, Inc. to provide an
interim treasurer and additional personnel for the Debtors, and
Kurtzman Carson Consultants LLC as administrative agent.

Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry
Wilson, the head of turnaround and restructuring firm MAEVA
Advisors, are representing the Teamsters union.

Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain
Millers International Union and Bakery & Confectionery Union &
Industry International Pension Fund are Jeffrey R. Freund, Esq.,
at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David
A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright &
Jaworski L.L.P.

The official committee of unsecured creditors selected New York
law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom
Mayer and Ken Eckstein head the legal team for the committee.

Hostess Brands in mid-November 2012 opted to pursue the orderly
wind down of its business and sale of its assets after the Bakery,
Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a
nationwide strike.  The Debtor failed to reach an agreement with
BCTGM on contract changes.

Hostess Brands sold its businesses and most of the plants to five
different buyers for an aggregate of $860 million.  Hostess still
has some plants, depots and other facilities the buyers didn't
acquire.

The bankruptcy estate has changed its name to Old HB Inc.


HOUSTON REGIONAL: AT&T, DirecTV to Acquire CSN Houston Under Plan
-----------------------------------------------------------------
David Barron, writing for The Houston Chronicle, reported that
AT&T and DirecTV Sports Networks apparently will become the sole
owners of Comcast SportsNet Houston under a plan of reorganization
filed late Wednesday night with federal bankruptcy court.  The
report noted that the Plan was filed about 12 hours before a 10
a.m. status conference on Aug. 7 before U.S. Bankruptcy Judge
Marvin Isgur.

According to the report, an investment agreement involving AT&T,
DirecTV Sports Networks, the Astros and Rockets and signed by
Astros owner Jim Crane and Rockets CEO Tad Brown, provides that
the Houston Regional Sports Network partnership will be
reorganized as a limited liability company with 1,000 common
shares -- 40 percent to AT&T, 60 percent to DirecTV Sports
Networks.  Those shares will represent "the totally outstanding
equity interest of HRSN" and interests of HRSN owned by the teams
and Comcast "shall be irrevocably canceled and terminated."

According to the report, in a statement Thursday morning, the
companies said, "The Houston Regional Sports Network, along with
the Houston Astros and Houston Rockets, filed with the U.S.
Bankruptcy Court in Houston a proposal to transfer ownership to a
joint venture between DIRECTV and AT&T. Once the proposal is voted
on by the creditors and approved by the court, DIRECTV and AT&T
look forward to providing this great sports programming to Astros
and Rockets fans throughout the region."

             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.


IMPERIAL METALS: S&P Cuts Rating to 'CCC+' Over Tailings Breach
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Vancouver-based Imperial Metals Corp., to 'CCC+' from 'B-'
following the breach of the company's tailings storage facility at
its Mount Polley mine in British Columbia.  The outlook is
negative.

Standard & Poor's has also lowered its issue-level rating on the
company's senior unsecured debt to 'CCC+' from 'B-'.  The recovery
rating on the company's senior unsecured notes is unchanged at
'4', which corresponds with average (30%-50%) recovery in S&P's
simulated default scenario.

"The downgrade of Imperial Metals follows the breach of the
company's tailings storage facility at its Mount Polley mine in
British Columbia, which we believe will have a serious negative
effect on the company's cash flow and liquidity," said Standard &
Poor's credit analyst Jarrett Bilous.  "The cause of the breach is
unknown and the mine has been placed on care and maintenance,"
Mr. Bilous added.

Mount Polley accounts for the majority of the company's production
and cash flow generation; based on the scope of the breach, S&P
believes there is a high likelihood that the company's cash flow
generation will be materially impacted by downtime at Mount
Polley.  At this point, there is no indication as to when
operations will be restored, or the potential costs associated
with breach remediation (including environmental clean-up).  As a
result, S&P views the company as vulnerable and dependent on
favorable business, financial, and economic conditions to meet its
financial commitments, which is consistent with S&P's criteria for
issuers it rates 'CCC+'.

The negative outlook reflects the possibility of a downgrade if
Imperial Metals' liquidity risk escalates, which could result from
costs related to breach remediation, ongoing capital expenditures
for Red Chris, a prolonged outage of the company's Mount Polley
mine, or reduced access to credit facilities.

S&P could lower the rating in the event that estimated uses of
liquidity exceed sources over the next 12 months, which is
consistent with a "weak" liquidity assessment as defined by
Standard & Poor's.  In addition, a material delay in the
development of the company's Red Chris mine, which is expected to
generate significant cash flow in 2015, could also lead to a
downgrade.

A positive rating action could result from improved liquidity,
which S&P assumes would coincide with the restart of Mount Polley
prior to year-end 2014, cash generation from Red Chris in 2014 or
2015, or access to sufficient external funds available to cover
breach-related costs.  Even if Mount Polley returns to production
and cash flow in 2014, S&P believes that it may not improve
liquidity, considering the repair and remediation costs for the
tailings facility.


INTERNATIONAL MANUFACTURING: Can Use Cash Collateral Thru Oct. 24
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
approved a motion filed by Beverly N. McFarland, Chapter 11
trustee of International Manufacturing Group, Inc., to use cash
collateral of IMG Funding, LLC, during the period retroactive to
June 24, 2014, through and including Oct. 26, 2014.

The Trustee is further authorized to spend in the aggregate up to
(10%) variance from the gross amount sought to be expended in the
prepared budget during the Cash Collateral period for actual and
necessary costs and expenses that must be expended to preserve the
assets of the estate including any out-of-pocket expenses incurred
by the Trustee in operating the Debtor's business.

As reported in the July 18, 2014 edition of The Troubled Company
Reporter, the Chapter 11 Trustee wants to use all proceeds from
the Debtor's business selling and distributing medical supplies to
dentists and to tattoo artists under the dba RelyAid located in
West Sacramento up to the amount of $250,000 per month on the
actual and necessary costs of operating the Business including any
out-of-pocket expenses incurred by the Chapter 11 Trustee in
operating the Business, or such higher amounts as reasonably
required to maintain the operations of the Business if approved by
IMG Funding.  In exchange for using the cash collateral, the
Chapter 11 Trustee proposed to grant IMG a replacement lien on any
and all assets of the Debtor of the same kind and character and to
the same extent, validity and priority as IMG's prepetition lien
on the Debtor's assets nunc pro tunc to the Chapter 11 Trustee
selection date.

                  About International Manufacturing

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

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

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

In June 2014, Beverly N. McFarland was appointed as Chapter 11
trustee for the Debtor.  She has tapped Felderstein Fitzgerald
Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond
McCarthy LLP as her special litigation counsel; Gabrielson &
Company as accountant; and Karen Rushing as bookkeeper outside the
ordinary course of business.

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

The U.S. Trustee for Region 7 appointed a three-member unsecured
creditors panel comprising of Byron Younger, Janine Jones, and
Steve Whitesides.


JOHN D. OIL: Allowed to Pay $6-Mil. to RBS Citizens Until Aug. 14
-----------------------------------------------------------------
U.S. Bankruptcy Judge Thomas Agresti signed an order extending the
deadline for payment of $6 million to RBS Citizens N.A. to
August 14.

John D. Oil & Gas Co., Oz Gas LTD., Great Plains Exploration LLC
and the Richard M. Osborne Trust are required under a settlement
agreement they previously made with RBS Citizens to pay $6
million.  The companies and the trust, however, failed to make the
payment before the July 30 deadline.

                    About John D. Oil & Gas Co.

Mentor, Ohio-based John D. Oil & Gas Co., is in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  The Company has 58 producing wells.  The
Company also has one self storage facility located in Painesville,
Ohio.  The self-storage facility is operated through a partnership
agreement between Liberty Self-Stor Ltd. and the Company.

John D. Oil's affiliated entities -- Oz Gas, LTD., and Great
Plains Exploration, LLC -- filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11,
2012.  Two days later, John D. Oil filed its own Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063).

On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A.,
dba Charter One, a receiver was appointed for all three corporate
Debtors, in the United States District Court for the Northern
District of Ohio at case No. 11-cv-2089-CAB.  District Judge
Christopher A. Boyko issued an order appointing Mark E. Dottore as
receiver.  The Receivership Order was appealed to the Sixth
Circuit Court of Appeals on Dec. 19, 2011, and the appeal is
currently pending.

Judge Thomas P. Agresti oversees the Chapter 11 cases.  Robert S.
Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to
the Debtors.  Each of Great Plains and Oz Gas estimated
$10 million to $50 million in assets and debts.  John D. Oil's
balance sheet at Dec. 31, 2011, showed $6.98 million in total
assets, $13.26 million in total liabilities, and a stockholders'
deficit of $6.28 million.  The petitions were signed by Richard M.
Osborne, CEO.

The United States Trustee said a committee under 11 U.S.C. Sec.
1102 has not been appointed because no unsecured creditor
responded to the U.S. Trustee's communication for service on the
committee.


KID BRANDS: Reaches Accord with Creditors Over $49M DIP Loan
------------------------------------------------------------
Law360 reported that Kid Brands Inc. has reached an agreement with
the Official Committee of Unsecured Creditors to resolve the
panel's objection to its proposed $49 million in debtor-in-
possession financing package.

According to Law360, citing an attorney for the Creditors'
Committee, the arrangement with the debtors and lender Salus
Capital Partners LLP provides for the creation of a trust for the
benefit of general unsecured creditors and allows creditors to
participate in the recovery from certain litigation claims that
belong to the estate.

                       About Kid Brands

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

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

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

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

Lowenstein Sandler LLP serves as the Debtors' counsel.
PricewaterhouseCoopers LLP is the Debtors' financial advisor.  GRL
Capital Advisors acts as the Debtors' restructuring advisors.
GRL's Glenn Langberg served as the Debtors' chief restructuring
officer.  Mr. Langberg also oversaw the bankruptcy and sales of
Big M Inc., operator of the Mandee and Annie Sez stores.  Rust
Consulting/Omni Bankruptcy is the Debtors' claims and noticing
agent.

Salus Capital Partners LLC and Sterling National Bank have
committed to provide up to $49 million in DIP financing to the
Debtors.


LEHMAN BROTHERS: Arbitrators Ease Blame on Auditors
---------------------------------------------------
Matthew Goldstein, writing for The New York Times' DealBook,
reported that an arbitration panel composed of three former judges
has found that there is no basis for a malpractice claim against
Ernst & Young, the big accounting firm that audited Lehman's
books.  According to the report, the panel ruled that it was
Lehman's management, not Ernst, that was most responsible for
setting in motion and maintaining a controversial accounting
maneuver that allowed the firm to temporarily move tens of
billions of dollars in debt off its balance sheet at the end of
every quarter.  According to the DealBook, the arbitration ruling
could also rekindle debate about the Securities and Exchange
Commission's decision not to pursue an enforcement action against
Lehman or any of its former executives over the accounting
maneuver, known as Repo 105.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33
billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHR CONSTRUCTION: Trustee Resolves Dispute With Coffeys
--------------------------------------------------------
Lehr Construction Corp.'s bankruptcy trustee won court approval
for a deal that would resolve his dispute with Frederick and
Margaret Coffey.

Under the deal, Lehr Construction will receive payment of $470,000
from the Coffeys, down from the $3 million claim it originally
wanted.  Both sides also agreed to a mutual release of claims.

A full-text copy of the settlement agreement is available without
charge at http://is.gd/KlNJyy

                      About Lehr Construction

New York-based Lehr Construction Corp. was founded in 1979.  It
specializes in interior construction and serves clients mainly
throughout the New York metropolitan area.  It serves as
construction manager and general contractor for its clients

Lehr filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y.
Case No. 11-10723) on Feb. 21, 2011.  James A. Beldner, Esq., at
Cooley LLP, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.
Rust Consulting/Omni Claims Agent serves as claims and noticing
agent.

Jonathan Flaxer is the Chapter 11 Trustee for Lehr Construction.
He is represented by Douglas L. Furth, Esq., at Goldenbock Eiseman
Assor Bell & Peskoe LLP, in New York.  Wolf Haldenstein Adler
Freeman & Hertz serves as conflicts counsel to the trustee.
Marotta Gund Budd & Dzera, LLC, serves as trustee's financial
advisor.

Tracy Hope Davis, the U.S. Trustee for Region 2, appointed five
creditors to serve on the Official Committee of Unsecured
Creditors in the Debtor's case.  Fred Stevens at Klestadt &
Winters, LLP represents the Committee.


LIGHTSQUARED INC: Fights GPS Makers' Bid to Toss Contract Suit
--------------------------------------------------------------
Law360 reported that LightSquared Inc. blasted Garmin
International Inc. and other GPS companies' bid to nix the
wireless startup's contract suit over spectrum usage, saying in
New York court that their motion to dismiss should be rejected
since it relies on factual disputes that can't be resolved at the
pleading stage.  According to the report, Garmin, Deere & Co.,
Trimble Navigation Ltd., the U.S. GPS Industry Council and the
Coalition to Save Our GPS urged a New York federal judge to toss
the complaint in May, contending LightSquared's allegations that
they breached contract and withheld crucial spectrum-usage
information are easily refuted by the text of the agreements.

The case is LightSquared Inc. et al v. Deere & Company et al.,
Case No. 1:13-cv-08157 (S.D.N.Y.).

                     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.


LYONDELL CHEMICAL: Shareholders Try to Ax $12.5B Clawback Row
-------------------------------------------------------------
Law360 reported that shareholders in Lyondell Chemical Co. urged a
New York bankruptcy court to toss adversary suits launched by
creditors trying to claw back a $12.5 billion payout that the
shareholders received when Lyondell was purchased in 2007 by
Luxembourg conglomerate Basell AF SCA in a leveraged buyout.
According to the report, in a memorandum supporting their motion
to dismiss, the shareholders maintained that a trio of amended
adversary suits filed in April alleging the payout was an
intentional fraudulent transfer still were insufficiently pled.

                       About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company.  LyondellBasell became saddled with debt as
part of the US$12.7 billion merger.  Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.

On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts.  The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023).  Seventy-nine Lyondell entities filed
for Chapter 11.  Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity.  A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell.  LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases.  LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.


MARRIOTT VACATIONS: S&P Raises CCR to 'BB'; Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Marriott Vacations Worldwide Corp. (MVW) to 'BB' from
'BB-'.  The outlook is stable.

The upgrade reflects S&P's view that MVW can sustain average
consolidated gross debt to EBITDA of about 3x, notwithstanding its
share repurchase program and the potential for a moderate level of
opportunistic acquisitions--both of which MVW could partly fund
using existing cash balances and expected levels of free cash
flow.  MVW is also likely to sustain EBITDA coverage of interest
expense at more than 5x through 2015.  These measures are good for
S&P's "significant" financial risk profile assessment.  Although
the warehouse and term securitization debt are nonrecourse to MVW,
we include them and about $70 million in operating leases and $40
million in preferred stock in our leverage measure.  In addition,
S&P believes that MVW intends to pursue a relatively measured pace
of sales growth, and it is not likely to meaningfully increase the
percentage of timeshare sales that are financed.  As a result, S&P
believes that the company's financing operations are unlikely to
result in an increase in consolidated leverage over the next few
years.  In addition to its good consolidated leverage profile for
our "significant" financial risk profile assessment, the upgrade
also reflects MVW's strong liquidity and brand in the timeshare
industry, which compare favorably to its peers'.

S&P's stable rating outlook reflects its expectation for leverage
in the 3x area and EBITDA coverage of interest expense in the 5x
area through 2015 -- levels S&P considers good for the
"significant" financial risk profile assessment.  The stable
outlook also reflects the company's "strong" liquidity profile.
"We also believe that MVW intends to pursue a relatively measured
pace of sales growth, and that management views its good access to
external financing sources as a strategic advantage," said
Standard & Poor's credit analyst Emile Courtney.  "Although growth
opportunities will arise and external financing needs may increase
from time to time, we believe that MVW's policy is to manage
consolidated leverage at about 3x, in line with the current
financial risk profile assessment and rating."

S&P could lower the rating as a result of significant acquisitions
and other investments.  S&P could also downgrade the rating if MVW
pursues a more rapid pace of resort development and sales growth
that would require higher levels of external financing than S&P
expects, in a manner that sustains total consolidated debt to
EBITDA above the 3x area.

Although unlikely because of the company's growth focus and share
repurchase activity, S&P could upgrade MVW if it believes the
company can sustain leverage in the 2x area.


MCCLATCHY CO: Reports Second Quarter Revenue of $292 Million
------------------------------------------------------------
The McClatchy Company filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $89.94 million on $291.95 million of net revenues for the
quarter ended June 29, 2014, as compared with net income of $11.75
million on $301.60 million of net revenues for the quarter ended
June 30, 2013.

For the six months ended June 29, 2014, the Company reported net
income of $74.10 million on $572.62 million of net revenues as
compared with a net loss of $989,000 on $590.24 million of net
revenues for the six months ended June 30, 2013.

The Company's balance sheet at June 29, 2014, showed $2.68 billion
in total assets, $2.36 billion in total liabilities and $318.93
million in stockholders' equity.

The Company's cash and cash equivalents were $265.3 million as of
June 29, 2014, compared to $21.8 million of cash at June 30, 2013,
and $80.8 million as of Dec. 29, 2013.  The increase in cash and
cash equivalents in the quarter ended June 29, 2014, compared to
the same period in 2013 and Dec. 29, 2013, is primarily due to
$146.9 million cash distribution from Classified Ventures, LLC,
which is equal to our share of the proceeds from their sale of
Apartments.com business and the $34 million in cash proceeds
received from the sale of Anchorage.

