TCR_Public/140825.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, August 25, 2014, Vol. 18, No. 236

                            Headlines

21ST CENTURY ONCOLOGY: Incurs $207.5MM Net Loss in 2nd Quarter
710 MARIPOSA: Knowledge of Case No Substitute for Proper Service
ADAMIS PHARMACEUTICALS: Raised $5 Million From Private Placement
ADELPHI ACADEMY: Can Retain Robinson Brog as Bankruptcy Counsel
ADELPHI ACADEMY: Has Final Authorization to Use Collateral

AGFEED INDUSTRIES: Has Until Sept. 15 to File Plan
ALPHA NATURAL: Bank Debt Trades at 6% Off
AM GENERAL: S&P Affirms 'CCC' CCR & Removes From CreditWatch Pos.
AMERICAN AIRLINES: Settles 99% of Creditor Claims
AMERICAN MEDIA: Incurs $12 Million Net Loss in Fiscal Q1

AMERICAN MEDIA: New Owners Plan to Convert $121MM Debt to Equity
AMERICAN MEDIA: JPMorgan, Lenders Waive Reporting Requirements
ARCH COAL: Bank Debt Trades at 3% Off
ASHER INVESTMENT: Debunks Itkin's Objection to Counsel Hiring
BANK OF THE CAROLINAS: Posts $599,000 Net Income in 2nd Quarter

BATE LAND: Has Until October 1 to Obtain Plan Confirmation
BE ACTIVE HOLDINGS: Needs Capital to Pay Off Expenses
BINGO.COM LTD: Posts $350-K Net Loss for Q2 Ended June 30
BIOFUEL ENERGY: Amends Rights Offering Prospectus
BIOLIFE SOLUTIONS: Amends Lease Agreement With Monte Villa

BLUE RIDGE LIMOUSINE: Financial Consultant's Final Fee Okayed
BON-TON STORES: Incurs $36.2 Million Net Loss in Second Quarter
BOOMERANG SYSTEMS: Extends Exchange Offer Expiration to Oct. 15
CABLEVISION SYSTEMS: Bank Debt Trades at 2% Off
CAESARS ENTERTAINMENT: Bank Debt Trades at 3% Off

CASCADE AG: Reorganization Case Converted to Chapter 7
CASPIAN SERVICES: Incurs $1.9 Million Net Loss in June 30 Qtr
CEETOP INC: Reports $232,000 Net Loss During Second Quarter
CHAPPEL FAMILY: Involuntary Chapter 11 Case Summary
CHRISTIAN CARE: S&P Lowers Rating on Revenue Debt to 'BB-'

CHOICE GENETICS: Bankruptcy Judge Confirms Ch. 11 Plan
CLOUDEEVA INC: Bartronics Asia Wants Case Dismissed
CLOUDEEVA INC: Court Okays Payment of Critical Vendors' Claims
CLOUDEEVA INC: Has Final Okays Financing From Prestige Capital
CLOUDEEVA INC: Taps Lowenstein Sandler as Bankruptcy Counsel

CLOUDEEVA INC: Taps Punhani to Handle Matters of Immigration Law
COATES INTERNATIONAL: Up to 40 Million Common Shares for Resale
COCRYSTAL PHARMA: Phillip Frost Reports 47.8% Equity Stake
COLOREP INC: Court Dismisses Chapter 11 Cases
COMMACK HOSPITALITY: Plan Confirmation Hearing on Oct. 1

COMPETITIVE TECHNOLOGIES: Now Known as Calmare Therapeutics
CONSTRUCTORA DE HATO: Fails to File Plan; Case Dismissed
CRAILAR TECHNOLOGIES: Incurs $1.96-Mil. Loss in June 28 Quarter
CRUNCHIES FOOD: Seeks Authority to Use Cash Collateral
CRUNCHIES FOOD: Section 341(a) Meeting Scheduled for Sept. 18

DETROIT, MI: Modifies Plan To Incorporate DWSD Bonds Tender
DIGITAL DOMAIN: Can Probe Avoidance Actions Until Sept. 11
DIOCESE OF GALLUP: Searches for Insurance Coverage
DOUGLAS RAY: Summary Judgment Ruling Against Battle Ground Upheld
DOWNER DOWNS: Reports $164-K Net Earnings in Q2 Ended June 30

DREIER LLP: Convicted Ex-Lawyer Called to Testify in Court
DYNEGY INC: To Buy Assets From Duke, Energy Capital for $6.25B
ECOTALITY INC: Opposes Competing Plan From Car Charging Group
EDENOR SA: Earns ARS15.8 Million in Second Quarter
ELBIT IMAGING: Novartis to Invest $35 Million in Gamida

ENGLOBAL CORP: Amends Form 10-Q Report for Q2 to Correct Errors
ENTEGRA POWER: Wants to Hire O'Melveny & Myers as Attorney
ENTEGRA POWER: Seeks to Employ KPMG as Auditor & Tax Consultant
ENTEGRA POWER: Taps Houlihan Lokey as Financial Advisor
ERF WIRELESS: Incurs $988,000 Net Loss in Second Quarter

ESSAR STEEL: CSX Transportation Opposes Delaware Chapter 15
ESSAR STEEL: Seeks Recognition of Canadian Court Order
FLURIDA GROUP: Posts $355-K Net Income in June 30 Quarter
FOREST OIL: S&P Retains 'B-' CCR on CreditWatch Positive
GENERAL MOTORS: Plaintiffs Want Recall Suit to Move Forward

GENERAL MOTORS: Massive Recalls Put Strain on Dealers
GENIUS BRANDS: Inks $2 Million Revolving Loan With SunTrust
GETTY IMAGES: Bank Debt Trades at 6% Off
GIBSON ENERGY: Moody's Hikes Sr. Unsecured Notes Rating to 'Ba2'
GLYECO INC: Reports $1.6 Million Revenue in Second Quarter

GOLDEN PHOENIX: Reports $2.33-Mil. Net Income for Second Quarter
GREENSHIFT CORP: June 30 Balance Sheet Upside-Down by $39MM
HAWAII OUTDOOR: Has 16th Interim Cash Collateral Order
HAWAII OUTDOOR: First-Citizens Bank Seeks Case Dismissal
HCSB FINANCIAL: Has $74,000 Net Loss in Q2 Ended June 30

HEALTHWAREHOUSE.COM INC: Incurs $439,000 Net Loss in Q2
HERCULES OFFSHORE: Files Fleet Status Report as of Aug. 20
HERON THERAPEUTICS: Incurs $19.01-Mil. Net Loss in June 30 Quarter
HORIZON LINES: Okays Amendments to Stock Unit Agreements
HR BETTY: Voluntary Chapter 11 Case Summary