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

                        http://is.gd/YJhnvV

                     About The McClatchy Company

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

The Company reported net income of $18.80 million for the year
ended Dec. 29, 2013, as compared with a net loss of $144,000 for
the year ended Dec. 30, 2012.

                           *     *     *

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

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

As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive.  The outlook
revision to stable reflects S&P's expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,
and could also depend on the company realizing value from its
digital minority interests.


MEDIA GENERAL: New $75MM Add-on Loan No Impact on Moody's B1 CFR
----------------------------------------------------------------
Moody's Investors Service says that Media General, Inc.'s proposed
incremental $75 million senior secured term loan does not have an
immediate impact on the company's credit ratings, including the B1
Corporate Family Rating, B2-PD Probability of Default Rating, and
the B1 rating on the existing 1st lien senior secured term loan.
Proceeds from the incremental term loan and excess cash will be
used to fund the pending $83.4 million purchase of WHTM-TV, an ABC
affiliate in Harrisburg, PA from Sinclair Broadcast Group as well
as transaction related fees and expenses. All other credit ratings
including the SGL-2 Speculative Grade Liquidity Rating and the
stable rating outlook remain unchanged as Moody's expects overall
financial metrics and operating performance to remain within the
B1 Corporate Family Rating.

The transaction increases the 2-year average debt-to-EBITDA ratios
and is expected to be in the mid 5x range pro forma for announced
transactions (including Moody's standard adjustments) estimated
for FYE2014. In Q1 2014, Media General and LIN Media LLC ("LIN")
announced an agreement to combine the two companies in a
transaction that valued LIN at approximately $2.6 billion. The
acquisition of WHTM, a #2 ranked television station in the 43rd
largest DMA, is in line with Media General's strategy of operating
top ranked stations in mid sized markets. The acquisition adds to
the company's scale as well as geographic diversity. Post closing
of announced transactions, Moody's expect the company to generate
good free cash flow providing the ability to repay debt, reduce
leverage, and improve other financial credit metrics in the
absence of additional debt financed acquisitions.

The principal methodology used in this rating/analysis was 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.

Media General, headquartered in Richmond, VA, is a television
broadcaster and is expected to own, operate or service 75 network
affiliated stations and their digital property across 47 markets
covering 23% of U.S. television households, post-closing of the
announced merger with LIN, the acquisition of WHTM, and certain
divestitures. The company is expected to have 34 stations in the
largest 75 media markets and network affiliations will include 23
CBS stations, 16 NBC, 13 ABC, 10 FOX, 7 CW, and 6 MNT. Media
General is publicly traded and, as part of the LIN merger, Media
General plans to form a new holding company through which existing
Media General shareholders will own 64% of the new holding company
with LIN shareholders owning the remaining 36%. Current owners of
Media General include, Standard General, Oppenheimer, Gabelli, and
Highland Capital, with the remainder being widely held. Average
2012 and 2013 revenue pro forma for announced transactions is $1.3
billion.


MEDIA GENERAL: S&P Retains 'BB-' Rating Over $75MM Loan Add-On
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB-' issue-level
rating and '2' recovery rating on Media General Inc.'s first-lien
term loan B due 2020 remain unchanged following the company's plan
for a $75 million add-on to the existing loan.  The '2' recovery
rating on the term loan B indicates S&P's expectation for
substantial recovery (70%-90%) for the noteholders in the event of
a default.  The issue-level and recovery ratings on the first-out
revolver are also unaffected.

The 'BB-' issue-level rating is one notch above S&P's 'B+'
corporate credit rating on the company.  The company plans to use
the proceeds from the add-on offering to fund its pending
acquisition of WHTM-TV, the ABC affiliated station in Harrisburg,
Pa. from Sinclair Broadcast Group Inc.  Pro forma for the debt
issuance and the WHTM-TV acquisition, debt to trailing-eight-
quarter average EBITDA increases slightly to 5.3x as of June 30,
2014.

The rating on Media General remains on CreditWatch with positive
implications, where S&P placed it on March 21, 2014.  The key
factors in S&P's evaluation of the combined company (Media General
and Lin Media LLC) are its ability to successfully integrate and
realize the potential benefits of its increased size and scale,
its financial policy, and its expected leverage profile.

In resolving the CreditWatch placement, S&P will evaluate the
combined company's business risk profile and Media General's
ability to successfully integrate all of its acquired stations
(Young Broadcasting Inc., LIN Media, and WHTM-TV).  In addition,
S&P will assess the combined company's financial risk profile,
including the company's financial policy and the likely combined
leverage.

S&P could raise the rating if its analysis of the combined company
indicates a business profile with significant size and scale
efficiency benefits and a financial policy that is more consistent
with an "aggressive" financial risk profile assessment.

RATINGS LIST

Media General Inc.
Corporate Credit Rating                           B+/Watch Pos/--

Ratings Unchanged

Media General Inc.
Senior Secured
  $940 million* first-lien term loan B due 2020    BB-
   Recovery Rating                                 2

* Following add-on.


MEDICAL REHAB: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Medical Rehab Services, Ltd
        P.O. Box 2146
        Wheeling, WV 26003

Case No.: 14-00879

Nature of Business: Health Care

Chapter 11 Petition Date: August 8, 2014

Court: United States Bankruptcy Court
       Northern District of West Virginia (Wheeling)

Judge: Hon. Patrick M. Flatley

Debtor's Counsel: Salene Rae Mazur Kraemer, Esq.
                  MAZUR KRAEMER LAW INC
                  3205 Pennsylvania Avenue, Suite B
                  Weirton, WV 26062
                  Tel: 304-914-4463
                  Fax: 888-718-6752
                  Email: salene@mazurkraemer.com

Total Assets: $2.27 million

Total Liabilities: $3.80 million

The petition was signed by Terrence L. Mason, president, sole
shareholder.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wvnb14-00879.pdf


MEGA RV: Gets Approval to Hire Goe & Forsythe as Legal Counsel
--------------------------------------------------------------
Mega RV Corp. received approval from the U.S. Bankruptcy Court for
the Central District of California to hire Goe & Forsythe, LLP as
its general bankruptcy counsel.

As bankruptcy counsel, the firm will advise the company regarding
matters of bankruptcy law, and represent the company in any
proceedings or hearings where its rights under U.S. bankruptcy law
may be litigated or affected.

Goe & Forsythe will also assist the company in negotiation,
formulation, confirmation and implementation of a Chapter 11 plan
of reorganization.

Goe & Forsythe has agreed to receive an initial retainer of
$50,000, which was paid to the firm in April this year by McMahon
Staffing Inc., an entity related to Mega RV.  From the retainer
Winthrop Couchot, prospective co-counsel in the case, received
$3,000, while GlassRatner Advisory & Capital Group LLC, financial
adviser, received $10,000.  Thus, the net retainer to Goe &
Forsythe is $37,000, according to court filings.

In case the firm seeks payment from the bankruptcy estate, the
firm will apply to the bankruptcy court for compensation.  Goe &
Forsythe will render services to the company at its regular hourly
rates, which may be subject to adjustment in the future.

The firm does not have an interest to Mega RV's estate and is a
"disinterested person," according to a declaration by Robert Goe,
Esq., a member of Goe & Forsythe.

                        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.


MEGA RV: Gets Approval to Hire GlassRatner as Financial Adviser
---------------------------------------------------------------
Mega RV Corp. received court approval to hire GlassRatner Advisory
& Capital Group, LLC as its financial adviser and investment
banker.

The firm will help Mega RV identify buyers for its dealerships and
seek to consummate a sale of the dealerships.  Specifically,
GlassRatner will prepare an offering memorandum for distribution
to prospective buyers; assist in negotiations with any prospective
stalking horse bidder; bringing additional prospective bidders to
the auction of the dealerships; and assist in the sale closing.

GlassRatner will be paid a book fee of $10,000.  Both sides agree
that this fee will be for the preparation and distribution of a
sale memorandum and, if no sale occurs, a report by the firm of
its sales efforts.

The firm will also be paid 5% of the gross sales proceeds
of the dealership.

For financial advisory services not relating to the marketing and
sale of Mega RV's assets, the firm will bill the company at its
standard hourly rates.  The professionals expected to be involved
in this matter and their hourly rates are:

     Professionals                    Hourly Rates
     -------------                    ------------
     Mike Issa, Principal                 $450
     Patrick Lacy, Senior Associate       $275

In case that new capital is raised by GlassRatner in conjunction
with a plan of reorganization or otherwise, the firm will be
compensated at these: senior debt, 3% of commitment amount;
mezzanine debt, 4% of commitment amount; and equity, 5% of
invested amount.  These fees will be fully earned, subject to
court approval, at the time of closing of the financing.

In any event, the minimum fee to GlassRatner for services rendered
for any transaction will be $175,000, according to court filings.

The firm neither hold nor represent any interest materially
adverse to Mega RV or its estate, and is a "disinterested person,"
according to a declaration by J. Michael Issa, managing principal
of the California Practice of GlassRatner.

                        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.


MEGA RV: Judge Lifts Stay, Allows Ally to Dispose of Vehicles
-------------------------------------------------------------
U.S. Bankruptcy Judge Mark Wallace approved a stipulation between
Mega RV Corp. and Ally Financial Inc. for relief from the
automatic stay.

The court-approved stipulation allows Ally Financial to take
possession of and dispose of three vehicles: a 2011 Four Winds
Freedom Elite, a 2007 Itasca Winnebago; and a 2010 GMC Sierra.

                        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.


MICRO HOLDING: S&P Gives 'B' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned California-based Micro
Holding Corp. and MH Sub I LLC (herein referred to as Internet
Brands) a corporate credit rating of 'B'.  The outlook is stable.

At the same time, S&P assigned the $75 million senior secured
revolving credit facility due 2019 a 'B' issue-level rating, with
a recovery rating of '3', indicating S&P's expectation for
meaningful (50% to 70%) recovery of principal for debtholders in
the event of default.

In addition, S&P assigned the $460 million senior secured term
loan B and the $50 million delayed draw term loan B due 2021 a 'B'
issue-level rating, with a recovery rating of '3' (50% to 70%
recovery expectation).

Lastly, S&P assigned the $170 million second-lien loan due 2022 a
'CCC+' issue-level rating, with a recovery rating of '6',
indicating S&P's expectation for negligible (0% to 10%) recovery
of principal for debtholders in the event of default.

"The 'B' corporate credit rating reflects the company's relatively
small size and risks of continuous change in its businesses," said
credit analyst Jawad Hussain.  "It also reflects the company's
"highly leveraged" financial risk profile, resulting from the
increased debt in the capital structure due to the acquisition of
the company by KKR."

The stable outlook reflects S&P's view that while pro forma
leverage is high, at about 6.5x, the company should be able to
continue to generate moderate discretionary cash flow.  S&P also
expects that it will expand its market share with small and
midsize businesses in its health and legal end markets, increase
its share of revenue coming from the less volatile licensing and
software solutions segments, and reduce leverage to below 6x by
the end of 2015.

S&P views an upgrade as more likely than a downgrade.  S&P could
raise the rating over the intermediate term if it becomes apparent
that the company is able to reduce leverage more rapidly than
expected to below 5.5x in the next 12 to 18 months while
continuing to maintain its above average margin profile.  This
would likely be the result of the company continuing to
successfully integrate acquisitions while increasing the
percentage of its EBITDA generated from licensing and software
solutions offerings.

S&P could lower the rating over the intermediate term if EBITDA
coverage of interest falls below 1.5x or if S&P concludes that
discretionary cash flow will turn negative.  This could result
from a failure to successfully integrate acquisitions,
technological obsolescence of its products and services, a slump
in the auto sector from economic weakness, or as a result of a
large debt-financed acquisition or dividend to shareholders.


MONITOR COMPANY: Ch. 7 Estate Seeks $6M In Slew Of Clawback Suits
-----------------------------------------------------------------
Law360 reported that the Chapter 7 trustee for the bankruptcy
estate of once-powerful consulting firm Monitor Co. Group LP
launched dozens of so-called avoidance actions in Delaware,
looking to claw back a total of more than $6 million in alleged
preferential transfers.  According to the report, in roughly 130
filings that trickled into Delaware bankruptcy court, trustee
Alfred T. Giuliano sought to recover alleged preferential payments
made during the 90-day period before the consulting firm filed for
Chapter 11 protection in November 2012.

                        About Monitor Company

Monitor Company Group LP -- http://www.monitor.com/-- was a
global consulting firm with 1,200 personnel in offices across 17
countries worldwide.  Founded in 1983 by six entrepreneurs, and
headquartered in Cambridge, Massachusetts, Monitor advised for-
profit, sovereign, and non-profit clients on growing their
businesses and economies and furthering their charitable purposes.

Monitor and several affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 12-13042 to 12-13062) on Nov. 7, 2012.
Judge Hon. Christopher S. Sontchi presides over the case.  Pepper
Hamilton LLP and Ropes & Gray LLP served as the Debtors' counsel.
The financial advisor was Carl Marks Advisory Group LLC.  Epiq
Bankruptcy Solutions, LLC served as claims and noticing agent.

The petitions were signed by Bansi Nagji, president.

Cole, Schotz, Meisel, Forman & Leonard, P.A., represented the
Committee of Unsecured Creditors as counsel.

Bank of America was represented in the case by Jinsoo Kim, Esq.,
and Timothy Graulich, Esq., at Davis Polk & Wardwell LLP; and Mark
D. Collins, Esq., at Richards Layton & Finger PA.

J. Gregory Milmoe, Esq., and Shana A. Elberg, Esq., at Skadden
Arps Slate Meagher & Flom LLP in New York; and Mark Chehi, Esq.,
and Christopher DiVirgilio, Esq., at Skadden Arps in Delaware,
represented Deloitte Consulting LLP.

Caltius Partners IV LP; Caltius Partners Executive IV, LP; and CP
IV Pass-Through (Monitor) LP were represented by John Sieger,
Esq., at Katten Muchin Rosenman LLP.

Monitor's consolidated unaudited financial statements as of
June 30, 2012, which include the assets and liabilities of non-
Debtor foreign subsidiaries, reflected total assets of roughly
$202 million (including $93 million in current assets) and total
liabilities of roughly $200 million.

Monitor filed for bankruptcy to sell substantially all of their
businesses and assets to Deloitte Consulting LLP, a Delaware
registered limited liability partnership and DCSH Limited, a UK
company limited by shares, subject to higher or otherwise better
offers.  The base purchase price set forth in the Stalking Horse
Agreement is $116.2 million, plus (i) assumption of certain
liabilities and (ii) certain cure costs for assumed contracts.
The Stalking Horse Agreement provides for the Stalking Horse
Bidder to receive a combined breakup fee and expense reimbursement
of $4 million.

The Debtors held an auction on Nov. 28, 2012, at the offices of
the Sellers' counsel, Ropes & Gray LLP in New York.  In mid-
January 2013, Judge Sontchi allowed the Debtors to sell its assets
to Deloitte Consulting for $116.2 million.

In July 2013, Monitor Co. and the official creditors' committee
decided that the liquidation can be most efficiently concluded now
that the business was sold by converting the Chapter 11
reorganization to a liquidation in Chapter 7.


MONROE HOSPITAL: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Monroe Hospital, LLC
        4011 Monroe Medical Park Blvd.
        Bloomington, IN 47403

Case No.: 14-07417

Type of Business: Health Care

Chapter 11 Petition Date: August 8, 2014

Court: United States Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Hon. James M. Carr

Debtor's Counsel: James R Irving, Esq.
                  BINGHAM GREENEBAUM DOLL LLP
                  3500 National City Tower
                  101 South Fifth Street
                  Louisville, KY 40202
                  Tel: 502-587-3606
                  Email: jirving@bgdlegal.com

                     - and -

                  Whitney L Mosby, Esq.
                  BINGHAM GREENEBAUM DOLL LLP
                  10 West Market Street, #2700
                  Indianapolis, IN 46204
                  Tel: (317) 968-5469
                  Fax: (317) 236-9907
                  Email: wmosby@bgdlegal.com

                    - and -

                  Thomas C Scherer, Esq.
                  BINGHAM GREENEBAUM DOLL LLP
                  10 W Market St Ste 2700
                  Indianapolis, IN 46204-2954
                  Tel: 317-635-8900
                  Fax: 317-236-9907
                  Email: tscherer@bgdlegal.com

Debtor's          UPSHOT SERVICES LLC
Noticing,
Claims and
Balloting
Agent:

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by Joseph Roche, president and chief
executive officer.