INDEPENDENCE TAX IV: Incurs $123,000 Net Loss in June 30 Quarter
INFINITY ACQUISITION: S&P Assigns 'B' CCR; Outlook Stable
INTERNATIONAL RECTIFIER: Fitch Puts 'BB' IDR on Positive Watch
JAMES RIVER COAL: Sells 3 Mining Complexes to Blackhawk for $52MM
JAMES RIVER COAL: Unit Seeks to Buy EQT Assets for $4 Million

JAMES RIVER COAL: Hiring Byron Advisors' William Murphy as CRO
KENT ALLEN WOODS: Court Denies Zaragoza's Bid for Stay Relief
LEHMAN BROTHERS: SkyPower, Not Its Shareholders, Can File Claim
LEO MOTORS: Sells Convertible Promissory Notes
LIGHTSQUARED INC: Judge Conditionally Approves Plan Outline

LIQUIDMETAL TECHNOLOGIES: Posts $2.51-Mil. Loss in June 30 Quarter
LUTHERAN HOMES: S&P Affirms 'BB+' Rating on Improvement Bonds
LENNAR CORP: Fitch Affirms 'BB+' Issuer Default Rating
MACKEYSER HOLDINGS: Names Hammond Hanlon as Investment Banker
MACKEYSER HOLDINGS: Court Approves Cole Schotz as Counsel

MACKEYSER HOLDINGS: Can Hire GlassRatner as Financial Advisor
MARTIFER AURORA: Wants Plan Filing Deadline Moved to Oct. 3
MARTIFER AURORA: Taps Heritage as Auctioneer of Excess Inventory
MASHANTUCKET PEQUOT: Moody's Cuts CFR to Caa3 on Covenant Default
MEDICAL IMAGING: Incurs $9,000 Net Loss for Q2 Ended June 30

MOMENTIVE PERFORMANCE: Judge Urges Settlement on Ch. 11 Plan
N-VIRO INTERNATIONAL: Reports $376K Net Loss During 2nd Quarter
NEW MILLENNIUM MANAGEMENT: Corral Tran Singh Allowed $3,880 Fee
NMBFIL INC: Court Confirms Protections of Sec. 362
NEWLEAD HOLDINGS: Asher Enterprises No Longer a Shareholder

NEWLEAD HOLDINGS: Inronridge Sought Add'l 6MM Common Shares
ORIENT PAPER: Seeking to Raise Funds to Pay Off Debt
ORO EAST MINING: Incurs $694K Net Loss for Second Quarter
PACIFIC GOLD: Incurs $695,000 Second Quarter Net Loss
PETROSONIC ENERGY: Has $552K Net Loss for Q2 Ended June 30

PFS HOLDING: Moody's Puts 'B2' CFR on Review for Downgrade
PILOT TRAVEL: Moody's Affirms 'Ba2' Corporate Family Rating
PLY GEM HOLDINGS: To Buy Simonton Windows From Fortune Brands
PURADYN FILTER: Posts $251K Net Loss in June 30 Quarter
QUEST SOLUTION: Launches New Intellectual Property Division

REVEL AC: Final DIP Financing Hearing Moved to Aug. 28
RICEBRAN TECHNOLOGIES: Posts $15.7-Mil. Net Loss in Second Quarter
RONALD W. DEMASI: Court Rules on Motion to Substitute Plaintiff
SALLY BEAUTY: New $1BB Share Repurchase No Impact on Moody's CFR
SALUBRIOUS PHARMACEUTICAL: Section 341(a) Meeting Set on Sept. 16

SAMARITAN ALLIANCE: Entitled to $340,397 in Medicaid Underpayment
SEARS HOLDINGS: Widens Net Loss to $573 Million in 2nd Quarter
SID #521, DOUGLAS COUNTY: Chapter 9 Case Summary & Top Creditors
SNOWDEN PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
SUSQUEHANNA BANK: Moody's Hikes Preferred Shelf rating to (P)Ba2

TAMM OIL: Incurs $35,000 Net Loss for June 30 Quarter
TERRA TECH: Reports $4.55-Mil. Net Loss in Q2 Ended June 30
TOUCHPOINT METRICS: Has Profit in 1st Half Following 2013 Loss
TOYS R US: Bondholders Form Group to Seek Covenant Relief
TRANS ENERGY: Presented at Enercom's Oil & Gas Conference

TUNICA-BILOXI GAMING: S&P Cuts ICR to 'CCC' on Weaker Performance
UNITEK GLOBAL: Shares Now Trade on OTC Markets
UNIVERSITY GENERAL: Delays 10-Q Over Cost Containment Efforts
USMART MOBILE: Incurs $282,000 Net Loss in Second Quarter
VALITAS HEALTH: Moody's Lowers CFR to Caa1, Sees Covenant Waivers

VENOCO INC: S&P Puts 'B-' CCR on CreditWatch Negative
VERITEQ CORP: Incurs $5.5 Million Net Loss in Second Quarter
VERITY CORP: Incurs $124,000 Net Loss in June 30 Quarter
VICTORY ENERGY: Posts $1.3 Million Net Income in 2nd Quarter
VICTORY ENERGY: Updated Reserve Report Filed

WAFERGEN BIO-SYSTEMS: Amends Form S-1 Registration Statement
WALTER ENERGY: Bank Debt Trades at 6% Off
WESTMORELAND COAL: Files Financial Statements of Acquired Assets
XTREME POWER: Blocks First Wind's Plea for Stay Relief
ZAZA ENERGY: Reports $9.22-Mil. Net Loss for June 30 Quarter

Z TRIM HOLDINGS: Has $1.57-Mil. Net Loss in Q2 Ended June 30

* Liquidating Trustee Can't Pursue Tax Refund, Appeals Court Says
* Second Circuit Goes Easy on Keeping Books, Records in Fee Case
* Contempt Actions Not Halted by Automatic Stay, Court Says
* Trustee Earns Fees on All Payments in Dismissed '13'

* Goldman Sachs to Pay $3.15-Bil. to Settle Mortgage Claims

* U.S. Judge Scolds Argentina, Doesn't Hold It in Contempt

* BOND PRICING: For The Week From August 18 to 22, 2014


                             *********


21ST CENTURY ONCOLOGY: Incurs $207.5MM Net Loss in 2nd Quarter
--------------------------------------------------------------
21st Century Oncology Holdings, Inc., reported a net loss
attributable to the Company's shareholders of $207.52 million on
$265.89 million of total revenues for the three months ended
June 30, 2014, compared to a net loss attributable to the
Company's shareholders of $20.13 million on $178.11 million of
total revenues for the same period a year ago.

For the six months ended June 30, 2014, the Company reported a net
loss attributable to the Company's shareholders of $237.70 million
on $499.29 million of total revenues compared to a net loss
attributable to the Company's shareholders of $39.88 million on
$352.08 million of total revenues for the same period during the
prior year.