List of Debtor's 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Vibra Acute Care LLC               Accounts           $3,411,450
Mike Thomas                        Payable
4550 Lena Dr Suite 225
Mechaniscsburg, PA 17055
Tel: 707-591-5700

Premier Healthcare, LLC            Accounts           $3,107,720
David Wolfe                        Payable
PO Box 550
Bloomington, IN 47402
Tel: 800-852-6180

Universal Financial SVCS LP       Accounts            $1,446,826
William Mondi                     Payable
210 S 5th Street Suite 105
Saint Charles, IL 60174

Bloomington Anesthesiologists     Accounts              $693,666
Dr. Chad Johnson                  Payabale
P.O. Box 2658
Bloomington, IN 47401
Tel: 8663532000

GE Healthcare                     Accounts              $419,124
Accts Rec.                        Payable
PO Box 96483
Chicago, IL 60693

TSG Resources                     Litigation            $360,000
Schumacher Settlement
200 Corporate Blvd. #201
Lafayetter, LA 70508

Indiana Hospital Association      Accounts              $304,076
Accts. Rec.                       Payable
One American Square
Suite 1900
Indianapolis, IN 46282

Bloomington Sleep Services        Accounts              $293,180
Accts Rec.                        Payable
1791 W 3rd Street
Bloomington, IN 47404
Tel: 8123351300

Biomet Sports Medicine            Accounts              $192,071
                                  Payable

Stryker Orthopaedics              Accounts              $185,178
                                  Payable

St. Vincent Medical Group, Inc.   Accounts              $170,000
                                  Payable

Medtronics USA Inc.               Accounts              $162,313
                                  Payable

Monroe County Treasurer           Accounts              $140,793
                                  Payable

Cardinal Health Medical Produc    Accounts              $113,279
                                  Payable

CPSI                              Accounts               $89,381
                                  Payable

Philips Healthcare                Accounts               $61,374
                                  Payable

KSM Business Services, Inc.       Accounts               $61,068
                                  Payable

Assured Healthcare LLC            Accounts               $58,585
                                  Payable

Brian J Logue, MD PC              Accounts               $54,900
                                  Payable

Pharmasource Healthcare, Inc.     Accounts               $52,982
                                  Payable

Dra Company                       Accounts               $49,500
                                  Payable

Bausch & Lomb Surgical Div        Accounts               $48,963
                                  Payable

North America Administrators      Accounts               $46,959
                                  Payable

Cardinal Health Pharmaceutical    Accounts               $43,841
                                  Payable

Duke Energy                       Accounts               $40,570
                                  Payable

Universal Hospital Services       Accounts               $40,057
                                  Payable

AMS Sales Corporation             Accounts               $34,625
                                  Payable

Nuance Communications             Accounts               $33,508
                                  Payable

ADP, Inc.                         Accounts               $32,202
                                  Payable

Medtronic Neurological            Accounts               $31,791
                                  Payable


MOSS FAMILY: Can Use Fifth Third's Cash Collateral Until Sept. 30
-----------------------------------------------------------------
U.S. Bankruptcy Judge Harry Dees Jr. has issued an interim order
giving Moss Family Limited Partnership and Beachwalk, L.P. more
time to use the cash collateral of Fifth Third Bank.

The interim order allowed Moss Family and Beachwalk to use the
cash collateral until September 30.  A further hearing on the use
of cash collateral will take place on September 25.

                       About Moss Family

Moss Family Limited Partnership and Beachwalk, L.P., filed
Chapter 11 petitions (Bankr. N.D. Ind. Case Nos. 12-32540 and
12-32541) on July 17, 2012.  Judge Harry C. Dees, Jr., presides
over the case.  Daniel Freeland, Esq., at Daniel L. Freeland &
Associates, P.C., represents the Debtors.  Moss Family disclosed
$6,609,576 in assets and $6,299,851 in liabilities as of the
Chapter 11 filing.

The Debtors' Amended Joint Chapter 11 Plan dated Dec. 3, 2013,
provides that unsecured claims will be fully paid and satisfied by
use of the proceeds from the sale of LaPorte Judgment Lien
Property.


MSI CORP: Sept. 2 Hearing on Approval of Disclosure Statement
-------------------------------------------------------------
U.S. Bankruptcy Judge Jeffery Deller is set to hold a hearing on
Sept. 2 to consider approval of the disclosure statement, which
describes the plan proposed by MSI Corp. to exit Chapter 11
protection.

MSI Corp. filed the disclosure statement on July 18 to assist
creditors in evaluating its restructuring plan.  The plan places
claims and equity interests in seven classes and describes the
treatment each class will receive.

Under the plan, Class 1, which consists of First Commonwealth
Bank's $3.24 million secured claim, will be paid in full either
from the loan proceeds of an exit financing facility, or from
revenue from operations and other available sources.

Amada Machine Tools America, Inc.'s secured claim is placed in
Class 2.  The company, which is owed between $65,000 and $75,000,
will be paid in full at no interest over 30 months.

Meanwhile, Class 3 consists of claims of other secured creditors,
which will be paid in full in accordance with their respective
agreements with MSI.  Together, these secured creditors assert
about $140,000.

Class 4 to 6 consists of unsecured claims.  Holders of priority
tax claims in Class 4 and priority non-tax claims in Class 5 will
be paid in full when MSI officially exits bankruptcy.  Payment of
priority non-tax claims, however, will be subject to any statutory
caps or limitations.

Meanwhile, Class 6, which consists of general unsecured claims
aggregating about $600,000, will be paid in full at no interest
within five years after MSI officially emerges from bankruptcy
protection.

Class 7 consists of equity interests.  All equity interests issued
by MSI will constitute equity interests in the reorganized company
in the same class and percentage as existed prior to the
bankruptcy filing.

Revenues from operations and any miscellaneous income that MSI
might receive over the course of the plan term will be used to
fund the proposed payments, according to the disclosure statement.
A copy of the disclosure statement can be accessed for free at
http://is.gd/qDLg1C

Creditors of MSI have until August 26 to file objections to the
disclosure statement.


MUNDY RANCH: Judge Confirms Plan of Reorganization
--------------------------------------------------
U.S. Bankruptcy Judge Robert Jacobvitz on July 31 confirmed the
Chapter 11 plan proposed by Mundy Ranch Inc. to exit bankruptcy
protection.

The bankruptcy judge's order modifies some of the provisions of
the Second Amended Chapter 11 Plan related to Mundy Ranch's
pension plan.

One of these revised provisions requires Mundy Ranch to take
certain actions, which include completing a standard termination
of the pension plan, to resolve the priority claim of the Pension
Benefit Guaranty Corp.

Another plan provision modified by the court order relates to
Mundy Brothers' split-off.  The revised provision requires Mundy
Ranch to transfer some of its assets to Mundy Brothers in exchange
for the issuance to the company of 990 additional shares of Mundy
Brothers' single class of voting common stock.

After the assets are transferred, Mundy Ranch will split-off Mundy
Brothers.  The company will distribute the stock of Mundy Brothers
to the Brothers Group in exchange for the Brothers Group's shares
of stock in the company.

Mundy Ranch will not effect the split-off until it has made
payment of Class 1 and 7 claims, according to the court order.

The court order also modifies a plan provision concerning the
unsecured claim of Valley National Bank.  Pursuant to that
provision, the bank's unsecured claim resulting from the judgment
entered in its favor in the First Judicial District Court in New
Mexico is allowed in the amount of $115,425.  The claim will be
paid in full, with interest at 7.50% per annum.

A full-text copy of the confirmation order is available without
charge at http://is.gd/p0MicM

Mundy Ranch filed its Second Amended Chapter 11 Plan, along with a
disclosure statement, on May 2.  Judge Jacobvitz on May 29
approved the disclosure statement.

Creditors Pension Benefit Guaranty Corp. and Valley National Bank
filed objections to the Second Amended Chapter 11 Plan n.  Both
objections have been resolved by modifications to the Second
Amended Plan and have been withdrawn.

                        About Mundy Ranch

Mundy Ranch Inc. -- http://www.mundyranch.com/-- is a family-
owned corporation organized under the laws of the State of New
Mexico with its principal place of business in Rio Arriba County,
New Mexico.  Mundy Ranch sells undeveloped parcels of real
property in northern New Mexico which together occupy
approximately 6,000 acres of land.  The majority of the land
consists of an undivided 5,500 acre parcel, which is also called
Mundy Ranch.  Mundy Ranch scheduled the Mundy Ranch Parcel as
having a value of $17,000,000, with secured claims against the
Mundy Ranch Parcel in the amount of $2,095,000.  Mundy Ranch
generates substantially all of its revenue from developing and
selling parcels of land.  It generates a small amount of revenue
by selling Christmas trees.

Mundy Ranch, Inc., filed a Chapter 11 petition (Bankr. D. N.M.
Case No. 12-13015) in Albuquerque, New Mexico.  The Law Office of
George Dave Giddens, PC, in Albuquerque, serves as counsel to the
Debtor.  The Debtor estimated assets of $10 million to $50 million
and debts of up to $10 million.


NE OPCO: Pre-Closing Claims Against Cenveo Barred
-------------------------------------------------
Bankruptcy Judge Christopher S. Sontchi in Delaware said Cenveo
Corporation and Cenveo, Inc., the buyers of certain assets of NE
Opco Inc., are not liable for claims over alleged acts that
occurred prior to, but related to, Cenveo's purchase of the
Debtors' assets.

Cenveo filed a "Corrected Motion Pursuant to 11 U.S.C. [Sections]
105 and 363 to Enforce the Court's September 12, 2013 Sale Order
and Injunction" to bar a wrongful discrimination claim filed by
Paul Torres, who worked as a machine adjuster for NE Opco.

Judge Sontchi said the pre-Closing claims against Cenveo related
to the sale of the assets do not survive the Closing.
Consequently, Mr. Torres' pre-Closing claims are barred by the
Sale Order and enjoined from continuing against Cenveo.

Judge Sontchi, however, added that claims arising post-Closing are
not claims against the Debtors' bankruptcy estate and cannot be
barred by the Sale Order.  Thus, the Sale Order does not enjoin
Torres from asserting claims against Cenveo for (alleged)
wrongdoings committed after the Closing.  Furthermore, as there
are no post-Closing claims against the Debtors, the Bankruptcy
Court does not have jurisdiction to decide the post-Closing claims
between Torres and Cenveo, the judge said.

A copy of the Court's Aug. 8 Opinion is available at
http://is.gd/uElxrxfrom Leagle.com.

Counsel for Cenveo Corporation and Cenveo Inc.:

     BALLARD SPAHR LLP
     Matthew G. Summers, Esq.
     919 North Market Street, 11th Floor
     Wilmington, DE 19801-3034
     Fax: 302-252-4466
     E-mail: summersm@ballardspahr.com

          - and -

     HUGHES HUBBARD & REED LLP
     Kathryn A. Coleman, Esq.
     Christopher Gartman, Esq.
     One Battery Park Plaza
     New York, New York 10004-1482
     Tel: (212) 837-6000
     Fax: (212) 422-4726
     E-mail: kcoleman@hugheshubbard.com
             gartman@hugheshubbard.com

Counsel for Paul Torres are:

     GELLERT SCALI BUSENKELL & BROWN LLC
     Michael Busenkell, Esq.
     Brya Keilson, Esq.
     913 N. Market Street, 10th Floor
     Wilmington, DE 19801
     Tel: 302-425-5812
     Fax: 302-425-5814
     E-mail: mbusenkell@gsbblaw.com
             bkeilson@gsbblaw.com

          - and -

     LAW OFFICE OF SCOTT R. AMES
     Scott R. Ames, Esq.
     11377 West Olympic Blvd., Suite 500
     Los Angeles, CA 90064-1683
     Tel: 310-478-2500
     Fax: 310-478-2501

                          About NE OPCO, Inc.

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

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

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

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

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

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

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

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

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

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


NOVO POINT: High Court Asked To Clarify Power Of Receivership
-------------------------------------------------------------
Law360 reported that in a dispute stemming from the bankruptcy
cases of Novo Point LLC and Quantec LLC, which involve the
ownership of 150,000 Internet domain names, a bankruptcy trustee
and receiver have asked the U.S. Supreme Court to decide whether
federal judges have the right to order vexatious litigants into
receivership.  According to the report, in a conditional cross-
petition, receiver Peter Vogel of Gardere Wynne Sewell LLP and
trustee Daniel Sherman argued that if the court takes up a dispute
over payment of receivership costs involving Ondova Ltd. principal
Jeffrey Baron, it should weigh the broader question of whether a
Texas federal judge overstepped his authority when he ordered
Baron into receivership.  The Debtors are Cook Islands entities
affiliated with Baron, the report said.


OTELCO INC: Reports Net Income of $1.3 Mil. in Second Quarter
-------------------------------------------------------------
Otelco Inc., a wireline telecommunications services provider in
Alabama, Maine, Massachusetts, Missouri, New Hampshire, Vermont
and West Virginia and a provider of cloud hosting and managed
services, on Aug. 6 announced results for its second quarter ended
June 30, 2014.  Key highlights for Otelco include:

   -- Total revenues of $18.5 million for second quarter 2014.
   -- Operating income of $4.5 million for second quarter 2014.
   -- Adjusted EBITDA of $7.4 million for second quarter 2014.

"The second quarter of 2014 produced adjusted EBITDA of $7.4
million," said Mike Weaver, Chief Executive Officer of Otelco.
"Access line equivalent losses continued to improve as we
experienced a loss of less than 1% for second quarter when
compared to the first quarter of 2014. Business access line
equivalents, driven by the growth of fiber transport and circuits,
grew 0.3% over first quarter 2014 while residential access lines
declined by 1.6% over first quarter.  During second quarter, we
reduced our senior debt by $6.1 million to $117.1 million, and our
cash balance at June 30, 2014 was $4.8 million.

"During second quarter, we implemented the network efficiencies in
New England that we announced in May," Mr. Weaver continued.  "We
also reduced our cable programming costs and made additional
operational reductions throughout the Company.  These actions
reduced costs by $0.3 million in this quarter, and we expect to
see approximately $1.3 million in savings from these initiatives
in 2014.

"Capital investment in our business was $1.5 million for second
quarter," noted Mr. Weaver.  "These expenditures included
enhancements to our New England network and switching facilities
in anticipation of growth in Reliable Networks, the cloud hosting
and managing services provider we acquired in January.  We expect
a similar rate of capital expenditures for the balance of the
year."
The Company reported net income of $1.3 million in there
in the three months ended June 30, 2014 to $18.5 million from
$109.6 million in the three months ended June 30, 2013.

FINANCIAL DISCUSSION FOR SECOND QUARTER 2014:

Revenues

Total revenues decreased 6.0% in the three months ended June 30,
2014 to $18.5 million from $19.7 million in the three months ended
June 30, 2013.  The non-renewal of the Time Warner Cable ("TWC")
contract accounted for $0.4 million or approximately 32% of the
decline.  The decrease in residential RLEC access line equivalents
and revenue decreases due to the FCC's InterCarrier Compensation
reform order (the "FCC's order) account for the majority of the
remaining decline which was partially offset by cloud hosting and
managed services revenue of $0.2 million relating to Reliable
Networks, which we acquired on January 2, 2014.

Local services revenue decreased 16.9% in the quarter ended June
30, 2014 to $6.7 million from $8.0 million in the quarter ended
June 30, 2013.  TWC accounted for a decrease of $0.4 million.  The
decline in RLEC residential voice access lines, the impact of the
FCC's ICC order which reduces or eliminates intrastate and local
cellular revenue, and CLEC market pricing accounted for a decrease
of $0.4 million.  A portion of the RLEC decrease is recovered
through the Connect America Fund which is categorized as
interstate access revenue.  Carrier settlement agreements in 2013
provided one-time revenue of $0.5 million with no comparable
revenue in 2014.  Hosted PBX revenue increased by $0.1 million.
Network access revenue increased 3.2% in the second quarter 2014
to $6.0 million from $5.8 million in the quarter ended June 30,
2013.  The Connect America Fund, user-based fees and cost study
adjustments increased by $0.8 million. These increases were
partially offset by lower state and special access charges of $0.6
million.  Internet revenue for the second quarter 2014 decreased
1.7% to $3.6 million from $3.7 million in the three months ended
June 30, 2013.  A decrease in residential dial-up internet and
data lines was partially offset by an increase in fiber rental.
Transport services revenue decreased 9.1% in the quarter ended
June 30, 2014 to $1.3 million from $1.4 million in the quarter
ended June 30, 2013 from customer churn and pricing actions.
Cable, IP and satellite television revenue in the three months
ended June 30, 2014 decreased 4.0% to $0.7 million in the three
months ended June 30, 2014 and 2013 due to subscriber attrition.
Cloud hosting and managed services revenue, associated with the
acquisition of Reliable Networks, increased revenue $0.2 million
for second quarter 2014 with no comparable revenue for the year
earlier period.

Operating Expenses

Operating expenses in the three months ended June 30, 2014
decreased 3.9% to $14.0 million from $14.5 million in the three
months ended June 30, 2013.  Cost of services decreased 5.4% to
$8.6 million in the quarter ended June 30, 2014 from $9.1 million
in the quarter ended June 30, 2013.  Expenses related to
professional services, cloud computing and Hosted PBX increased
$0.1 million.  Access and circuit costs decreased by $0.3 million,
cable and toll costs decreased by $0.1 million, sales and customer
services costs decreased by $0.1 million and operational costs
decreased by $0.1 million.  Selling, general and administrative
expenses increased 19.0% to $2.6 million in the three months ended
June 30, 2014, from $2.2 million in the three months ended
June 30, 2013.  Cloud hosting expense associated with our
acquisition of Reliable Networks, including an accrual for
non-cash stock compensation, increased costs $0.2 million.
One-time carrier settlements and property tax reductions of $0.4
million were reflected in 2013 costs with no comparable reductions
in 2014.  These increases were partially offset by lower insurance
and legal expenses of $0.2 million.  Depreciation and amortization
for second quarter 2014 decreased 14.8% to $2.8 million from $3.3
million in second quarter 2013.  Amortization associated with the
TWC contract intangible asset decreased by just under $0.4 million
as the contract value was fully amortized in June 2013.  The
amortization of other intangible assets in New England and CLEC
depreciation decreased $0.1 million.

Interest Expense

Interest expense was unchanged at $2.2 million in the three months
ended June 30, 2014 and June 30, 2013.  The higher interest rate
on the debt in the revised credit agreement beginning May 24, 2013
was offset by lower outstanding loan principal.

Reorganization Items

Separate classification of reorganization items began in first
quarter 2013 when the Company filed for Chapter 11 bankruptcy.
There were no reorganization expenses during the second quarter of
2014.

Adjusted EBITDA

Adjusted EBITDA for the three months ended June 30, 2014 was $7.4
million compared to $8.5 million for the same period in 2013 and
$7.5 million in the first quarter of 2014. Restructuring, non-cash
and certain one-time expenses are added back in the calculation of
Adjusted EBITDA.

Balance Sheet

As of June 30, 2014, the Company had cash and cash equivalents of
$4.8 million compared to $9.9 million at the end of 2013.  During
second quarter 2014, the Company reduced its credit facility
balance by $6.1 million through voluntary, Excess Cash and
required quarterly payments.  The Company's senior credit facility
extends through April 2016 and includes a $5.0 million undrawn
revolver.

Capital Expenditures

Capital expenditures were $1.5 million for the second quarter 2014
compared to $0.8 million in the same period in 2013.

                          About Otelco

Otelco Inc. (NASDAQ: OTEL) -- http://www.OtelcoInc.com/--
provides wireline telecommunications services in Alabama, Maine,
Massachusetts, Missouri, New Hampshire, Vermont and West Virginia.
The Company's services include local and long distance telephone,
digital high-speed data lines, transport services, network access,
cable television and other related services. With approximately
96,000 voice and data access lines, which are collectively
referred to as access line equivalents, Otelco is among the top 25
largest local exchange carriers in the United States based on
number of access lines.  Otelco operates 11 incumbent telephone
companies serving rural markets, or rural local exchange carriers.
It also provides competitive retail and wholesale communications
services through several subsidiaries.

On March 24, 2013, the Company and each of its direct and indirect
subsidiaries filed voluntary petitions for reorganization under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-
10593) to effectuate their prepackaged Chapter 11 plan of
reorganization -- a plan that already has been accepted by 100% of
the Company's senior lenders, as well as holders of over 96% in
dollar amount of Otelco's senior subordinated notes who cast
ballots.  Otelco's restructuring plan would deleveraged its
balance sheet and reduce overall indebtedness by approximately
$135 million.

The Company's restructuring counsel was Willkie Farr & Gallagher
LLP and its financial advisor was Evercore Partners.  The
restructuring counsel for the administrative agent for the senior
lenders was King & Spalding LLP and its financial advisor was FTI
Consulting.

On May 6, 2013, the Bankruptcy Court entered an order confirming
the Plan.  On May 24, the Plan was declared effective and Otelco
emerged from bankruptcy.  Otelco repaid $28.7 million on its
senior credit facility and extended its maturity through April
2016.  The remaining balance of $133.3 million will have quarterly
principal payments of 1.25% of the new loan amount plus interest
on the outstanding balance at 6.5%.  In addition, the Company will
utilize 75% of its quarterly free cash flow to further reduce the
outstanding balance on the loan each quarter.  The facility
includes a $5.0 million revolver which was undrawn at closing.


OCZ TECHNOLOGY: Confirms Chapter 11 Plan of Liquidation
-------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court confirmed
OCZ Technology Group's Chapter 11 Plan of Liquidation, dated
May 7, 2014.

OCZ Technology has sold most of its business for $35 million
to Toshiba Corp. in January.  As previously reported by The
Troubled Company Reporter, general unsecured creditors owed about
$20 million get nothing other than recoveries from lawsuits.

Sherri Toub, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reported that the two voting classes
-- one comprised of the senior claim of Hercules and the other
consisting of debenture claims -- voted unanimously in favor of
the plan.  The disclosure statement estimates a 78.3 percent
recovery for holders of about $13.1 million in debentures, the
Bloomberg report said.

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of $31.4
million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


OPPENHEIMER HOLDINGS: S&P Affirms 'B' Counterparty Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
the long-term issuer credit rating on Oppenheimer Holdings Inc. to
stable from positive.  S&P also affirmed its 'B' counterparty
credit and senior secured debt ratings on the company.

"The outlook revision reflects our view that Oppenheimer's pretax
profitability will remain under pressure because of the costs of
ongoing investigations," said Sebnem Caglayan.  "Currently, the
company has three major ongoing regulatory investigations."

Oppenheimer is undergoing an SEC investigation and FinCEN inquiry
(Treasury Department Financial Crimes Enforcement Network) with
respect to the sales of low-price securities ("penny stocks") by
several financial advisers from 2008 to 2010.  After reserving $20
million in the first six months of 2014 ($12 million of it was
reserved in second-quarter 2014), the company believes it is fully
reserved against potential liability arising out of SEC and FinCEN
matters as of June 30, 2014.  The company has also disclosed two
investigations by the Financial Industry Regulatory Authority
(FINRA), the first concerning the solicited sale of leveraged and
inverse exchange-traded funds (ETFs) during 2010-2011, and the
second concerning the supervision of one former Oppenheimer
financial adviser.

Additionally, the company continues to steadily address its
auction-rate securities (ARS) issues.  As of June 30, 2014, the
company had approximately $99.4 million in ARS on its balance
sheet and was committed to purchase another $20.2 million from
clients through 2016 under previous legal settlements.  The
company's clients held at Oppenheimer approximately $147.1 million
of ARS as of June 30, 2014.

The stable outlook reflects S&P's view that Oppenheimer's
profitability and liquidity will be under pressure, but aligned
with a 'B' rating, until the company resolves outstanding
regulatory matters and continues to gradually address its ARS
issues.

S&P could lower the ratings if the company's profitability and
liquidity deteriorate significantly because of more than expected
or reserved for regulatory and legal costs, or if the company
receives further inquiries.  S&P could also lower the ratings if
the company increases its balance sheet risk such that its ATE to
adjusted assets falls below 10%.

Given the extent of the regulatory overhang, S&P do not expect to
raise the ratings in at least the next 12 months.


OPTIM ENERGY: Taps Blackstone Unit As $126M Buyer For Coal Plant
----------------------------------------------------------------
Law360 reported that Optim Energy LLC announced that a unit of
Blackstone Group LP, which offered a $126 million deal to buy the
power plant operator's coal-fired generation plant, prevailed at
an auction.  The offer, according to Law360, added more than $40
million to the sticker price.

Optim selected Blackstone vehicle Major Oak Power LLC as the
winning bidder at the Aug. 11 auction after determining its $126
million offer was "highest and best," Law360 said, citing a notice
filed in Delaware bankruptcy court.

                    About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cear
Bayou plants are fueled by natural gas, and the third is coal-
fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.


PACIFIC STEEL: Gets Approval to Reject Lease With Berkeley
----------------------------------------------------------
Pacific Steel Casting Co. received court approval to reject a
lease for a nonresidential real property owned by Berkeley
Properties, LLC in California.

The approval is conditioned upon the closing of the sale of
Pacific Steel's assets to Speyside Fund LLC, according to an order
signed by U.S. Bankruptcy Judge Roger Efremsky.

Concurrent with the rejection of the lease, Berkeley, an affiliate
of Pacific Steel which is also in bankruptcy protection, was
authorized by Judge Efremsky to enter into a new lease with
Speyside.

The rejection won't have negative impact on the creditors as any
claim resulting from the rejection of the old lease will be
mitigated by the new lease, according to Pacific Steel's lawyer,
Julie Rome-Banks, Esq., at Binder & Malter LLP, in Santa Clara,
California.

                    About Pacific Steel Casting,
                        Berkeley Properties

Pacific Steel Casting Company and Berkeley Properties, LLC,
separately filed Chapter 11 bankruptcy petitions (Bankr. N.D.
Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014.  Pacific
Steel's petition was signed by Charles H. Bridges, Jr., chief
financial officer and director.  Michael W. Malter, Esq., at
Binder & Malter, LLP serves as the Debtors' counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and
balloting agent.  Burr Pilger Mayer, a certified public accounting
firm, serves as financial consultants.

Pacific Steel makes carbon, low-alloy and stainless steel castings
for U.S. and international customers, largely for heavy-duty
trucks and construction equipment.

Tracy Hope Davis, the United States Trustee for Region 17,
appointed seven creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Ori Katz,
Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter &
Hampton LLP.


PACIFIC STEEL: Goes to Stalking Horse Speyside for $11.3MM
----------------------------------------------------------
Sherri Toub, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that Pacific Steel Casting
Co. will sell the fourth-generation family-owned steel foundry for
$11.3 million cash plus assumption of specified liabilities to
Speyside Fund LLC.  According to the report, Speyside, who was the
stalking horse bidder, was named the winning bidder after Pacific
Steel received no other offers.  The judge in Oakland, California,
approved the sale on July 31.

                   About Pacific Steel Casting,
                        Berkeley Properties

Pacific Steel Casting Company and Berkeley Properties, LLC,
separately filed Chapter 11 bankruptcy petitions (Bankr. N.D.
Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014.  Pacific
Steel's petition was signed by Charles H. Bridges, Jr., chief
financial officer and director.  Michael W. Malter, Esq., at
Binder & Malter, LLP serves as the Debtors' counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and
balloting agent.  Burr Pilger Mayer, a certified public accounting
firm, serves as financial consultants.

Pacific Steel makes carbon, low-alloy and stainless steel castings
for U.S. and international customers, largely for heavy-duty
trucks and construction equipment.

Tracy Hope Davis, the United States Trustee for Region 17,
appointed seven creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Ori Katz,
Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter &
Hampton LLP.


PALM DRIVE HEALTH: Oct. 8 Deadline for Creditors to File Claims
---------------------------------------------------------------
U.S. Bankruptcy Judge Alan Jaroslovsky approved the deadlines
proposed by Palm Drive Health Care District for filing proofs of
claim.

Pursuant to the judge's order, creditors holding pre-bankruptcy
claims against Palm Drive as well as governmental units must file
proofs of their claims by October 8.

              About Palm Drive Health Care District

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


PETRON ENERGY: Amends Q2 Form 10-Q to Revise Disclosure
-------------------------------------------------------
Petron Energy II, Inc., filed an amended Form 10-Q for the
quarterly ended June 30, 2014, for the purpose of making certain
changes to the disclosures related to common stock and preferred
stock in the financial statements.  A full-text copy of the
amended Form 10-Q is available at http://is.gd/DFMiSm

For the three months ended June 30, 2014, the Company reported a
net loss of $4.32 million on $33,201 of oil and gas sales as
compared with a net loss of $1.32 million on $20,760 of oil and
gas sales for the same period in 2013.

As of June 30, 2014, the Company had $3.38 million in total
assets, $5.39 million in total liabilities and a $2.01 million
total stockholders' deficit.

                       About Petron Energy

Dallas-based Petron Energy II, Inc., is engaged primarily in the
acquisition, development, production, exploration for and the sale
of oil, gas and gas liquids in the United States.  As of Dec. 31,
2011, the Company is operating in the states of Texas and
Oklahoma.  In addition, the Company operates two gas gathering
systems located in Tulsa, Wagoner, Rogers and Mayes counties of
Oklahoma.  The pipeline consists of approximately 132 miles of
steel and poly pipe, a gas processing plant and other ancillary
equipment.  The Company sells its oil and gas products primarily
to a domestic pipeline and to another oil company.

Petron Energy reported a net loss of $4.30 million in 2013
following a net loss of $8.32 million in 2012.

KWCO, PC, in Odessa, TX, 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
significant operating losses since inception raise substantial
doubt about its ability to continue as a going concern.


REVEL AC: US Trustee Wants Fox Rothschild Off Ch. 11
----------------------------------------------------
Law360 reported that the U.S. government's bankruptcy watchdog
accused Fox Rothschild LLP of receiving improper retainer payments
from the owner of Atlantic City's bankrupt Revel Casino Hotel,
claiming that the resulting liability precludes the firm from
representing the debtor.  According to the report, Roberta
DeAngelis, the U.S. Trustee for Region 3 of the bankruptcy courts,
argued that Fox Rothschild cannot be considered a "disinterested"
professional under the U.S. Bankruptcy Code due to its preference
litigation exposure on roughly $821,000 in fee payments made
during the 90 days before Revel AC Inc. filed for bankruptcy.

                           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.


RYNARD PROPERTIES: Fannie Mae Wants Operating Reports Submitted
---------------------------------------------------------------
Fannie Mae filed with the Bankruptcy Court a limited objection to
Rynard Properties Ridgecrest LP's motion for an extension of the
exclusive plan filing deadline.

Fannie Mae narrates that the Debtor has failed to timely file
monthly operating reports for the months of May and June, and that
monthly operating reports for the months of March and April were
not filed until June 10, 2014.  Fannie Mae asserts that without
those operating reports, it is not able to monitor the Debtor's
use of its cash collateral or ensure that the Debtor is otherwise
operating in a manner that is consistent with the terms and
provisions of the Court's Cash Collateral Use Order.

While Fannie Mae does not object to the 60-day extension sought by
the Debtor, it seeks that any extension be conditioned on the
Debtor being ordered by the Court to file:

   (i) the past due operating reports within two (2) business days
       of the hearing or such other time as the Court deems
       appropriate; and

  (ii) the July report no later than August 15, 2014 and future
       month's reports by no later than the 15th of the following
       month as provided by the U.S. Trustee's Operating
       Guidelines for Chapter 11 Debtors.

As reported in the Troubled Company Reporter on July 23, 2014,
Rynard Properties Ridgecrest LP filed a motion with the U.S.
Bankruptcy Court seeking a 60-day extension of the exclusive
periods to file a Chapter 11 Plan and Disclosure Statement and, to
obtain acceptance of the Chapter 11 Plan.  The Debtor said it is
in negotiations with two separate lenders to obtain the funds to
refinance the apartment complex and remove Fannie Mae as its
secured lender on its collateral. The Debtor believes they can
close within 60 days and may not have need for further
reorganization or, with the refinancing, will have the ability to
file a viable Chapter 11 Plan.

Fannie Mae is the Debtor's primary lender to whom the Debtor is
indebted of approximately $6,000,000 and which is secured by a
first priority Deed of Trust encumbering the Ridgecrest Apartment
complex operated by Debtor.

Attorneys for Fannie Mae can be reached at:

         QUATTLEBAUM, GROOMS, TULL & BURROW, PLLC
         111 Center Street, Suite 1900
         Little Rock, AR 72201
         Telephone: 501.379.1735 (Direct)
         Fax: 501.379.3835 (Direct)
         E-mail: gtreece@qgtb.com

                 About Rynard Properties Ridgecrest LP

Rynard Properties Ridgecrest LP is a Tennessee limited
partnership.  Its principal place of business is 2881 Rangeline
Road, Memphis, TN 38127, and the Debtor operates a 256 unit
multifamily apartment complex of Section 8 housing named
Ridgecrest Apartments and currently has TESCO operating the
complex as leasing agent.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tenn. Case No. 14-22674) on March 13, 2014.  John Bartle signed
the petition as secretary/treasurer of Ridgecrest LLC, general
partner of the Debtor.  In its schedules, the Debtor disclosed
$16,231,959 in total assets and $8,734,000 in total liabilities.
Toni Campbell Parker serves as the Debtor's counsel.  Judge
Jennie D. Latta oversees the case.

The U.S. Trustee for Region 8 has notified the Bankruptcy Court
that it was unable to appoint an official committee of unsecured
creditors.


SAGE PRODUCTS: S&P Raises First-Lien Debt Rating to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating and
raised its issue-level rating on Sage Products Holdings III LLC's
first-lien debt to '2' and 'B+', respectively, following an
unexpected debt reduction.  The '2' recovery rating indicates
S&P's expectation of substantial (70%-90%) recovery in the event
of a payment default.  Sage's corporate credit rating and second-
lien debt ratings remain unchanged.

"Our assessment of Sage's business risk profile reflects the
company's limited size, narrow focus on medical products that help
prevent hospital-acquired conditions, high customer concentration,
limited barriers to entry, and the highly competitive nature of
the medical devices industry," said credit analyst Maryna
Kandrukhin.  "These weaknesses are only partially offset by the
company's leading market positions across all of its product lines
and a well-diversified product mix within its niche space.
Overall, we view Sage's business risk as "weak"."

The stable outlook on Sage reflects S&P's expectation that the
company will likely sustain its debt-to-EBITDA ratio above 5.0x in
the long run.  While S&P projects that the company's leverage will
be around 4x at the end of 2014, S&P thinks a short-term debt-to-
EBITDA ratio below 5.0x provides Sage with additional room for
operating disruptions and adds spare capacity for aggressive
financial policy, which S&P expects from its financial sponsor.

Downside scenario

S&P's downgrade scenario is predicated on its concern over
potential emergence of rival product offerings threatening Sage's
competitive position.  In S&P's opinion, the loss of its leading
market position could permanently weaken Sage's business risk
profile since the market share lost to competition in the
company's niche space would be very hard to regain because of the
limited barriers to entry.  Such a scenario could encompass a 10%
revenue decline coupled with a 600-basis-point EBITDA margin
contraction resulting in discretionary cash flow below $10
million.

Upside scenario

S&P could consider an upgrade if it become confident that Sage's
financial policy is focused on permanent debt reduction and
sustained maintenance of leverage below 5x.  While Sage's leverage
ratio has improved as a result of its recent debt prepayments, S&P
still expects its aggressive financial policy to result in
increased leverage in the long run which makes an upgrade unlikely
over the next year.