The Company's balance sheet at June 30, 2014, showed $1.11 billion
in total assets, $1.38 billion in total liabilities, $46.65
million in noncontrolling interests- redeemable, and a $325.04
million total deficit.

Dr. Daniel Dosoretz, founder and chief executive officer,
commented, "The first half of 2014 marked a significant
transformation of the Company as we continued to integrate the two
largest acquisitions in our history.  I am very pleased to report
that we have made substantial progress on the integration of
OnCure and have made significant headway with the integration of
SFRO.  OnCure and SFRO are performing at or ahead of our
expectations.  Our dedication and new markets combined with
executing our business model has led to continued growth across
all of our key operating metrics, including total radiation
oncology cases being up 9.3% and same market treatments per day up
2.2%.  We believe our fundamental business remains strong and we
continue to execute on our strategy of growth through organic
initiatives and selective acquisitions."

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

                       http://is.gd/pcZCCz

                       About 21st Century

21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.

The Company incurred a net loss of $78.24 million in 2013
following a net loss of $151.12 million in 2012.

                            *   *    *

As reported by the TCR on Aug. 14, 2014, Moody's Investors Service
downgraded 21st Century Oncology, Inc.'s Corporate Family Rating
to Caa2 from B3 and Probability of Default Rating to Caa2-PD from
B3-PD.  The rating action follows the company's July 29, 2014
announcement that it has entered into a Recapitalization Support
Agreement with Vestar Capital Partners and a group of holders of
its outstanding subordinated notes, under which the company
expects to obtain additional liquidity through an equity
contribution or subordinated debt of at least $150 million on or
before October 1, 2014.

In the Aug. 4, 2014, edition of the TCR, Standard & Poor's Ratings
Services lowered all of its ratings on 21st Century Oncology
Holdings Inc., including the corporate credit rating to 'CCC+'.

"We lowered our ratings because of increased risk that the company
could exchange its $380 million subordinated notes for equity,"
said credit analyst Tulip Lim.


710 MARIPOSA: Knowledge of Case No Substitute for Proper Service
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that if a creditor neither files a claim nor participates
in a bankruptcy case, the bankrupt court without proper service of
process won't have personal jurisdiction over the creditor even
though the creditor knows about the case and has a copy of the
pleadings.  According to the report, writing for the three-judge
appellate panel, Bankruptcy Judge Frank L. Kurtz said the creditor
admitted having notice of the bankruptcy and copies of the papers
objecting to her claim.  Those facts were sufficient to reject her
argument that she was denied constitutional due process when her
claim was dismissed, the report related.

The case is Keyes v. 701 Mariposa Project LLC (In re 701 Mariposa
Project LLC), 13-1329, U.S. Ninth Circuit Bankruptcy Appellate
Panel (San Francisco).


ADAMIS PHARMACEUTICALS: Raised $5 Million From Private Placement
----------------------------------------------------------------
Adamis Pharmaceuticals Corporation disclosed with the U.S.
Securities and Exchange Commission that it has completed a private
placement financing transaction pursuant to which it issued
1,418,439 shares of Series A Convertible Preferred Stock to a
fundamental healthcare institutional fund and received gross cash
proceeds of approximately $5,000,000.  The preferred stock is
convertible into common stock at a conversion ratio of 1-to-1 at
the option of the investor and has no preference to the common
shares.  The Company also issued to the investor warrants to
purchase a number of shares of common stock equal to the number of
shares of preferred stock purchased by the investor.  The
warrants, which are exercisable for a period of five years, have
an exercise price of $3.40 per share and are callable for cash.

Net proceeds from this financing will be used for general
corporate purposes, including without limitation to help prepare
for the anticipated marketing and sales launch of the Company's
epinephrine pre-filled syringe product.  In May 2014, the company
filed a New Drug Application with the FDA under section 505(b)(2)
of the Food, Drug & Cosmetic Act for marketing approval of its
pre-filled single dose syringe (PFS) product, for the emergency
treatment of allergic reactions (Type I) including anaphylaxis.
On July 29, 2014, the company announced that the FDA had accepted
the NDA for review.

"We believe this transaction is beneficial to our shareholders.
We always review opportunities to raise additional capital to help
support and accelerate our development activities and product
pipeline, especially when it comes from a highly-respected
fundamental healthcare fund.  We believe this funding will provide
enough capital to support the company through the anticipated
launch of our first product, the epinephrine pre-filled syringe."
said Dr. Dennis J. Carlo, CEO and president of Adamis.

CRT Capital Group, LLC, acted as a financial advisor for the
placement.

Additional information is available for free at:

                        http://is.gd/WBN9ZB

                            About Adamis

San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC
QB: ADMP) is a biopharmaceutical company engaged in the
development and commercialization of specialty pharmaceutical and
biotechnology products in the therapeutic areas of respiratory
disease, allergy, oncology and immunology.

Adamis reported a net loss of $8.15 million for the year ended
March 31, 2014, as compared with a net loss of $7.19 million for
the year ended March 31, 2013.

Mayer Hoffman McCann P.C., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended March 31, 2014.  The independent auditors noted
that the Company has incurred recurring losses from operations and
has limited working capital to pursue its business alternatives.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.

As of June 30, 2014, the Company had $11.56 million in total
assets, $1.90 million in total liabilities and $9.65 million in
total stockholders' equity.

                         Bankruptcy warning

"Our management intends to attempt to secure additional required
funding through equity or debt financings, sales or out-licensing
of intellectual property assets, seeking partnerships with other
pharmaceutical companies or third parties to co-develop and fund
research and development efforts, or similar transactions.
However, there can be no assurance that we will be able to obtain
any required additional funding.  If we are unsuccessful in
securing funding from any of these sources, we will defer, reduce
or eliminate certain planned expenditures and delay development or
commercialization of some or all of our products.  If we do not
have sufficient funds to continue operations, we could be required
to seek bankruptcy protection or other alternatives that could
result in our stockholders losing some or all of their investment
in us," the Company said in its quarterly report for the period
ended June 30, 2014.


ADELPHI ACADEMY: Can Retain Robinson Brog as Bankruptcy Counsel
---------------------------------------------------------------
Adelphi Academy d/b/a Adelphi Academy of Brooklyn sought and
obtained authority to retain Robinson Brog Leinwand Greene
Genovese & Gluck P.C. effective as of June 16, 2014, to provide
legal services in connection with this case.