SGK VENTURES: US Trustee Removes Terrapin Metals as Panel Member
----------------------------------------------------------------
The U.S. Trustee amended the list official committee of unsecured
creditors in the Chapter 11 case of SGK Ventures LLC, fka Keywell
LLC, for the third time.  The Trustee informed the Bankruptcy
Court of the removal of Terrapin Metals Recycling LLC as a
committee member as a result of the transfer of its claim.

These entities remain on the unsecured creditors' panel:

      1. Ferrous Processing & Trading FPT Cleveland
         Howard Sherman

      2. SA Recycling LLC
         Dan Navabpour

      3. Omni Source Corporation
         Marlene Sloat

      4. Schnitzer Steel Industries
         James Devine

      5. Schupan & Sons, Inc.
         Andrew Knowlton

                      About Keywell L.L.C.

Keywell L.L.C., a supplier of scrap titanium and stainless steel,
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 13-37603)
on Sept. 24, 2013.  Mark Lozier signed the petition as president
and CEO.

Keywell LLC first filed schedules disclosing $22,515,017 in total
assets, and $35,025,633 in total liabilities.  In its amended
schedules, Keywell disclosed $22,546,386 in total assets and
$39,361,793 in total liabilities.  As reported in the Troubled
Company Reporter on May 12, 2014, the Debtor filed an amended
summary of schedules disclosing assets of $22,602,974 and
liabilities of $37,181,354.

Judge Eugene R. Wedoff presides over the case.

Howard L. Adelman, Esq., Chad H. Gettleman, Esq., Henry B. Merens,
Esq., Brad A. Berish, Esq., Mark A. Carter, Esq., Adam P.
Silverman, Esq., and Nathan Q. Rugg, Esq., at Adelman & Gettleman
Ltd. serve as the Debtor's counsel.  Alan B. Patzik, Esq., Steven
M. Prebish, Esq., and David J. Schwartz, Esq., at Patzik, Frank &
Samotny Ltd. serve as the Debtor's special counsel.  Eureka
Capital Markets, LLC, serves as the Debtor's investment banker,
while Conway MacKenzie, Inc., serves as its financial advisors.

The Debtor's lenders are represented by Steven B. Towbin, Esq.,
and Gordon E. Gouveia, Esq., at Shaw Fishman Glantz & Towbin LLC,
in Chicago, Illinois.

The United States Trustee for Region 11 appointed an Official
Committee of Unsecured Creditors.  The panel has hired David A.
Agay, Esq., Sean D. Malloy, Esq., Scott N. Opincar, Esq., Joshua
A. Gadharf, Esq., and T. Daniel Reynolds, Esq., at McDonald
Hopkins LLC as counsel.  Alvarez & Marsal North America, LLC,
serves as financial advisors to the Committee.

In December 2013, the Bankruptcy Court formally approved the sale
of the Debtor's assets to KW Metals Acquisition LLC for $15.8
million.  The original offer was from Cronimet Holdings Inc. for
$12.5 million cash.

Keywell LLC changed its name and case caption to "SGK Ventures,
LLC" following the sale.


SMART MOTION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Smart Motion Robotics, Inc.
        805 Thornwood Dr.
        Sycamore, IL 60178

Case No.: 14-82459

Chapter 11 Petition Date: August 8, 2014

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

Judge: Hon. Thomas M. Lynch

Debtor's Counsel: John A Lipinsky, Esq.
                  COMAN & ANDERSON, P.C.
                  650 Warrenville Road
                  Suite 500, Lisle, IL 60532
                  Tel: (630) 428-2660
                  Email: jlipinsky@comananderson.com
                         khaskell@comananderson.com

Total Assets: $796,999

Total Liabilities: $3.18 million

The petition was signed by Scott Gilmore, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb14-82459.pdf


SOLITRON DEVICES: Bankr. Court Can't Block Contribution Suit
------------------------------------------------------------
Bankruptcy Judge Robert A. Mark has reopened the Chapter 11
bankruptcy proceedings of Solitron Devices Inc., and Solitron
Microwave Inc.  The Debtors won confirmation of a chapter 11 exit
plan more than 20 years ago, in August 1993.  In his May 23, 2014,
Order, Judge Mark reopened the cases to consider the Reorganized
Debtor's Motion to Enforce the Court's Order Confirming Plan.

A group of so-called potential responsible parties settled with
the New York State Department of Environmental Conservation
regarding contamination claims related to the Clarkstown, N.Y.
landfill, and in August 2013, these PRPs sued Solitron for
contribution.  The Debtors moved to reopen the bankruptcy case to
stop the litigation.

Specifically, the Debtors seek to enjoin the Clarkstown Landfill
Joint Defense Group from pursuing a contribution lawsuit against
Solitron.  The Debtors argue that the Confirmation Order
discharged the NYSDEC's Clarkstown landfill claim against the
Debtors.  Since Solitron has no liability to the NYSDEC and
because common liability is a requirement for CERCLA contribution
claims between the so-called Potential Responsible Parties, the
Debtors argue that the JDG has no legal basis to pursue a
contribution claim.

In response the JDG argues that the NYSDEC did not have a
prepetition claim because the NYSDEC was unaware of Solitron's
potential pollution of the Clarkstown landfill or the existence
of any CERCLA claims against Solitron until 1995 at the
earliest, long after the Court entered the Confirmation Order.
The JDG also argues that even if the NYSDEC's claim was
discharged, the JDG's claims were not, and therefore, the JDG
can still pursue its Contribution Lawsuit against Solitron.

In his May 23 Order, Judge Mark held that the Motion to Enforce is
granted in part to the extent that the Court concludes that the
NYSDEC's claim against Solitron was discharged and concludes that
the JDG has no legal basis to pursue a CERCLA contribution claim
against Solitron.

The Motion to Enforce is denied to the extent the Debtors seek to
enjoin the JDG from pursuing the Contribution Lawsuit and denied
to the extent the Debtors seek fees and costs.

Upon finality of the Order, the case shall be reclosed, Judge Mark
said.

Judge Mark explained, "Even though the Court agrees with
Solitron's position on the two legal issues presented by the
Motion to Enforce, the Court lacks jurisdiction to enjoin the JDG
from pursuing the Contribution Lawsuit. Because the JDG did not
have a claim that was discharged, the JDG did not violate the
Confirmation Order in pursuing the Contribution Lawsuit.  The
Court addressed whether the JDG had a legal basis to pursue a
CERCLA contribution claim after determining that the NYSDEC's
claim was discharged because the parties briefed and argued the
issue.  Nevertheless, it is up to the District Court in the
Contribution Lawsuit to dismiss the claim against Solitron if the
JDG chooses to proceed. Finally, because the JDG did not violate
the Confirmation Order, the Debtor's request for fees and costs is
also denied.

The Debtors filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case
Nos. 92-30190 and 92-30191) on Jan. 24, 1992.  The Bankruptcy
Court on Aug. 19, 1993, entered the Order Confirming the Debtors'
Fourth Amended Plan of Reorganization.  The Confirmation Order
contains an injunction preventing discharged claim holders from
proceeding against the reorganized Debtors. The case was closed
on July 12, 1996.


SOMERSET HILLS SCHOOL: Status Conference Set for Sept. 30
---------------------------------------------------------
A status conference is set for Sept. 30, 2014, at 2:00 p.m. in the
Chapter 11 case of Somerset Hills School, Inc.  The hearing will
be held at CMG - Courtroom 3, in Trenton, New Jersey.

Somerset Hills School, Inc., and Somerset Hills Residential
Treatment Center, Inc., filed separate Chapter 11 petitions
(Bankr. N.J. Case Nos. 14-25204 and 14-25202) on July 25, 2014.
Judge Christine Gravelle oversees the cases.  John S. Mairo, Esq.,
at Porzio, Bromberg & Newman, P.C., serves as the Debtors'
counsel.

Somerset Hills School is a private, taxpayer-funded school for
students with disabilities.  In its petition, Residential listed
under $50,000 in assets and under $10 million in debts.  School
listed under $500,000 in assets and under $10 million in debts.

Christopher Baxter, writing for The (N.J.) Star-Ledger reported
that the school and the related treatment center filed for
bankruptcy protection to trim more than $3 million in debt,
including at least $1 million owed to a pension fund for current
and former employees.  The report added that the Chapter 11 filing
caps a tumultuous 10 months since a Star-Ledger investigation last
year raised questions about the spending of public money at the
school and problems at the center, including the unwarranted
restraint of children.  In response to the newspaper's inquiries,
the state Department of Children and Families announced it would
cut ties with the center, forcing it to shut down Dec. 31.  The
report noted that the demise of the for-profit center left the
companies saddled with big bills but with a fraction of the
revenue, court documents show.

According to the Star-Ledger, the owner of Somerset Hills, Ryan
Kimmins, said the bankruptcy filing "was necessary to ensure the
long-term viability" of the school.  He added, "During our
reorganization, we will continue operating our school, business as
normal."

According to the Star-Ledger, the bankruptcy filings were made to
halt a judgment hearing in an lawsuit by the companies' landlord.
The report noted that Jerome Amedeo, who owned the Warren Township
property where the school had been based, sued Kimmins and
Somerset Hills in Superior Court in Somerset County in February
seeking $1.6 million in rent, taxes, unpaid bills and repairs to
fix damage to the property.  Amedeo sought summary judgment for
that amount, but on the date the state court judge was to decide
on the request, Kimmins and Somerset Hills filed for bankruptcy
and the suit was put on hold.

The school and treatment center also reported owing $1.89 million
to Bank of America, $114,054 to Performax, a Monmouth Beach
consulting firm, $56,892 to the Department of Children and
Families and $21,835 to the Newark Board of Education, among
others, according to court documents, the report related.


SPIRIT LIFE CHURCH: Case Summary & 5 Unsecured Creditors
--------------------------------------------------------
Debtor: Spirit Life Church, Inc.
        9455 North 76th Street
        Milwaukee, WI 53223

Case No.: 14-30107

Chapter 11 Petition Date: August 8, 2014

Court: United States Bankruptcy Court
       Eastern District of Wisconsin (Milwaukee)

Debtor's Counsel: Jonathan V. Goodman, Esq.
                  Derek H. Goodman, Esq.
                  LAW OFFICES OF JONATHAN V. GOODMAN
                  Suite 707, 788 North Jefferson Street
                  Milwaukee, WI 53202-3739
                  Tel: 414-276-6760
                  Fax: 414-287-1199
                  Email: jgoodman@ameritech.net

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Pastor Tom Wilke, president.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/wieb14-30107.pdf


SPRINGLEAF HOLDINGS: S&P Hikes ICR to 'B' on Legacy Assets Sale
---------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its issuer
credit rating on Springleaf Holdings Inc. to 'B' from 'B-'.  At
the same time, S&P raised its issue ratings on Springleaf's senior
unsecured debt to 'B-' from 'CCC+' and on Springleaf's preferred
stock to 'CCC' from 'CCC-'.  The outlook is stable.

Springleaf announced that the company entered into a series of
transactions to sell $7.2 billion of legacy residential mortgage-
backed securities, whole mortgage loans, and servicing assets.
The buyers of the assets will assume the securitized debt
associated with the assets sold and pay a premium of roughly $575
million to $625 million, in total generating about $3.0 billion of
cash for Springleaf.  Following the transaction, the company's
total debt to equity will improve to 3.7x from 6.7x at March 31,
2014.  "We believe the combination of an improved leverage profile
and a bolstered liquidity position support the higher rating,"
said Standard & Poor's credit analyst Stephen Lynch.  Springleaf's
real estate portfolio has been in run-off since the first quarter
of 2012, when the former mortgage lender ceased origination of
subprime mortgage loans.  Since that time, the company's principal
business activity has been underwriting nonprime consumer loans.

In the announcement, which the company released in conjunction
with its second-quarter results, Springleaf stated that the
proceeds from the sale will aid organic and inorganic growth and
minimize the need for incremental debt.  S&P recognizes that such
growth could increase the company's leverage from the post-
transaction 3.7x, but it don't expect the company to again take on
so much debt that S&P would lower the rating.  Based on
management's comments on their earnings call, S&P expects that
Springleaf will use at least a portion of the proceeds from the
sale to fund the repayment of existing debt.  Following the
transaction, Springleaf will still have $3.9 billion of debt
maturing before the end of 2017 ($344 million in 2014, $797
million in 2015, $375 million in 2016, and $2.36 billion in 2017).

S&P's ratings on Springleaf continues to also reflect the
company's still relatively high leverage, dependence on wholesale
funding, financial-sponsor ownership, and onerous debt maturity
profile.  The company's limited competition in the nonprime
consumer lending market and underwriting policies are strengths to
the rating.

S&P's stable outlook balances the firm's improving earnings and
post-transaction reduced leverage against the company's dependence
on wholesale funding and onerous debt maturity ladder over the
next four years.

S&P could lower the rating if Springleaf's leverage were to
unexpectedly increase above 4.5x without a corresponding
improvement in the company's business position.  S&P could also
lower the rating if management pursues a more aggressive growth
strategy or financial policy, or if earning metrics deteriorate.

Over time, S&P could raise the rating if the company establishes a
longer track record in the consumer lending market with continued
access to asset-backed financing.  An upgrade would also depend on
the company diversifying its revenue sources and showing a longer
history of containing credit losses.  However, the company's
profile as a monoline subprime consumer lender is likely to limit
the degree of rating upside.


STARWOOD HOTELS: Moody's Assigns (P)Ba1 Preferred Stock Rating
--------------------------------------------------------------
Moody's Investors Service assigned a Prime-2 short term rating to
Starwood Hotels & Resorts Worldwide Inc. proposed $1.75 billion
commercial paper program. Starwood's Baa2 senior unsecured ratings
were also affirmed. The rating outlook is stable. The net proceeds
of the commercial paper issuance will be used for general
corporate purposes.

Starwood's Prime-2 commercial paper rating reflects its Baa2 long
term senior unsecured rating, its good liquidity profile and
Moody's expectation that the company will maintain sufficient
availability at all times under its $1.75 billion revolver credit
facility to support the roll-out of its commercial paper
borrowings. Starwood has a widely diversified bank group and the
revolver includes a same day funding option that would support the
roll-out of commercial paper should the need arise.

Over the next twelve months, Moody's expect Starwood to generate
sufficient cash flow to support capital spending and its ordinary
dividend although cash balances may be needed to help support cash
flows to fund its special dividend of $2.60 per share in 2014.
Unrestricted cash balances also provide significant support, even
after adjusting for taxes on amounts held outside the US. As of
June 30, 2014, the company had about $600 million of unrestricted
cash, of which about $500 million resided in foreign countries.
Starwood's available sources of alternate liquidity include its
$1.75 billion committed corporate revolving credit facility that
expires in February 2018. Moody's expect the company will continue
to maintain healthy covenant headroom under its revolver.

New ratings assigned:

  Short-term commercial paper rated Prime-2

Existing ratings affirmed:

  $450 million ($294m outstanding) 7.375% notes due 2015 at Baa2

  $400 million ($372m outstanding) 6.75% notes due 2018 at Baa2

  $250 million ($209m outstanding) 7.15% notes due 2019 at Baa2

  $350 million 3.125% notes due 2023 at Baa2

  Senior unsecured shelf rating at (P)Baa2

  Subordinated shelf rating at (P)Baa3

  Preferred stock rating at (P)Ba1

Ratings Rationale

Starwood's Baa2 senior unsecured ratings reflect its well-defined
branding strategy and Moody's expectation that the company will
continue to generate positive free cash flow (excluding its
special dividend) and maintain a material amount of availability
under its $1.75 billion revolver (not-rated) expiring February
2018.

The ratings also incorporate Moody's expectation that there will
be no change in Starwood's clearly stated financial policy,
including its good liquidity, lease adjusted debt to EBITDAR
leverage target of at or above 2.5 times to less than 3.0 times,
and dividend payout ratio of 30% to 50%. Moody's expects Starwood
will manage its dividend and other shareholder friendly activities
in a manner that maintains credit metrics within this range which
Moody's view as appropriate for its Baa2 / Prime-2 ratings.
Management's estimates that $750 million of additional leverage
would be needed to reach the lower end of this range. Starwood has
increased its share repurchase authorization by $1.1 billion
bringing total availability under the program to about $1.5
billion. For the LTM period ending June 30, 2014, Moody's adjusted
debt/EBITDAR was about 2.1 times, although adding an additional
$750 million of debt would increase leverage to over 2.7 times on
a pro forma basis for the LTM period.

Other positive rating considerations include the company's
increase towards higher margin franchise brands, solid hotel
development pipeline, and good management of its time share
operations.

Key rating concerns include Starwood's sensitivity to economic
cycles, risks related to growing and gaining appropriate
distribution of new home grown brands, material international
expansion and challenges in emerging markets.

The stable outlook reflects Moody's expectation that despite
further earnings improvement, there could be some softness in
Starwood's RevPAR growth in certain regions of the world that
could temper the company's overall earnings improvement. The
stable outlook also considers that as Starwood moves to a more
asset light business model and sells owned hotels, debt levels may
have to be adjusted to maintain appropriate leverage and
compensate for the switch to a management fee earnings stream
versus owned property income. The outlook also incorporates
Moody's view that Starwood maintain a balanced financial policy
towards dividends and share repurchases.