The professional services to be rendered by Robinson Brog in this
case will include, but shall not be limited to:

(a) providing advice to the Debtor with respect to its powers and
     duties under the Bankruptcy Code in the continued operation
     of its business and the management of its property;

(b) negotiating with creditors of the Debtor, preparing a plan of
     reorganization and taking the necessary legal steps to
     consummate a plan, including, if necessary, negotiations with
     respect to financing a plan;

(c) preparing on the Debtor's behalf necessary applications,
     motions, answers, replies, discovery requests, forms of
     orders, reports and other pleadings and legal documents;

(d) appearing before this Court to protect the interests of the
     Debtor and its estate, and representing the Debtor in all
     matters pending before this Court;

(e) performing all other legal services for the Debtor that may
     be necessary; and

(f) assisting the Debtor in connection with all aspects of the
     Chapter 11 case.

Robinson Brog will charge the Debtor these hourly rates for its
services:

     Shareholders              $450 to $615
     Associates                $345 to $440
     Paralegals                $170 to $210

The Debtor attests that Robinson Brog is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Robinson Brog can be reached at:

A. Mitchell Greene, Esq.
Robinson Brog Leinwand Greene Genovese & Gluck P.C.
875 Third Avenue
New York, New York 10022
Tel: (212)603-6300

Adelphi Academy -- operator of the Adelphi Academy of Brooklyn, a
not-for-profit, 501(c)(3), private and independent school from
property it owns at 8515 Ridge Boulevard in Bay Ridge, Brooklyn --
filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 14-43065) in
Brooklyn on June 16, 2014.  The bankruptcy case is assigned to
Judge Elizabeth S. Stong.

The proposed attorney for the Debtor is A. Mitchell Greene, Esq.
at Robinson, Brog, Leinwand, Greene, Genovese, & Gluck PC of New
York, New York.

Metropolitan Commercial Bank is represented by Lee Attanasio,
Esq., at Sidley Austin LLP, in New York.


ADELPHI ACADEMY: Has Final Authorization to Use Collateral
----------------------------------------------------------
In a final hearing held on Aug. 5, 2014, Judge Elizabeth S. Stong
of the U.S. Bankruptcy Court for the Eastern District of New York
gave authority for Adelphi Academy to use cash collateral securing
its prepetition indebtedness from Metropolitan Commercial Bank.

As adequate protection for Metropolitan, (i) the Debtor will
maintain the cash they collect over and above the authorized
expenditures; and (ii) Metropolitan will have a replacement lien
on all postpetition assets of the Debtor and all their proceeds
with the liens subject only to valid real estate taxes, all
amounts payable to the U.S. Trustee and fees and expenses up to
$10,000 incurred by a trustee under Section 726(b) of the
Bankruptcy Code.

Adelphi Academy -- operator of the Adelphi Academy of Brooklyn, a
not-for-profit, 501(c)(3), private and independent school from
property it owns at 8515 Ridge Boulevard in Bay Ridge, Brooklyn --
filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 14-43065) in
Brooklyn on June 16, 2014.  The bankruptcy case is assigned to
Judge Elizabeth S. Stong.

The proposed attorney for the Debtor is A. Mitchell Greene, Esq.
at Robinson, Brog, Leinwand, Greene, Genovese, & Gluck PC of New
York, New York.

Metropolitan Commercial Bank is represented by Lee Attanasio,
Esq., at Sidley Austin LLP, in New York.


AGFEED INDUSTRIES: Has Until Sept. 15 to File Plan
--------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware gave AgFeed USA, LLC, et al., until Sept. 15,
2014, to file a plan, and until Nov. 14, to solicit acceptances of
that plan.

                      About AgFeed Industries

AgFeed Industries, Inc., has 21 farms and five feed mills in China
producing more than 250,000 hogs annually. In the U.S., the
business included 10 sow farms in three states and two feed mills
producing more than one million hogs a year. AgFeed's revenue in
2012 was $244 million.

AgFeed and its affiliates filed voluntary petitions under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-11761) on
July 15, 2013, with a deal to sell most of its subsidiaries to The
Maschhoffs, LLC, for cash proceeds of $79 million, absent higher
and better offers.  The Debtors estimated assets of at least $100
million and debts of at least $50 million.

Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case.  Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel.   BDA Advisors
Inc. acts as the Debtors' financial advisor.  The Debtors' claims
and noticing agent is BMC Group, Inc.

The U.S. Trustee has appointed a five-member official committee of
unsecured creditors to the Chapter 11 cases.  The Creditors'
Committee tapped Lowenstein Sandler as lead bankruptcy counsel and
Greenberg Traurig, LLP, as co-counsel.  CohnReznick LLP serves as
the Creditors' Committee's financial advisor.

An official committee of equity security holders was also
appointed to the Chapter 11 cases.  The Equity Committee tapped
Sugar Felsenthal Grais & Hammer LLP and Elliott Greenleaf as
co-counsel.

In October 2013, AgFeed completed the sale of the U.S. operations
to three buyers for $79.45 million, including $53.4 million in
cash.

In November 2013, the Court authorized AgFeed to sell its Chinese
assets to Hong Kong firm Good Charm International Development Ltd.
in a deal that is expected to net the debtor $45 million once
several highly negotiated price adjustments are factored in.  An
auction was held for the Chinese facilities on Nov. 20, although
no one emerged to top what was originally a $50.5 million bid.
The price was lowered by $3.45 million in view of what the
contract called "newly discovered" operational problems and
"deterioration of the performance" of feed mills.


ALPHA NATURAL: Bank Debt Trades at 6% Off
-----------------------------------------
Participations in a syndicated loan under which Alpha Natural
Resources is a borrower traded in the secondary market at 94.33
cents-on-the-dollar during the week ended Friday, August 22, 2014,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents a decrease
of 0.66 percentage points from the previous week, The Journal
relates.  Alpha Natural Resources pays 275 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
May 31, 2020, and carries Moody's B1 rating and Standard & Poor's
BB- rating.  The loan is one of the biggest gainers and losers
among 205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


AM GENERAL: S&P Affirms 'CCC' CCR & Removes From CreditWatch Pos.
-----------------------------------------------------------------
Standard & Poor's Ratings Services removed its ratings on U.S.-
based Humvee manufacturer AM General LLC from CreditWatch, where
S&P placed them with positive implications on June 24, 2014. At
same time, S&P affirmed its 'CCC' corporate credit rating on the
company.  The outlook is negative.  S&P also lowered its issue-
level ratings on the company's senior secured revolver and term
loan to 'CCC' from 'CCC+' and revised the recovery ratings to '3'
from '2'.  The '3' recovery ratings indicate S&P's expectation for
meaningful recovery (50%-70%) in the event of a payment default.

"The affirmation reflects our view that AM General could
experience difficulty generating enough cash internally to meet
debt service requirements over the next 12 months, even though the
company's cash balance has been enhanced by a recent legal
settlement," said Standard & Poor's credit analyst Chris Mooney.
S&P believes that the company's liquidity profile remains "weak"
due to poor earnings and cash generation, uncertain demand, high
borrowing costs, and significant near-term debt maturities.  S&P
also believes that AM General's financial commitments are
vulnerable to nonpayment in the event that adverse business
conditions continue.