Higher ratings would require that Starwood achieve and maintain
debt/EBITDA below 2.0 times, EBIT/Interest over 4.5 times, and
retained cash flow/ net debt greater than 25%. An upgrade would
also require that Starwood maintain its good liquidity as well as
continue to manage its dividend and other shareholder friendly
activities in a manner consistent with a higher rating. Ratings
could be downgraded in the event debt/EBITDA rose above 3.0 times,
EBIT to interest fell towards 3.25 times, or retained cash flow to
net debt declined towards 15% for an extended period of time.

The principal methodology used in this rating was Global Lodging &
Cruise Industry Rating Methodology published in December 2010.

Starwood Hotels & Resorts Worldwide, Inc. owns and operates
approximately 1,175 properties in more than 100 countries. Annual
net revenues are about $3.3 billion.


T-L BRYWOOD: August 20 Hearing on Interim Use of Cash Collateral
----------------------------------------------------------------
U.S. Bankruptcy Judge J. Philip Klingeberger is set to hold a
telephonic hearing on August 20 on T-L Brywood LLC's continued use
of cash collateral.
T-L Brywood on April 20 received court approval to use the cash
collateral until August 31.  The company will use the cash
collateral in which RCG-KC Brywood LLC asserts an interest to
maintain its property.

In return for its continued use of the cash collateral, T-L
Brywood was required to maintain and pay premiums to cover all of
its assets from damage and to reserve sufficient funds to pay real
estate taxes on a property known as Brywood Centre.

The lender will also be granted "valid, perfected, enforceable"
security interests in T-L Brywood's post-petition assets in case
there is diminution in the value of the assets, according to the
April 20 order.

                       About T-L Brywood

T-L Brywood LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Ill.
Case No. 12-09582) on March 12, 2012.  The case was transferred to
the U.S. Bankruptcy Court for the Northern District of Indiana
(Case. 13-21804) on May 14, 2013.

T-L Brywood owns and operates a commercial shopping center known
as the "Brywood Centre" -- http://www.brywoodcentre.com/-- in
Kansas City, Missouri.  The Property encompasses roughly 25.6
acres and comprises 183,159 square feet of retail space that is
occupied by 12 operating tenants.  The occupancy rate for the
Property is approximately 80%.

The Debtor and lender The PrivateBank and Trust Company reached an
impasse over the terms and conditions of another extension of a
mortgage loan on the Property.  As a result, the Debtor filed the
Chapter 11 case to protect the Property from foreclosure while the
Debtor formulates an exit strategy from the reorganization case.
As of the Petition Date, no foreclosure relating to the Property
had been filed by the Lender.

Judge Donald R. Cassling oversees the case.  The Debtor is
represented by David K. Welch, Esq., Arthur G. Simon, Esq., and
Jeffrey C. Dan. Esq., at Crane, Heyman, Simon, Welch & Clar, in
Chicago.

The Debtor disclosed total assets of $16,666,257 and total
liabilities of $13,970,622 in its schedules.  The petition was
signed by Richard Dube, president of Tri-Land Properties, Inc.,
manager.

PrivateBank is represented by William J. Connelly, Esq., at
Hinshaw & Culbertson LLP.

No committee of creditors was appointed by the U.S. Trustee.


TERVITA CORP: S&P Affirms 'B-' Corp. Credit Rating
--------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' long-term
corporate credit rating on Calgary, Alta.-based integrated
environmental service company Tervita Corp.  The outlook is
stable.  At the same time, Standard & Poor's affirmed its 'B-'
issue-level rating and '3' recovery rating on the secured notes;
and its 'CCC' issue-level rating and '6' recovery rating on the
company's subordinated notes.  The '3' recovery rating indicates
S&P's expectation of meaningful (50%-70%) recovery in a default
scenario, while the '6' recovery rating indicates S&P's
expectation of negligible (0%-10%) recovery.

"We have revised Tervita's business risk profile to "weak" from
"fair" to reflect our view that the company's operations, although
less volatile than those of other oilfield service companies,
faces a competitive landscape that significantly pressures its
gross margins," said Standard & Poor's credit analyst Aniki Saha-
Yannopoulos.

At the same time, S&P has revised its growth prospect for Tervita
downward from its previous estimates.  S&P also revised its
financial sponsor policy score to FS-6 from FS-6 (minus) to
reflect management's revised strategy to keeping capex within cash
flow, instead of funding growth capex with additional debt, as it
had done historically.

Tervita provides services in various fields, including energy-
related waste management, environmental remediation, and well
servicing.  Most of the company's operations are in western Canada
(85% of gross profit), with some in the U.S.

The stable outlook reflects Standard & Poor's view that Tervita
will maintain some cushion under its covenants through 2015 so it
will be able to borrow full availability under its revolver.
Despite improving EBITDA from 2013 levels, S&P forecasts the
company's debt-to-EBITDA will remain elevated at 8.0x-9.0x due to
its high balance-sheet debt; S&P views Tervita's core credit
ratios as highly leveraged.  At current EBITDA and debt, the
company has little flexibility to add debt without affecting the
ratings.

S&P could downgrade Tervita if the company's covenant headroom and
liquidity deteriorate.  Although S&P is aware that Tervita's
credit measures are weak, S&P believes that the existing covenant
cushion allows the company sufficient liquidity (the full C$235
million availability under its facility) to continue its business
operations.  If the financial covenant headroom declines to below
15%, S&P could revisit the ratings.  S&P could also review the
ratings if Tervita's EBITDA does not improve from 2013 levels.  In
addition, debt-financing of growth initiatives, either acquisition
or capital expenditures, where the company outspends its cash flow
from operations without any prospects for rapid deleveraging,
could lead S&P to revisit its ratings and outlook.

A positive action for Tervita would depend on an improving
financial risk profile -- for example, if the company's debt-to-
EBITDA improves to 5.0x-5.5x following a financial restructuring.
From an operational perspective, if S&P expects Tervita to grow
its EBITDA, either through lower overhead costs or more cross-
selling opportunities, such that S&P expects debt-to-EBITDA to
improve below 5.5x, S&P could take a positive rating action.
Given S&P's views on industry conditions, S&P believes this is
unlikely in the next 12 months.


TIN CROSS VINEYARDS: Case Summary & Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                         Case No.
     ------                                         --------
     Tin Cross Vineyards, LLC                       14-11160
     14851 Grove Street
     Healdsburg, CA 95448

     Capture Wines LLC                              14-11161
     14851 Grove Street
     Healdsburg, CA 95448

     Capture Wine Brands LLC                        14-11162
     14851 Grove Street
     Healdsburg, CA 95448

Chapter 11 Petition Date: August 8, 2014

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Hon. Alan Jaroslovsky

Debtors' Counsel: Michael C. Fallon, Esq.
                  LAW OFFICE OF MICHAEL C. FALLON
                  100 E St. #219
                  Santa Rosa, CA 95404
                  Tel: (707) 546-6770
                  Email: mcfallon@fallonlaw.net

                                        Total       Total
                                        Assets    Liabilities
                                      ---------   -----------
Tin Cross Vineyards, LLC                $6.32MM     $6.07MM
Capture Wines LLC                      $800,742      $7.3MM
Capture Wine Brands LLC                $250,000     $6.53MM

The petitions were signed by Michael Foster, managing member.

A list of Tin Cross Vineyards's 10 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb14-11160.pdf

A list of Capture Wines LLC's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb14-11161.pdf

A list of Capture Wine Brands' eight largest unsecured creditors
is available for free at http://bankrupt.com/misc/canb14-11162.pdf


TRIPLANET PARTNERS: Taps Stamell & Schager as Litigation Counsel
----------------------------------------------------------------
TriPlanet Partners, LLC, seeks authority from the U.S. Bankruptcy
Court from the Southern District of New York to employ Stamell &
Schager, LLP, as its special litigation counsel.

As special litigation counsel, Stamel & Schager is expected to
render these services:

   a. represent the Debtor in adversary and other proceedings
      concerning claims by alleged employers, members or
      shareholders of amounts due to or due from the Debtor;

   b. advise in preparing tax returns and appearing before
      various tax authorities to work out the amount and payment
      of taxes owed by the Debtor;

   c. marshal the Debtor's documents and other information in
      connection with the Debtor's financial statements; and

   d. performing all other legal services for the Debtor that may
      be necessary in connection with Roberts' contested claim and
      any contested claim.

Customary rates of the Firm's professionals are:

    Professional                     Hourly Rate
    ------------                     -----------
    Jared B. Stamell                 $725 per hour
    Andrew Goldenberg                $475 per hour
    Paraprofessionals                $250 per hour

Jared B. Stamell, Esq., attests that his Firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                  About Triplanet Partners LLC

Triplanet Partners LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014.  Sophien
Bennaceur signed the petition as manager.  The Debtor disclosed
$19,946,560 in assets and $33,663,525 in liabilities.  Arnold
Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese &
Gluck, P.C., serves as the Debtor's counsel.  Judge Robert D.
Drain oversees the case.


TRULAND GROUP: Sued for Wages after Mass Firings
------------------------------------------------
Sherri Toub, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that Truland Systems Corp.,
a Reston, Virginia-based electrical contractor that is winding
down operations, was sued on July 30 for two months' wages and
benefits by employees who allegedly weren't given sufficient
notice before mass firings.  According to the report, two former
Truland employees who seek to represent the employee class say
that the mass firings on or about July 21 didn't comply with the
WARN Act, a statute requiring that at least 60-days advance
written notice be provided.

Truland Group Inc. designs and installs electrical infrastructure.
The entities sought Chapter 7 protection after halting operations,
according to a report by Daily Bankruptcy Review.  The lead
voluntary Chapter 7 case is In re The Truland Group Inc.,
14-bk-12766, U.S. Bankruptcy Court, Eastern District of Virginia
(Alexandria).


UPH HOLDINGS: Officially Exited Chapter 11 Protection July 1
------------------------------------------------------------
UPH Holdings Inc. and its affiliated debtors have officially
emerged from bankruptcy protection 15 months after filing.

The company said in a court filing that its Chapter 11 plan of
reorganization officially took effect on July 1, three months
after the U.S. Bankruptcy Court for the Western District of Texas
confirmed the plan.

As reported by TCR on April 24, the restructuring plan, which was
confirmed on March 27, would implement a settlement between UPH's
official committee of unsecured creditors and its secured lender,
Hercules Technology II, L.P. by establishing a liquidating trust
to be funded or vested with all of UPH's assets.

The liquidating trustee will liquidate the assets, reconcile
outstanding claims, and make distributions to holders of allowed
claims pursuant to the terms of the plan and the Liquidating Trust
Agreement.

On the effective date of the plan, all objections to claims and
all causes of action would be preserved and prosecuted by the
liquidating trustee.   The liquidating trustee may object to the
allowance of claims for which liability is disputed for
whatever reasons, even if those claims were not scheduled as
disputed, contingent or unliquidated.

                        About UPH Holdings

UPH Holdings Inc. and several affiliates filed Chapter 11
petitions (Bankr. W.D. Tex. Lead Case No. 13-10570) on March 28,
2013.  Judge Tony M. Davis oversees the case.  Jennifer Francine
Wertz, Esq., and Patricia Baron Tomasco, Esq., at Jackson Walker,
L.L.P., serve as the Debtors' counsel.  Q Advisors, LLC serves as
financial advisors.  UPH Holdings disclosed $26,917,341 in assets
and $19,705,805 in liabilities as of the Chapter 11 filing.

Other affiliates that sought Chapter 11 protection are: Pac-West
Telecomm, Inc.; Tex-Link Communications, Inc.; Unipoint Holdings,
Inc.; Unipoint Enhanced Services, Inc.; Unipoint Services, Inc.;
Nwire LLC; and Peering Partners Communications LLC (Case Nos.
13-10571 to 13-10577).

Judy A. Robbins, the United States Trustee for Region 7, has
appointed a five-member Official Committee of Unsecured Creditors
in the Chapter 11 cases of UPH Holdings, Inc., Pac-West Telecomm
Inc., and their affiliated debtors.

The Committee tapped Kelley Drye & Warren LLP as its counsel, and
QSI Consulting, Inc. as its financial advisor.


VYCOR MEDICAL: Boosts Shareholder Equity by $2.4 Million
--------------------------------------------------------
Vycor Medical, Inc., announced that its largest shareholder,
Fountainhead Capital Management Limited, along with certain other
related and non-related parties, has agreed to exchange all of its
$2,355,587 of debt into an equivalent amount of preferred equity
in the company.

This equity exchange will result in Vycor's Shareholders' Equity
being increased by $2,355,587, equivalent to the current debt.
Following on from the closing in April of a $5 million Common
Stock and Warrants Offering at $1.80 per share, this exchange is a
significant milestone towards Vycor's objective of seeking an up-
listing on a national stock exchange.  This exchange is in
addition to the conversion by Fountainhead in January 2014 of
$1,426,542 of accrued consulting fees into an investment in the
Offering, over and above the $5 million raised from investors.

Under the terms of the exchange, the Fountainhead Parties will
receive $2,355,587 of Vycor Series D preferred shares that will be
convertible into Vycor Shares at a price of $2.15.  The Series D
will carry a dividend of 7% per annum, payable in cash or Series D
at the Company's option.  The Company is able to redeem the Series
D at par at any time, at its sole option.  The Fountainhead
Parties will also receive 3-year warrants equivalent to 75% of the
Vycor Shares received in the exchange on a converted basis,
exercisable at $3.08.  Full details will be contained in a Form
8-K filing.

Under Applicable Accounting Guidance ASC 405 and 470, the exchange
is accounted for as an extinguishment of debt.  The Company is
required to compare the carrying value of the securities being
extinguished (without placing any value on security preference,
default protection, conversion rights or other matters) with the
fair value of the securities being issued in exchange.  The fair
values are determined using a variety of techniques including as
Black-Scholes and Monte Carlo simulation, taking into account
stock volatility but not, importantly, stock illiquidity, to
derive a theoretical fair value.  The securities issued in
exchange are then recorded on the balance sheet at this fair value
and the difference between fair value of the new securities and
the carrying value of the extinguished securities is recognized in
the income statement as a gain or loss.  Vycor's Board
commissioned an independent party to carry out a valuation of the
securities.

Under the terms of the exchange, the total theoretical fair value
of the new securities (Series D and warrants) is approximately
$3,000,000 compared to the carrying value of the debt of
$2,355,587.  This results in a theoretical cost of debt
extinguishment of approximately $645,000.  The net impact,
however, is to increase Shareholder's Equity by $2,355,587,
equivalent to the current debt.

Adrian Liddell, the chairman of Vycor, commented: "This
transaction was carefully reviewed by outside counsel and based on
their expertise the Audit Committee and Board of Directors of
Vycor consider this exchange as very beneficial to the Company,
considerably strengthening the balance sheet, and in the best
interests of all shareholders."

At the same time, in a transaction not related to the exchange,
Fountainhead entered into an agreement with the Company preventing
it from selling any Vycor Shares currently held by Fountainhead
below $4.50.  In return, the Company agreed to extend the life of
certain of Fountainhead's existing warrants expiring in 2015 to
the same 3-year term as the warrants being issued under the
exchange.

                        About Vycor Medical

Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO)
-- http://www.VycorMedical.com/-- is a medical device company
committed to making neurological brain, spinal and other surgical
procedures safer and more effective.  The Company's flagship,
Patent Pending ViewSite(TM) Surgical Access Systems represent an
exciting new minimally invasive access and retraction system that
holds the potential for speedier, safer and more economical brain,
spinal and other surgeries and a quicker patient discharge.
Vycor's innovative medical instruments are designed to optimize
neurosurgical site access, reduce patient risk, accelerate
recovery, and add tangible value to the professional medical
community.

Vycor Medical reported a net loss of $2.47 million on $1.08
million of revenue for the year ended Dec. 31, 2013, as compared
with a net loss of $2.93 million on $1.20 million of revenue for
the year ended Dec. 31, 2012.  The Company's balance sheet at
March 31, 2014, showed $4.86 million in total assets, $5.10
million in total liabilities and a $247,332 total stockholders'
deficiency.


YELLOWSTONE MOUNTAIN: Founder Fights Contempt At 9th Circ.
----------------------------------------------------------
Law360 reported that the founder of the Yellowstone Mountain Club
ski resort urged a Ninth Circuit panel to overturn a judge's
finding of contempt against him for selling a Mexico resort
property included in the company's bankruptcy in defiance of an
injunction, arguing the injunction wasn't valid.  According to the
report, during a hearing in Pasadena, California, Timothy L.
Blixseth's attorney Philip Stillman of Stillman & Associates
argued that the injunction stipulated to by both parties was
"facially invalid" and could be retroactively challenged, even
after it had been violated.  However, an attorney for Yellowstone
liquidation trustee Brian Glasser shot back that the injunction
was valid because both parties had agreed to it and the finding of
contempt was well-earned, the report related.

The cases are Brian Glasser v. Timothy Blixseth et al., case
number 14-35159, and Brian Glasser v. Timothy Blixseth, case
number 14-35160, in the U.S. Court of Appeals for the Ninth
Circuit.

                      About Yellowstone Mountain

Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Club and its affiliates filed for Chapter 11
bankruptcy (Bankr. D. Montana, Case No. 08-61570) on Nov. 10,
2008.  The Company's owner affiliate, Edra D. Blixseth, filed
a separate Chapter 11 petition on March 27, 2009 (Case No.
09-60452).

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC represented Yellowstone.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer; and James H. Cossitt, Esq., as counsel.  Credit Suisse,
the prepetition first lien lender, was represented by Skadden,
Arps, Slate, Meagher & Flom.