AM General has struggled to secure international orders for new
Humvees, which has resulted in significant sales and earnings
declines.  The low production levels resulted in negative funds
from operations (FFO) for the six months ended June 30, 2014.
Furthermore, Standard & Poor's-adjusted debt to EBITDA rose to
about 10x for the 12 months ended June 30, 2014, compared with
S&P's previous expectations of about 5x in 2014.  AM General's
sponsor provided financial assistance in various forms to keep the
company from running out cash, including an equity contribution
and a revolving line of credit before the receipt of cash proceeds
from the aforementioned legal settlement in second-quarter 2014.
Although S&P expects continued financial support from the sponsor,
it believes the company must significantly increase its order
backlog and improve cash generation to avoid a payment default or
distressed exchange in the next year.

The negative outlook reflects the possibility that AM General may
not have sufficient liquidity to meet its near-term debt
maturities, the uncertainty surrounding our base-case forecast
because of the unpredictable and competitive nature of
international Humvee contract awards, and the potential for
delayed aftermarket orders stemming from U.S. defense budget
reductions.

S&P could lower the rating if it came to believe that a default or
distressed exchange appears inevitable within six months.  This
could result from a continued lack of international orders over
the next year such that operating losses result in inadequate cash
to service debt requirements or lead to covenant violations that
AM General is unable to resolve.

S&P could revise the outlook to developing, or raise the rating,
if the company's liquidity profile improves, including increased
covenant headroom, effective management of cash, and a growing
order backlog.


AMERICAN AIRLINES: Settles 99% of Creditor Claims
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that American Airlines resolved 99 percent of about 22,000
creditor claims filed in the Chapter 11 reorganization that
concluded in November in a merger with US Airways to form American
Airlines Group Inc.  According to the report, the airline has
asked a court for more time to resolve about 240 remaining claims
asserting about $2.7 billion in liability.

                     About American Airlines

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

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

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

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

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

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

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

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

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


AMERICAN MEDIA: Incurs $12 Million Net Loss in Fiscal Q1
--------------------------------------------------------
American Media, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $12.03 million on $78.25 million of total operating revenues
for the three months ended June 30, 2014, compared to net income
of $765,000 on $90.39 million of total operating revenues for the
same period a year ago.

The Company's balance sheet at June 30, 2014, showed $571.80
million in total assets, $712.72 million in total liabilities, $3
million in redeemable noncontrolling interests, and a $143.92
million total stockholders' deficit.

As of June 30, 2014, the Company had cash and cash equivalents of
$15.1 million and a working capital deficit of $19.3 million.

American Media held an earnings conference call on Aug. 20, 2014,
to discuss the financial results for Fiscal Year 2014 and the
three month period ended June 30, 2014.

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

                        http://is.gd/mfQQFg

                        About American Media

Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S.  These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer.  In addition to print properties, AMI
manages 14 different Web sites.  The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan.  The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders.  The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.

American Media incurred a net loss attributable to the Company and
its subsidiaries of $54.31 million on $344.22 million of total
operating revenues for the fiscal year ended March 31, 2014,
compared to a net loss attributable to the Company and its
subsidiaries of $56.23 million on $348.52 million of total
operating revenues for the year ended March 31, 2013.

                           *     *     *

As reported by the TCR on Nov. 20, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on American Media Inc.
to 'CCC+' from 'SD'.  "The upgrade follows the company's exchange
of $94.3 million of its $104.9 million 13.5% second-lien cash-pay
notes due 2018 for privately held $94.3 million 10% second-lien
notes due 2018," said Standard & Poor's credit analyst Hal
Diamond.

In the July 10, 2014, edition of the TCR, Moody's Investors
Service had lowered American Media, Inc.'s Corporate Family Rating
(CFR) to Caa1 from B3.  The downgrade of American Media's CFR to
Caa1 reflects Moody's expectation for lower revenue and EBITDA
resulting in higher financial leverage.


AMERICAN MEDIA: New Owners Plan to Convert $121MM Debt to Equity
----------------------------------------------------------------
American Media, Inc., said that investors who recently acquired
100% of issued and outstanding shares of its common stock have
agreed to convert $121.3 million in aggregate principal amount of
second lien notes due 2018 into equity.  This transaction will
reduce AMI's balance sheet leverage by over a full turn and
permanently reduce interest expense $12.4 million annually giving
management tremendous flexibility to execute an aggressive growth
strategy over the next several years.  In addition, over the
coming months, management plans to actively assess the capital
markets in order to capitalize on AMI's lower leverage profile
with an eye towards lowering interest costs and further improving
the company's free cash flow.

"This is the dawn of a new and exciting period of growth for AMI,"
said David J. Pecker, Chairman, president and CEO of AMI.  "Our
ability to work with investors who share our strategic vision
underscores our commitment to deleverage the balance sheet and
focus on reducing the company's interest expense which allows us
to execute an aggressive strategy to transform American Media into
a premier lifestyle brands company.  My team and I are already
moving assertively to execute this strategy with growth capital
and we remain focused on continuing the investment in digital
growth."

Over the past several years, the company's leveraged balance sheet
had been an impediment to achieving the potential growth inherent
in the company's lifestyle brands.  With a significantly reduced
debt balance and enhanced cash flow, AMI is now well positioned to
invest in several growth opportunities identified by management.
Through many of these initiatives, AMI plans to significantly grow
digital, licensing and branding resulting in further balance sheet
de-leveraging over the next 12 to 18 months.

AMI management also announced that they have taken efforts to
minimize the disruption to their distribution network created by
the bankruptcy filing of Source Interlink.  Mr. Pecker and his
management team remain hopeful that AMI's newsstand magazines will
recover their lost sales by year end.

Mr. Pecker commented, "I am happy to say that AMI is in the best
financial position, with the greatest amount of liquidity, in our
company's history.  We have the right team and the right support
to successfully realize both our short and long term goals."

                Closing of Merger and Note Purchase

American Media entered into an Agreement and Plan of Merger with
AMI Parent Holdings LLC ("Parent"), and AMI Merger Corporation, a
wholly-owned subsidiary of Parent ("Merger Sub"), pursuant to
which on Aug. 15, 2014, Merger Sub merged with and into the
Company, with the Company continuing as the surviving entity as a
wholly-owned subsidiary of Parent.

Pursuant to the terms and conditions of the Merger Agreement,
Parent acquired the Company for $2 million in cash.  In addition,
approximately $513 million of outstanding indebtedness will remain
in place.