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners LLC acquired equity ownership in the reorganized
Club for $115 million.

Marc S. Kirschner, Esq., was appointed the Trustee of the
Yellowstone Club Liquidating Trust created under the Plan.


YONKER INVESTMENTS: Case Summary & 7 Unsecured Creditors
--------------------------------------------------------
Debtor: Yonker Investments, Inc.
        2001 Whitfield Park Ave.
        Sarasota, FL 34243

Case No.: 14-09220

Chapter 11 Petition Date: August 8, 2014

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Daniel R. Fogarty, Esq.
                  STICHTER, RIEDEL, BLAIN & PROSSER, PA
                  110 East Madison Street, Suite 200
                  Tampa, FL 33602
                  Tel: (813) 229-0144
                  Email: dfogarty.ecf@srbp.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael B. Yonker, president.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb14-09220.pdf


* 9th Circ. Backs Judges' Power To Ban Bankruptcy Advisers
----------------------------------------------------------
Law360 reported that the Ninth Circuit reaffirmed bankruptcy
judges' discretion to effectively ban bankruptcy advisers in whom
they've lost trust, refusing to rebuke an unnamed judge who boxed
out an advisory firm that had repeatedly busted fee caps.
According to the report, Chief Judge Alex Kozinski, writing for
the appeals court, said comments from the judge didn't rise to the
level of personal animosity and didn't evince an impermissible
motive against a financial group that "substantially exceeded" its
fee caps "almost every month it was retained."


* Bill Would Let "Medically Distressed" Cast Off Student Loans
--------------------------------------------------------------
Katy Stech, writing for The Wall Street Journal, reported that a
Rhode Island lawmaker has introduced the Medical Bankruptcy
Fairness Act to allow people to get rid of their student-loan debt
if they have paid more than $10,000 in medical bills during the
three years before bankruptcy.  According to the report, Sen.
Whitehouse's bill would classify people who've spent at least
$10,000 on medical bills as "medically distressed debtors" and
allow them to discharge student loans without having to convince a
bankruptcy judge that they can't afford to repay them, as the
process now requires.


* July 2014 Chapter 11 Filings Fall 34% From Last Year
------------------------------------------------------
ABL Advisor reported that total bankruptcy filings in the United
States decreased 12% in July 2014 over July of last year,
according to data provided by Epiq Systems, Inc.  The report,
however, noted that the filings for July represented a 5% percent
increase compared to the 73,835 total filings in June 2014.

According to the report:

     -- Bankruptcy filings totaled 77,469 in July 2014, down from
the July 2013 total of 87,746.

     -- Consumer filings declined 11% to 74,595 from the July 2013
consumer filing total of 84,114.

     -- Total commercial filings in July 2014 decreased to 2,874,
representing a 21% decline from the 3,632 business filings
recorded in July 2013.

     -- Total commercial chapter 11 filings dipped 34% to 357
filings in July 2014 from the 539 commercial chapter 11 filings
registered in July 2013.


* After FDIC D&O Battles, Redrawing Exclusion No Easy Task
----------------------------------------------------------
Law360 reported that courts aren't seeing eye-to-eye on whether
the "insured v. insured" exclusion wipes out coverage for the
directors and officers of failed banks in widespread litigation
against the Federal Deposit Insurance Corp., but insurers that try
to tighten up their policy language are likely to encounter
resistance from brokers and other setbacks, experts say.
According to the report, the exclusion, which applies to claims
brought by one insured against another, has been front and center
in the latest wave of coverage disputes over FDIC lawsuits.


* Consumer Spending in U.S. Rose in June by Most in Three Months
----------------------------------------------------------------
Victoria Stilwell, writing for Bloomberg News, reported that
consumer spending in the U.S. rose in June by the most in three
months, ending the quarter on a strong note and signaling that
continued job growth will bolster the world's largest economy.
According to the report, household purchases, which account for
about 70 percent of the economy, climbed 0.4 percent after a 0.3
percent gain in May that was larger than previously estimated,
Commerce Department figures showed.  The increased matched the
median forecast of 74 economists in a Bloomberg survey.


* Credit Rating Suit Against S&P, Others Goes To State Court
------------------------------------------------------------
Law360 reported that a New York federal judge remanded to state
court a suit alleging Standard & Poor's Financial Services LLC,
Moody's Investors Service Inc. and Fitch Ratings Inc. of
artificially boosting securitized debt ratings in the run-up to
the financial crisis, finding the case did not necessarily
implicate federal law.  According to the report, U.S. District
Judge Lorna G. Schofield found that the claims brought by
plaintiffs Geoffrey Varga and Mark Longbottom -- Bear Stearns &
Co. Inc. hedge fund liquidators -- can be settled via New York
state law.

The case is Varga et al v. McGraw Hill Financial, Inc. et al.,
Case No. 1:13-cv-08743 (S.D.N.Y.).


* Debt Collectors under Fire by Regulator
-----------------------------------------
Alan Zibel and Jacob Gershman, writing for The Wall Street
Journal, reported that a U.S. financial regulator could upend the
business model of law firms that file waves of cookie-cutter
lawsuits to collect money from people who haven't paid their
bills.

According to the report, the U.S. Consumer Financial Protection
Bureau last month filed its first lawsuit against a debt-
collection firm, Marietta, Ga.-based Frederick J. Hanna &
Associates, accusing it of violating federal consumer-protection
laws.  The CPFB's case, filed in federal court in Georgia, accused
Hanna & Associates of churning out more than 350,000 credit card
collection complaints against consumers, some of whom may owe
nothing or owed less than was claimed, the report related.


* Fed, FDIC Boards Blast Big Banks' 'Living Wills'
--------------------------------------------------
Law360 reported that U.S. financial regulators said that they have
completed reviewing 11 resolution plans describing strategies in
the event of financial distress -- also known as "living wills" --
submitted by JPMorgan Chase & Co. and other big banks, and have
identified several "specific shortcomings" with the plans.
According to the report, the Board of Governors of the Federal
Reserve System and the Board of Directors of the Federal Deposit
Insurance Corp. completed their reviews of the second round of
resolution plans submitted in 2013, laying out issues that should
be addressed in the 2015 submissions.  The 11 firms in the first
group of filers included JPMorgan, Bank of America Corp., The Bank
of New York Mellon Corp., Barclays PLC, Citigroup Inc., Credit
Suisse Group AG, Deutsche Bank AG, Goldman Sachs Group Inc. and
others, Law360 said, citing the agencies.


* Hirings Up, Federal Reserve May Raise Interest Rates
------------------------------------------------------
Christopher S. Rugaber, writing for The Associated Press, reported
that the pressure is rising for the Federal Reserve to raise
interest rates to prevent a strengthening economy from igniting
inflation with employers ramping up hiring and the unemployment
rate sinking in.  According to the report, employers have added an
average 244,000 jobs a month since February -- the best six-month
hiring spree in eight years.


* U.S. Starts Civil Inquiry of Subprime Car Lending
---------------------------------------------------
Michael Corkery and Jessica Silver-Greenberg, writing for The New
York Times' DealBook, reported that federal prosecutors have begun
a civil investigation into the booming business of subprime auto
lending, focusing on the packaging and selling of questionable
loans to investors.  According to the report, the inquiry is being
undertaken amid worries among some regulators that checks and
standards are being neglected as the subprime auto loan market
surges, in a small, yet disturbing, echo of the subprime mortgage
crisis.


* Capital Restructure Provides Financing to Chapter 11 Company
--------------------------------------------------------------
Capital Restructure Group, a Bankruptcy Advisor and expert in
Commercial Loan Modifications, CMBS Loan modifications and
Chapter 11 finance on Aug. 8 announced the funding of a $1M low
interest rate loan to refinance the assets of a freight company
that had previously been in Chapter 11.

Capital Restructure Group has nurtured relationships with
financial institutions that have now entered the lending market to
make low interest rate loan to companies and real estate projects
whose owners have previously filed Chapter 11.

Capital Restructure Group has been consulting to Business Chapter
11's and Real Estate Chapter 11's with assets from $500,000 to
$75M for 25 years and is a Chapter 11 expert, with a nationwide
track-record in negotiating complex bank debt restructures and in
navigating the intricacies of the Chapter 11.

The Company has successfully negotiated CMBS loan modifications
and commercial loan modifications with the largest banks and
financial institutions in the United States as well as small
regional banks private lenders and credit unions.

Its principals have restructured their own businesses and real
estate projects through Chapter 11 and bring a combined 115 years
of business, ownership, real estate development, investment and
finance experience to the table for their clients.


* Troutman Sanders Adds Bankruptcy Group in New York
----------------------------------------------------
Troutman Sanders LLP announced on Aug. 4 that a group of four
partners with substantial experience in commercial bankruptcy and
litigation, restructuring and creditors' rights has joined the
firm in its New York office. Hugh McDonald, Jonathan Forstot, Esq.
-- jonathan.forstot@troutmansanders.com -- Patrick Fitzmaurice,
Esq. -- patrick.fitzmaurice@troutmansanders.com -- and Louis
Curcio, Esq. -- louis.curcio@troutmansanders.com -- are joining
Troutman Sanders from Dentons in New York.

The group, which has been practicing together for a number of
years, has extensive experience in representing lenders,
distressed debt purchasers, servicers, trustees, and other
financial institutions in a wide variety of commercial matters.

The group joins Troutman Sanders at a time of significant
expansion. With today's announcement, the firm has added 11 new
partners to the New York office in the past 12 months. The firm
also recently announced that it has signed a 15-year lease for new
office space at 875 Third Avenue in Midtown.

"This is a great addition for us in New York on a number of
levels," said David Dantzler, managing partner of the firm's New
York office. "We are not only continuing to grow our New York
office, which is a focal point of the firm's strategic plan, but
also strengthening our ability to represent our financial
institution clients in New York and across the country."

"The strengths that Hugh, Jon, Patrick and Louis bring to our firm
align perfectly with the direction we want to take with our firm-
wide bankruptcy practice," said Bill Withrow, chair of the firm's
Litigation department. "In particular, they help increase the
litigation capabilities we can offer to our clients. We are
thrilled to welcome them, here."

"Given Troutman Sanders' platform and reputation, we felt that
this was a great opportunity to grow our practice and expand the
services we offer to clients," said McDonald. "We believe that our
practice fits very well with the firm's focus on complex
commercial matters and we are extremely happy to be here."

McDonald is a graduate of New York Law School; Forstot received
his law degree from Boston University School of Law; Fitzmaurice
is a graduate of Brooklyn Law School; and, Curcio is a graduate of
St. John's University School of Law.

                       About Troutman Sanders

Troutman Sanders LLP is an international law firm with more than
600 lawyers practicing in offices located throughout the United
States and Asia. Founded in 1897, the firm's lawyers provide
counsel and advice in practically every aspect of civil and
commercial law related to the firm's core practice areas:
Corporate, Energy and Industry Regulation, Finance, Litigation and
Real Estate. Firm clients range from multinational corporations to
individual entrepreneurs, federal and state agencies to foreign
governments, and non-profit organizations to businesses
representing virtually every sector and industry. See
troutmansanders.com for more information.


* Large Companies With Insolvent Balance Sheet
----------------------------------------------

                                                Total
                                               Share-      Total
                                     Total   Holders'    Working
                                    Assets     Equity    Capital
  Company          Ticker             ($MM)      ($MM)      ($MM)
  -------          ------           ------   --------    -------
ABSOLUTE SOFTWRE   ALSWF US          118.9       (8.4)       1.0
ABSOLUTE SOFTWRE   OU1 GR            118.9       (8.4)       1.0
ABSOLUTE SOFTWRE   ABT CN            118.9       (8.4)       1.0
ACHAOGEN INC       AKAO US            13.8       (0.0)       2.1
ACTINIUM PHARMAC   ATNM US             6.6      (13.5)     (13.5)
ADVANCED EMISSIO   ADES US           106.4      (46.1)     (15.3)
ADVANCED EMISSIO   OXQ1 GR           106.4      (46.1)     (15.3)
ADVENT SOFTWARE    ADVS US           452.2      (86.0)     (99.3)
ADVENT SOFTWARE    AXQ GR            452.2      (86.0)     (99.3)
AEMETIS INC        AMTX US            99.4       (4.2)     (14.6)
AEROHIVE NETWORK   2NW GR             69.1       (5.2)      26.7
AEROHIVE NETWORK   HIVE US            69.1       (5.2)      26.7
AIR CANADA-CL A    AIDIF US       10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL A    ADH GR         10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL A    ADH TH         10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL A    AC/A CN        10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL B    AIDEF US       10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL B    AC/B CN        10,522.0   (1,822.0)    (226.0)
ALDER BIOPHARMAC   ALDR US            16.6      (37.2)      (8.4)
ALDER BIOPHARMAC   ALDR1EUR EU        16.6      (37.2)      (8.4)
ALDER BIOPHARMAC   3A9 GR             16.6      (37.2)      (8.4)
ALLIANCE HEALTHC   AIQ US            465.3     (136.6)      59.5
AMC NETWORKS-A     9AC GR          3,484.7     (478.3)     642.3
AMC NETWORKS-A     AMCX US         3,484.7     (478.3)     642.3
AMER RESTAUR-LP    ICTPU US           33.5       (4.0)      (6.2)
AMYLIN PHARMACEU   AMLN US         1,998.7      (42.4)     263.0
AMYRIS INC         AMRS US           236.8     (112.5)      33.5
ANGIE'S LIST INC   8AL GR            128.4      (36.6)     (54.9)
ANGIE'S LIST INC   8AL TH            128.4      (36.6)     (54.9)
ANGIE'S LIST INC   ANGI US           128.4      (36.6)     (54.9)
ARRAY BIOPHARMA    ARRY US           135.2      (23.3)      72.2
ASPEN AEROGELS I   ASPN US            88.2      (80.7)      (5.2)
AUTOZONE INC       AZO US          7,371.8   (1,808.2)  (1,016.1)
AUTOZONE INC       AZ5 TH          7,371.8   (1,808.2)  (1,016.1)
AUTOZONE INC       AZ5 GR          7,371.8   (1,808.2)  (1,016.1)
AVALANCHE BIOTEC   AVU GR              1.1       (0.7)      (0.9)
AVALANCHE BIOTEC   AAVL US             1.1       (0.7)      (0.9)
BERRY PLASTICS G   BERY US         5,419.0     (118.0)     654.0
BERRY PLASTICS G   BP0 GR          5,419.0     (118.0)     654.0
BIOCRYST PHARM     BO1 GR             43.4       (5.7)      22.0
BIOCRYST PHARM     BCRX US            43.4       (5.7)      22.0
BIOCRYST PHARM     BO1 TH             43.4       (5.7)      22.0
BRP INC/CA-SUB V   B15A GR         2,019.7      (17.0)     172.7
BRP INC/CA-SUB V   BRPIF US        2,019.7      (17.0)     172.7
BRP INC/CA-SUB V   DOO CN          2,019.7      (17.0)     172.7
BURLINGTON STORE   BURL US         2,547.8     (136.3)     124.8
BURLINGTON STORE   BUI GR          2,547.8     (136.3)     124.8
CABLEVISION SY-A   CVY GR          6,701.1   (5,133.2)     338.4
CABLEVISION SY-A   CVC US          6,701.1   (5,133.2)     338.4
CABLEVISION-W/I    8441293Q US     6,701.1   (5,133.2)     338.4
CABLEVISION-W/I    CVC-W US        6,701.1   (5,133.2)     338.4
CAESARS ENTERTAI   CZR US         24,376.7   (2,276.8)     566.0
CAESARS ENTERTAI   C08 GR         24,376.7   (2,276.8)     566.0
CALLIDUS CAPITAL   CBL CN            444.5       (4.3)       -
CALLIDUS CAPITAL   28K GR            444.5       (4.3)       -
CAPMARK FINANCIA   CPMK US        20,085.1     (933.1)       -
CASELLA WASTE      CWST US           649.9       (8.5)     (18.9)
CATALENT INC       CTLT US         3,041.6     (387.0)     268.2
CC MEDIA-A         CCMO US        14,752.2   (9,315.2)   1,225.6
CENTENNIAL COMM    CYCL US         1,480.9     (925.9)     (52.1)
CENVEO INC         CVO US          1,206.8     (511.7)     145.0
CHOICE HOTELS      CHH US            628.4     (412.5)     160.7
CHOICE HOTELS      CZH GR            628.4     (412.5)     160.7
CIENA CORP         CIE1 GR         1,795.5      (80.8)     641.3
CIENA CORP         CIEN TE         1,795.5      (80.8)     641.3
CIENA CORP         CIEN US         1,795.5      (80.8)     641.3
CIENA CORP         CIE1 TH         1,795.5      (80.8)     641.3
CINCINNATI BELL    CBB US          2,101.5     (670.7)       7.7
CROWN BAUS CAPIT   CBCA US             0.0       (0.0)      (0.0)
DENNY'S CORP       DENN US           284.2       (0.0)     (21.5)
DENNY'S CORP       DE8 GR            284.2       (0.0)     (21.5)
DEX MEDIA INC      DXM US          2,275.0     (782.0)     162.0
DEX MEDIA INC      9DX GR          2,275.0     (782.0)     162.0
DIRECTV            DIG1 GR        22,126.0   (6,127.0)    (624.0)
DIRECTV            DTV US         22,126.0   (6,127.0)    (624.0)
DIRECTV            DTV CI         22,126.0   (6,127.0)    (624.0)
DOMINO'S PIZZA     EZV TH            495.7   (1,289.7)     105.0
DOMINO'S PIZZA     EZV GR            495.7   (1,289.7)     105.0
DOMINO'S PIZZA     DPZ US            495.7   (1,289.7)     105.0
DUN & BRADSTREET   DNB US          1,773.4   (1,077.1)     (60.3)
DUN & BRADSTREET   DB5 GR          1,773.4   (1,077.1)     (60.3)
EDGEN GROUP INC    EDG US            883.8       (0.8)     409.2
ELEVEN BIOTHERAP   EBIO US             5.1       (6.1)      (2.9)
EMPIRE RESORTS I   NYNY US            38.7      (14.0)     (14.6)
EMPIRE STATE -ES   ESBA US         1,122.2      (31.6)    (925.9)
EMPIRE STATE-S60   OGCP US         1,122.2      (31.6)    (925.9)
FAIRPOINT COMMUN   FONN GR         1,546.4     (338.8)      25.3
FAIRPOINT COMMUN   FRP US          1,546.4     (338.8)      25.3
FERRELLGAS-LP      FEG GR          1,589.9      (88.9)      89.0
FERRELLGAS-LP      FGP US          1,589.9      (88.9)      89.0
FIVE9 INC          1F9 GR             69.2       (9.0)      (1.9)
FIVE9 INC          FIVN US            69.2       (9.0)      (1.9)
FREESCALE SEMICO   1FS TH          3,265.0   (3,728.0)   1,334.0
FREESCALE SEMICO   FSL US          3,265.0   (3,728.0)   1,334.0
FREESCALE SEMICO   1FS GR          3,265.0   (3,728.0)   1,334.0
GAMING AND LEISU   2GL GR          2,581.7      (72.9)     (41.1)
GAMING AND LEISU   GLPI US         2,581.7      (72.9)     (41.1)
GENCORP INC        GCY TH          1,675.6      (49.0)      86.7
GENCORP INC        GCY GR          1,675.6      (49.0)      86.7
GENCORP INC        GY US           1,675.6      (49.0)      86.7
GENTIVA HEALTH     GHT GR          1,234.9     (297.6)      99.2
GENTIVA HEALTH     GTIV US         1,234.9     (297.6)      99.2
GLG PARTNERS INC   GLG US            400.0     (285.6)     156.9
GLG PARTNERS-UTS   GLG/U US          400.0     (285.6)     156.9
GLOBALSTAR INC     GSAT US         1,350.0      (74.3)     (97.3)
GLORI ENERGY INC   GLRI US             0.1       (0.0)       -
GOLD RESERVE INC   GDRZF US           21.5       (5.6)       1.2
GOLD RESERVE INC   GRZ CN             21.5       (5.6)       1.2
GRAHAM PACKAGING   GRM US          2,947.5     (520.8)     298.5
GTT COMMUNICATIO   GTT US            168.5       (0.1)     (25.3)
HCA HOLDINGS INC   HCA US         29,822.0   (6,588.0)   2,877.0
HCA HOLDINGS INC   2BH TH         29,822.0   (6,588.0)   2,877.0
HCA HOLDINGS INC   2BH GR         29,822.0   (6,588.0)   2,877.0
HD SUPPLY HOLDIN   5HD GR          6,552.0     (750.0)   1,446.0
HD SUPPLY HOLDIN   HDS US          6,552.0     (750.0)   1,446.0
HERBALIFE LTD      HLF US          2,435.7     (404.1)     552.4
HERBALIFE LTD      HOO GR          2,435.7     (404.1)     552.4
HORIZON PHARMA I   HPM GR            299.1     (229.2)      93.2
HORIZON PHARMA I   HZNP US           299.1     (229.2)      93.2
HORIZON PHARMA I   HPM TH            299.1     (229.2)      93.2
HOVNANIAN ENT-A    HOV US          1,838.8     (462.5)   1,122.1
HOVNANIAN ENT-B    HOVVB US        1,838.8     (462.5)   1,122.1
HOVNANIAN-A-WI     HOV-W US        1,838.8     (462.5)   1,122.1
HUGHES TELEMATIC   HUTCU US          110.2     (101.6)    (113.8)
HUGHES TELEMATIC   HUTC US           110.2     (101.6)    (113.8)
IMPRIVATA INC      IMPR US            35.6       (4.3)     (10.8)
IMPRIVATA INC      I62 GR             35.6       (4.3)     (10.8)
INCYTE CORP        ICY TH            679.1     (171.0)     464.6
INCYTE CORP        ICY GR            679.1     (171.0)     464.6
INCYTE CORP        INCY US           679.1     (171.0)     464.6
INFOR US INC       LWSN US         6,515.2     (555.7)    (303.6)
INTERCEPT PHARMA   ICPT US           141.9     (153.7)    (148.2)
INTERCEPT PHARMA   I4P TH            141.9     (153.7)    (148.2)
INTERCEPT PHARMA   I4P GR            141.9     (153.7)    (148.2)
IPCS INC           IPCS US           559.2      (33.0)      72.1
ISTA PHARMACEUTI   ISTA US           124.7      (64.8)       2.2
JUST ENERGY GROU   JE CN           1,642.6     (117.4)     221.0
JUST ENERGY GROU   1JE GR          1,642.6     (117.4)     221.0
JUST ENERGY GROU   JE US           1,642.6     (117.4)     221.0
KINAXIS INC        KXS CN             44.6      (70.4)      (6.4)
KINAXIS INC        KXSCF US           44.6      (70.4)      (6.4)
L BRANDS INC       LB US           6,663.0     (609.0)   1,070.0
L BRANDS INC       LTD GR          6,663.0     (609.0)   1,070.0
L BRANDS INC       LTD TH          6,663.0     (609.0)   1,070.0
LEAP WIRELESS      LEAP US         4,662.9     (125.1)     346.9
LEAP WIRELESS      LWI TH          4,662.9     (125.1)     346.9
LEAP WIRELESS      LWI GR          4,662.9     (125.1)     346.9
LEE ENTERPRISES    LEE US            797.3     (155.6)       0.8
LEE ENTERPRISES    LE7 GR            797.3     (155.6)       0.8
LORILLARD INC      LLV TH          2,893.0   (2,228.0)     900.0
LORILLARD INC      LLV GR          2,893.0   (2,228.0)     900.0
LORILLARD INC      LO US           2,893.0   (2,228.0)     900.0
LUMENPULSE INC     0L6 GR             29.4      (38.4)       3.5
LUMENPULSE INC     LMPLF US           29.4      (38.4)       3.5
LUMENPULSE INC     LMP CN             29.4      (38.4)       3.5
MARRIOTT INTL-A    MAQ GR          6,830.0   (1,720.0)  (1,153.0)
MARRIOTT INTL-A    MAQ TH          6,830.0   (1,720.0)  (1,153.0)
MARRIOTT INTL-A    MAR US          6,830.0   (1,720.0)  (1,153.0)
MDC PARTNERS-A     MD7A GR         1,685.0      (87.5)    (228.9)
MDC PARTNERS-A     MDZ/A CN        1,685.0      (87.5)    (228.9)
MDC PARTNERS-A     MDCA US         1,685.0      (87.5)    (228.9)
MERITOR INC        AID1 GR         2,810.0     (527.0)     373.0
MERITOR INC        MTOR US         2,810.0     (527.0)     373.0
MERRIMACK PHARMA   MP6 GR            165.0      (65.8)      81.9
MERRIMACK PHARMA   MACK US           165.0      (65.8)      81.9
MICHAELS COS INC   MIM GR          1,716.0   (2,734.0)     493.0
MICHAELS COS INC   MIK US          1,716.0   (2,734.0)     493.0
MONEYGRAM INTERN   MGI US          4,784.5     (142.0)     119.2
MORGANS HOTEL GR   MHGC US           695.2     (202.0)     129.7
MORGANS HOTEL GR   M1U GR            695.2     (202.0)     129.7
MOXIAN CHINA INC   MOXC US             0.0       (0.0)      (0.0)
MPG OFFICE TRUST   MPG US          1,280.0     (437.3)       -
NATIONAL CINEMED   XWM GR          1,005.2     (188.3)      79.1
NATIONAL CINEMED   NCMI US         1,005.2     (188.3)      79.1
NAVISTAR INTL      NAV US          7,727.0   (4,072.0)   1,070.0
NAVISTAR INTL      IHR TH          7,727.0   (4,072.0)   1,070.0
NAVISTAR INTL      IHR GR          7,727.0   (4,072.0)   1,070.0
NEKTAR THERAPEUT   ITH GR            478.1      (35.4)     213.9
NEKTAR THERAPEUT   NKTR US           478.1      (35.4)     213.9
NEW ENG RLTY-LP    NEN US            180.1      (23.2)       -
NII HOLDING INC    NIHD* MM        8,189.7       (8.8)   1,078.9
NORTHWEST BIO      NBYA GR            12.5      (31.1)     (31.2)
NORTHWEST BIO      NWBO US            12.5      (31.1)     (31.2)
NYMOX PHARMACEUT   NYMX US             0.9       (6.3)      (3.8)
OMTHERA PHARMACE   OMTH US            18.3       (8.5)     (12.0)
OPOWER INC         OPWR US            63.1       (6.3)     (11.9)
OPOWER INC         38O TH             63.1       (6.3)     (11.9)
OPOWER INC         38O GR             63.1       (6.3)     (11.9)
PALM INC           PALM US         1,007.2       (6.2)     141.7
PHIBRO ANIMAL HE   PAO GR            473.3      (78.7)     177.3
PHIBRO ANIMAL HE   PAO EU            473.3      (78.7)     177.3
PHIBRO ANIMAL HE   PAHC LN           473.3      (78.7)     177.3
PHIBRO ANIMAL-A    PAHC US           473.3      (78.7)     177.3
PHIBRO ANIMAL-A    PB8 GR            473.3      (78.7)     177.3
PHILIP MORRIS IN   PM US          36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   PMI SW         36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   PM1EUR EU      36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   PM1CHF EU      36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   PM1 TE         36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   4I1 GR         36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   PM FP          36,325.0   (7,847.0)   1,130.0
PHILIP MORRIS IN   4I1 TH         36,325.0   (7,847.0)   1,130.0
PLAYBOY ENTERP-A   PLA/A US          165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B   PLA US            165.8      (54.4)     (16.9)
PLY GEM HOLDINGS   PG6 GR          1,033.7     (107.2)     199.4
PLY GEM HOLDINGS   PGEM US         1,033.7     (107.2)     199.4
PROTALEX INC       PRTX US             2.8       (7.0)       2.3
PROTECTION ONE     PONE US           562.9      (61.8)      (7.6)
QUALITY DISTRIBU   QLTY US           443.2      (51.2)     106.0
QUALITY DISTRIBU   QDZ GR            443.2      (51.2)     106.0
QUINTILES TRANSN   QTS GR          2,978.6     (621.6)     511.6
QUINTILES TRANSN   Q US            2,978.6     (621.6)     511.6
RADIUS HEALTH IN   1R8 GR             12.8      (24.5)     (22.7)
RADIUS HEALTH IN   RDUS US            12.8      (24.5)     (22.7)
RADNET INC         PQI GR            737.2       (9.3)      61.4
RADNET INC         RDNT US           737.2       (9.3)      61.4
REGAL ENTERTAI-A   RGC US          2,675.7     (750.5)      26.2
REGAL ENTERTAI-A   RETA GR         2,675.7     (750.5)      26.2
RENAISSANCE LEA    RLRN US            57.0      (28.2)     (31.4)
RENTPATH INC       PRM US            208.0      (91.7)       3.6
RETROPHIN INC      RTRX US            94.0      (35.4)    (107.0)
RETROPHIN INC      17R GR             94.0      (35.4)    (107.0)
REVLON INC-A       RVL1 GR         2,105.1     (589.0)     248.9
REVLON INC-A       REV US          2,105.1     (589.0)     248.9
RITE AID CORP      RTA TH          6,946.5   (2,046.4)   1,643.0
RITE AID CORP      RTA GR          6,946.5   (2,046.4)   1,643.0
RITE AID CORP      RAD US          6,946.5   (2,046.4)   1,643.0
ROCKWELL MEDICAL   RMTI US            26.8       (3.5)       8.2
ROCKWELL MEDICAL   RWM GR             26.8       (3.5)       8.2
RURAL/METRO CORP   RURL US           303.7      (92.1)      72.4
RYERSON HOLDING    RYI US          1,989.5     (114.5)     754.6
SABRE CORP         19S GR          4,750.4     (312.9)    (279.6)
SABRE CORP         SABR US         4,750.4     (312.9)    (279.6)
SABRE CORP         19S TH          4,750.4     (312.9)    (279.6)
SALLY BEAUTY HOL   S7V GR          1,983.6     (362.8)     616.8
SALLY BEAUTY HOL   SBH US          1,983.6     (362.8)     616.8
SEQUENOM INC       SQNM US           122.9      (58.6)      40.8
SERVICEMASTER GL   SVW GR          5,197.0     (369.0)     240.0
SERVICEMASTER GL   SERV US         5,197.0     (369.0)     240.0
SILVER SPRING NE   9SI TH            524.4      (97.1)      97.5
SILVER SPRING NE   SSNI US           524.4      (97.1)      97.5
SILVER SPRING NE   9SI GR            524.4      (97.1)      97.5
SIRIUS XM CANADA   XSR CN            409.2      (78.8)    (157.0)
SIRIUS XM CANADA   SIICF US          409.2      (78.8)    (157.0)
SPORTSMAN'S WARE   06S GR            272.7      (52.1)      75.1
SPORTSMAN'S WARE   SPWH US           272.7      (52.1)      75.1
SUNGAME CORP       SGMZ US             2.2       (3.6)      (3.9)
SUPERVALU INC      SJ1 GR          4,354.0     (682.0)     106.0
SUPERVALU INC      SVU* MM         4,354.0     (682.0)     106.0
SUPERVALU INC      SJ1 TH          4,354.0     (682.0)     106.0
SUPERVALU INC      SVU US          4,354.0     (682.0)     106.0
THRESHOLD PHARMA   THLD US            94.7      (29.0)      50.3
THRESHOLD PHARMA   NZW1 GR            94.7      (29.0)      50.3
TRANSDIGM GROUP    TDG US          6,711.0   (1,591.5)   1,073.0
TRANSDIGM GROUP    T7D GR          6,711.0   (1,591.5)   1,073.0
TRINET GROUP INC   TNETEUR EU      1,340.4      (46.1)      93.8
TRINET GROUP INC   TNET US         1,340.4      (46.1)      93.8
TRINET GROUP INC   TN3 GR          1,340.4      (46.1)      93.8
TRUPANION INC      TRUP US            49.0       (5.5)       7.2
TRUPANION INC      TPW GR             49.0       (5.5)       7.2
ULTRA PETROLEUM    UPL US          2,958.1     (123.5)    (352.9)
ULTRA PETROLEUM    UPM GR          2,958.1     (123.5)    (352.9)
UNISYS CORP        USY1 GR         2,336.1     (628.5)     369.7
UNISYS CORP        UISCHF EU       2,336.1     (628.5)     369.7
UNISYS CORP        UIS1 SW         2,336.1     (628.5)     369.7
UNISYS CORP        UIS US          2,336.1     (628.5)     369.7
UNISYS CORP        UISEUR EU       2,336.1     (628.5)     369.7
UNISYS CORP        USY1 TH         2,336.1     (628.5)     369.7
VARONIS SYSTEMS    VRNS US            33.7       (1.5)       1.8
VARONIS SYSTEMS    VS2 GR             33.7       (1.5)       1.8
VECTOR GROUP LTD   VGR GR          1,642.7      (31.1)     560.0
VECTOR GROUP LTD   VGR US          1,642.7      (31.1)     560.0
VENOCO INC         VQ US             738.2     (130.8)     (13.4)
VERISIGN INC       VRS TH          2,322.6     (632.9)    (246.0)
VERISIGN INC       VRSN US         2,322.6     (632.9)    (246.0)
VERISIGN INC       VRS GR          2,322.6     (632.9)    (246.0)
VERSO PAPER CORP   VRS US          1,062.8     (507.2)      83.6
VIRGIN MOBILE-A    VM US             307.4     (244.2)    (138.3)
WEIGHT WATCHERS    WW6 GR          1,526.4   (1,397.9)      13.8
WEIGHT WATCHERS    WW6 TH          1,526.4   (1,397.9)      13.8
WEIGHT WATCHERS    WTW US          1,526.4   (1,397.9)      13.8
WEST CORP          WSTC US         3,876.0     (672.7)     264.3
WEST CORP          WT2 GR          3,876.0     (672.7)     264.3
WESTMORELAND COA   WME GR          1,407.1     (206.2)     (30.5)
WESTMORELAND COA   WLB US          1,407.1     (206.2)     (30.5)
XERIUM TECHNOLOG   TXRN GR           631.1      (11.8)     104.4
XERIUM TECHNOLOG   XRM US            631.1      (11.8)     104.4
YRC WORLDWIDE IN   YEL1 TH         2,179.5     (362.4)     201.2
YRC WORLDWIDE IN   YRCW US         2,179.5     (362.4)     201.2
YRC WORLDWIDE IN   YEL1 GR         2,179.5     (362.4)     201.2


                             *********

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.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel
Elaine T. Fernandez, Valerie Udtuhan, Howard C. Tolentino, Carmel
Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B.
Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter
A. Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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