On Aug. 15, 2014, the Company and certain of its subsidiaries
entered into a Note Purchase Agreement with Chatham Asset
Management, LLC, and Omega Charitable Partnership, L.P.  Pursuant
to the Note Purchase Agreement, on Aug. 15, 2014, the Company
issued and sold to the Investors, and the Investors purchased from
the Company, an aggregate principal amount of the Company's 10%
Second Lien Senior Secured PIK Notes due 2018 issued under the
indenture dated as of Oct. 2, 2013, among the Company, the
Guarantors and Wilmington Trust, National Association, as trustee
and collateral agent, such that the aggregate principal amount of
Second Lien PIK Notes purchased plus the accrued interest thereon
from the most recent date to which interest has been paid on the
then outstanding Second Lien PIK Notes to the closing date for the
Merger equaled $12.5 million.  After giving effect to the
issuance, approximately $113.3 million in aggregate principal
amount of Second Lien PIK Notes are outstanding.

The Second Lien PIK Notes were issued under the Second Lien PIK
Notes Indenture and will be treated as a single class under the
Second Lien PIK Notes Indenture with, and have been assigned the
same CUSIP number as, the outstanding Second Lien PIK Notes.  The
Second Lien PIK Notes were issued through a private offering
exempt from the registration requirements of the Securities Act of
1933, as amended.

                      Director Resignations

In connection with the Merger, on Aug. 15, 2014, each of the
directors of the Company (other than David J. Pecker) resigned
pursuant to a letter of resignation delivered to the Parent and
the Company, effective immediately prior to the closing of the
Merger.  Concurrent with the resignation of these directors, on
Aug. 15, 2014, Parent, as the sole stockholder of the Company,
elected Evan Ratner, Barry Schwartz and David Hughes to serve as
directors with Mr. Pecker.

In addition, on Aug. 15, 2014, Parent, as the sole stockholder of
the Company, appointed Messrs. Ratner, Schwartz and Hughes to the
audit committee of the Company's board of directors, with Mr.
Hughes serving as Chairman.  Mr. Hughes shall be the Company's
"audit committee financial expert" for the purposes of the rules
and regulations promulgated by the SEC.

Concurrent with the Merger, on Aug. 15, 2014, the Board determined
that a separate compensation committee of the Board was no longer
required for the Company's corporate governance purposes, and the
compensation committee of the Board was dissolved.

A full-text copy of the regulatory filing with the U.S. Securities
and Exchange Commission its available for free at:

                         http://is.gd/Pw13Af

                         About American Media

Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S.  These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer.  In addition to print properties, AMI
manages 14 different Web sites.  The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan.  The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders.  The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.

American Media incurred a net loss attributable to the Company and
its subsidiaries of $54.31 million on $344.22 million of total
operating revenues for the fiscal year ended March 31, 2014,
compared to a net loss attributable to the Company and its
subsidiaries of $56.23 million on $348.52 million of total
operating revenues for the year ended March 31, 2013.

                           *     *     *

As reported by the TCR on Nov. 20, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on American Media Inc.
to 'CCC+' from 'SD'.  "The upgrade follows the company's exchange
of $94.3 million of its $104.9 million 13.5% second-lien cash-pay
notes due 2018 for privately held $94.3 million 10% second-lien
notes due 2018," said Standard & Poor's credit analyst Hal
Diamond.

In the July 10, 2014, edition of the TCR, Moody's Investors
Service had lowered American Media, Inc.'s Corporate Family Rating
(CFR) to Caa1 from B3.  The downgrade of American Media's CFR to
Caa1 reflects Moody's expectation for lower revenue and EBITDA
resulting in higher financial leverage.


AMERICAN MEDIA: JPMorgan, Lenders Waive Reporting Requirements
--------------------------------------------------------------
American Media disclosed that on Aug. 15, 2014, the Company and
JPMorgan Chase Bank, N.A., as administrative agent entered into a
Wavier to the Revolving Credit Agreement with lenders constituting
the Required Lenders.

Pursuant to the Waiver, the Consenting Lenders have agreed to
waive, for the period commencing on Aug. 15, 2014 and (i) with
respect to the Annual Deliverables Default, expiring on the
earlier of (A) Aug. 22, 2014 and (B) immediately prior to the
consummation of the Merger and (ii) with respect to the Quarterly
Deliverables Default, expiring on Aug. 22, 2014, the requirements
under the Credit Agreement that the Company furnish to the
Administrative Agent (i) certain financial statements, reports and
other documents and the related required deliverables with respect
to the Company's fiscal year ended March 31, 2014, and (ii)
certain financial statements, reports and other documents and the
related required deliverables with respect to the Company's fiscal
quarter ended June 30, 2014.

                         About American Media

Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S.  These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer.  In addition to print properties, AMI
manages 14 different Web sites.  The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan.  The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders.  The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.

American Media incurred a net loss attributable to the Company and
its subsidiaries of $54.31 million on $344.22 million of total
operating revenues for the fiscal year ended March 31, 2014,
compared to a net loss attributable to the Company and its
subsidiaries of $56.23 million on $348.52 million of total
operating revenues for the year ended March 31, 2013.

                           *     *     *

As reported by the TCR on Nov. 20, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on American Media Inc.
to 'CCC+' from 'SD'.  "The upgrade follows the company's exchange
of $94.3 million of its $104.9 million 13.5% second-lien cash-pay
notes due 2018 for privately held $94.3 million 10% second-lien
notes due 2018," said Standard & Poor's credit analyst Hal
Diamond.

In the July 10, 2014, edition of the TCR, Moody's Investors
Service had lowered American Media, Inc.'s Corporate Family Rating
(CFR) to Caa1 from B3.  The downgrade of American Media's CFR to
Caa1 reflects Moody's expectation for lower revenue and EBITDA
resulting in higher financial leverage.


ARCH COAL: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under which Arch Coal Inc. is
a borrower traded in the secondary market at 97.04 cents-on-the-
dollar during the week ended Friday, August 22, 2014, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents an increase of 0.51
percentage points from the previous week, The Journal relates.
Arch Coal Inc. pays 450 basis points above LIBOR to borrow under
the facility.  The bank loan matures on May 17, 2018, and carries
Moody's B1 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.


ASHER INVESTMENT: Debunks Itkin's Objection to Counsel Hiring
-------------------------------------------------------------
Asher Investment Properties, LLC, countered the objection of the
Trustees of the Itking Living Trust, secured creditor and a 50%
member of Debtor, to employ Gershuni & Katz, a Law Corporation, as
general bankruptcy counsel, and  Michael F. Frank and Peggi A.
Gross as its special litigation counsel.

As reported by the Troubled Company Reporter on Aug. 5, 2014, the
Itkin Trust objects to the employment of Gershuni & Katz as
general bankruptcy counsel saying that the bankruptcy case
should be dismissed, and that Garry Itkin -- Itkin Trust's co-
Trustee and the managing member of the Debtor -- never authorized
the hiring of counsel.  The Itkin Trust also objects to the
employment of Mr. Frank, claiming that he is not disinterested and
that he represents interests adverse to the estate.

According to the Debtor, Itkin Trust's opposition to the
employment of general and special bankruptcy counsel is without
merit in that, among other reasons, (i) it presupposes that the
Court will grant its motion to dismiss; (ii) it is violative of
the public policy against pre-petition contractual waivers of the
right to file a prepetition for relief and is an attempt to
deprive the Debtor of its right to file a petition for relief
conferred by Congress pursuant to Article 1, Section 8,
Claus 4 of the U.S. Constitution both by seeking to forbid it from
filing or consenting to the entry of a petition for relief and by
preventing it from retaining counsel to file a petition and appear
on its behalf in its bankruptcy case; and (iii) rather than
establishing an actual conflict of interest between proposed
special litigation counsel and the Debtor, the Itkin Trust's
opposition highlights the conflict of interest between the Itkin
Trust on the one hand and the Debtor, its equity security holders
and its priority and general unsecured creditors on the other
hand.

"Like other lenders over the years, the Itkin Trust crafted a
strategy seeking to avoid the public policy against contractual
prohibition of its borrower's right to reorganize under the
Bankruptcy Code granted by Congress pursuant to Article 1, Section
8, Clause 4 of the United States Constitution.  Its objection to
the Debtor's applications to employ general bankruptcy and special
lititgation counsel is made in furtherance of that strategy," the
Debtor stated in a court filing dated
Aug. 14, 2014.

Copies of the response is available for free at:

http://bankrupt.com/misc/ASHERINVESTMENT_72_specialcounselresp.pdf

http://bankrupt.com/misc/ASHERINVESTMENT_75_specialcounsel.pdf

             About Asher Investment Properties, LLC

Asher Investment Properties, LLC, owner of a $10 million property
in Beverly Hills, California, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-21172) in Los Angeles, on
June 6, 2014.  Yossi Dina signed the petition as managing member.
Asher, a Single Asset Real Estate as defined in 11 U.S.C. Sec.
101(51B), disclosed $11.5 million in assets and $10.7 million in
liabilities.  Gershuni & Kate, ALC, serves as the Debtor's
counsel.  Hon. Barry Russell presides over the case.


BANK OF THE CAROLINAS: Posts $599,000 Net Income in 2nd Quarter
---------------------------------------------------------------
Bank of the Carolinas Corporation reported net income available to
common shareholders of $599,000 on $3.78 million of total interest
income for the three months ended June 30, 2014, compared to a net
loss available to common shareholders of $1.30 million on $3.74
million of total interest income for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss available to common shareholders of $1.17 million on $7.53
million of total interest income compared to a net loss available
to common shareholders of $1.41 million on $7.56 million of total
interest income for the same period a year ago.

Total assets at June 30, 2014, amounted to $427.8 million, an
increase of 0.2% when compared to $427.1 million as of June 30,
2013.  The Company had total liabilities of $423.04 million and
total shareholders' equity of $4.77 million as of June 30, 2014.

President and CEO, Stephen R. Talbert, said, "We are pleased to
release our second quarter earnings.  We continue to have success
in reducing our levels of nonperforming assets and decreasing our
noninterest expense.  I am proud of our successful $45.8 million
private placement.  I am grateful to the many people who helped us
through this complicated transaction.  We believe the Company is
now positioned for continued success."

Bank of the Carolinas Corporation is the holding company for Bank
of the Carolinas, a North Carolina chartered bank headquartered in
Mocksville, NC with offices in Advance, Asheboro, Concord,
Harrisburg, Landis, Lexington and Winston-Salem. The common stock
of the Company is quoted under the symbol "BCAR" on the OTCQB
marketplace operated by OTC Markets Group Inc.

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

                         http://is.gd/PwJ60D

                     About Bank of the Carolinas

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

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

The Company reported a net loss available to common stockholders
of $2.33 million in 2013, a net loss available to common
stockholders of $5.53 million in 2012 and a net loss available to
common stockholders of $29.18 million in 2011.


BATE LAND: Has Until October 1 to Obtain Plan Confirmation
----------------------------------------------------------
The Hon. Stephani W. Humrickhouse of the U.S. Bankruptcy Court for
the Eastern District of North Carolina extended the deadline for
Bate Land & Timber LLC to obtain confirmation of its Chapter 11
plan of reorganization until Oct. 1, 2014.

The Debtor has filed with the Court a summary of evidence in
support of confirmation of its plan.  A full-text copy of the
summary is available for free at http://is.gd/lObw1k

                            The Plan

As reported in the Troubled Company Reporter, the Plan proposes to
sell all of the Debtor's real property valued at $47,032,125, and
personal property valued at $6,445,499.  Proceeds from the asset
sales will fund the Plan.  The liens secured by the Debtor's
property will attach to the net proceeds of the sale remaining
after payment costs of sale and all reasonable and ordinary
closing costs.

As reported in the TCR on Sept. 10, 2013, Judge Humrickhouse
conditionally approved the disclosure statement explaining the
Debtor's Plan.

A full-text copy of the Plan, dated Aug. 30, 2013, is available
for free at http://is.gd/sAzeX9

                     About Bate Land & Timber

Willotte, North Carolina-based Bate Land & Timber, LLC, sought
protection under Chapter 11 of the Bankruptcy Code on July 25,
2013 (Case No. 13-04665, E.D.N.C.).  Judge Stephani W.
Humrickhouse oversees the Chapter 11 case.

The Debtor, in amended schedules, disclosed $53,477,624 in assets
and $74,162,211 liabilities as of the Chapter 11 filing.  The
petition was signed by Brad Cheers, manager.

The Bankruptcy Administrator for the Eastern District of North
Carolina was unable to organize and recommend the appointment of a
committee of creditors holding unsecured claims against the
Debtor.


BE ACTIVE HOLDINGS: Needs Capital to Pay Off Expenses
-----------------------------------------------------
Be Active Holdings, Inc., filed its quarterly report on Form 10-Q,
disclosing net income of $8.18 million on $7,920 of net sales for
the three months ended June 30, 2014, compared with a net loss of
$1.33 million on $1,094 of net sales for the same period last
year.

The Company's balance sheet at June 30 2014, showed $1.1 million
in total assets, $395,086 in total liabilities, and stockholders'
equity of $709,138.

The Company has not yet established revenues sufficient to cover
its operating costs and allow it to continue as a going concern.
The Company has incurred significant net losses since inception
and at June 30, 2014, has an accumulated deficit of $8.03 million.
The ability of the Company to continue as a going concern is
dependent on the Company obtaining adequate capital to fund
operating expenses until it become profitable.  If the Company is
unable to obtain adequate capital, it could be forced to cease
operations.  In order to continue as a going concern, the Company
will need, among other things, additional capital resources,
according to the regulatory filing.

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

                       http://is.gd/ilLhAA

Be Active Holdings, Inc., manufactures and sells low fat, low
calorie, and natural probiotic frozen yogurt and ice cream
products in the New York metropolitan area. The company offers its
products under the Jala brand name. Be Active Holdings, Inc. sells
its products primarily to supermarkets, as well as to convenience
and other foods stores.  The company was founded in 2009 and is
based in Great Neck, New York.


BINGO.COM LTD: Posts $350-K Net Loss for Q2 Ended June 30
---------------------------------------------------------
Bingo.com, Ltd., filed its quarterly report on Form 10-Q,
disclosing a net loss of $350,351 on $431,185 of total revenue for
the three months ended June 30, 2014, compared with net income of
$10,449 on $491,259 of total revenue for the same period last
year.

The Company's balance sheet at June 30, 2014, showed $3.64 million
in total assets, $262,857 in total liabilities and total
stockholders' equity of $3.37 million.

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

                       http://is.gd/srqXvy

Bingo.com, Ltd., is in the business of owning and marketing a
bingo based entertainment website that provides a variety of
Internet games plus other forms of entertainment, including an
online community, chat rooms, and more.  Located at www.bingo.com,
the Company has built one of the leading bingo portals on the
Internet.

The Company leases office facilities in Vancouver, British
Columbia, Canada, The Valley, Anguilla, British West Indies and
London, United Kingdom.


BIOFUEL ENERGY: Amends Rights Offering Prospectus
-------------------------------------------------
Biofuel Energy Corp. amended its Form S-1 registration statement
with the U.S. Securities and Exchange Commission relating to the
distribution, at no charge, to the holders of its common stock as
of 5:00 p.m., New York City time, on Sept. 15, 2014, transferable
subscription rights to purchase up to an aggregate of 12,247,393
shares of the Company's common stock, par value $0.01 per share,
6,701,335 of which are available in this public rights offering
and the remainder of which will be available pursuant to the
private rights offering.

Each holder of the Company's common stock as of the record date
will receive one subscription right for each share of common stock
owned as of the record date.  As of the close of business on
Aug. 15, 2014, there were 5,456,625 shares of the Company's common
stock issued and outstanding, net of 40,481 shares held in
treasury.

Each subscription right will permit the holder of such right to
acquire, at a rights price equal to $5.00 per share of common
stock, 2.2445 shares of common stock.  The rights price represents
an approximately 55.5% discount to the closing price of the
Company's common stock on Aug. 15, 2014.  Each holder of a
subscription right that fully exercises its basic subscription
privilege may also subscribe for additional shares for pro rata
allocation in the event that not all available shares are
purchased pursuant to the stockholders' basic subscription
privilege.  The over-subscription privilege, however, will only be
offered for an aggregate number of shares that, when combined with
the number of shares purchased pursuant to the stockholders' basic
subscription privilege, does not exceed 12,247,393 shares.

The subscription rights will expire and have no value if they are
not exercised by 5:00 p.m., New York City time, on Oct. 17, 2014.
All exercises of subscription rights are irrevocable.  A portion
of the rights offering to certain of the Company's existing
stockholders is being conducted on a private, non-registered
basis.

Shares of the Company's common stock are traded on The Nasdaq
Capital Market under the symbol "BIOF."

The total proceeds expected to be raised in the rights offering
and the related Backstop Commitments is approximately $61.2
million.  The rights offering is intended to provide a portion of
the funds the Company will need to acquire the equity interests of
JBGL Builder Finance LLC and certain subsidiaries of JBGL Capital,
LP.  The Company expects the remainder of the funds necessary to
pay for the Acquisition to come from the incurrence of
indebtedness, the issuance of shares of the Company's common stock
to the sellers of the equity interests of JBGL and the Additional
Equity Investment.

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

                        http://is.gd/MEC4Yk

                        About Biofuel Energy

Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) --
http://www.bfenergy.com/-- aims to become a leading ethanol
producer in the United States by acquiring, developing, owning and
operating ethanol production facilities.  It currently has two
115 million gallons per year ethanol plants in the Midwestern corn
belt.

Biofuel Energy incurred a net loss of $45.65 million in 2013, a
net loss of $46.32 million in 2012 and a net loss of $10.36
million in 2011.

The Company's balance sheet at June 30, 2014, showed $8.84 million
in total assets, $1.40 million in total liabilities and $7.43
million in total equity.


BIOLIFE SOLUTIONS: Amends Lease Agreement With Monte Villa
----------------------------------------------------------
In a document filed with the U.S. Securities and Exchange
Commission, BioLife Solutions, Inc., said it entered into a Fifth
Amendment to the Lease with Monte Villa Farms LLC to, among other
things, enlarge the premises leased by the Company and make
associated increases to the monthly base rent and certain other
fees and expenses due under the lease, dated as of Aug. 1, 2007,
as amended.

The premises leased pursuant to the Original Lease consisted of
approximately 4,366 rentable square feet of space in the building
located at 3303 Monte Villa Parkway, Bothell, Washington.  The
Company leased an additional 5,798 rentable square feet of space
in the Building pursuant to the First Lease Amendment.  The Second
Lease Amendment expanded the premises leased by the Company from
the Landlord to approximately 20,462 rentable square feet.  The
Third Lease Amendment expanded the premises to 20,761 rentable
square feet.  The Fourth Lease Amendment expanded the premises to
25,864 rentable square feet.  The Fifth Lease Amendment expanded
the premises to 30,357 rentable square feet.

Under the Fifth Lease Amendment, beginning Nov. 15, 2015, the
Company's monthly base rent will increase by $6,739.50 per month
to an aggregate of $55,708.67 per month.  The Company's base rent
will increase from time to time.  The Company is also required to
pay an amount equal to its proportionate share of certain taxes
and operating expenses for the leased premises.

                      About BioLife Solutions

Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.

BioLife Solutions incurred a net loss of $1.08 million in 2013,
a net loss of $1.65 million in 2012, and a net loss of $1.95
million in 2011.

The Company's balance sheet at June 30, 2014, showed $14.80
million in total assets, $1.40 million in total liabilities and
$13.39 million in total shareholders' equity.


BLUE RIDGE LIMOUSINE: Financial Consultant's Final Fee Okayed
-------------------------------------------------------------
Bankruptcy Judge Brian F. Kenney granted the Final Application for
Compensation filed by Matt Sipos, as financial consultant for
debtor Blue Ridge Limousine And Tour Service, Inc.

The U.S. Trustee filed an Objection and a Motion to Disgorge Mr.
Sipos's fees.

The Court heard the evidence and the arguments of the parties on
July 11, 2014.

Judge Kenney allowed Mr. Sipos's compensation in the amounts
requested, subject only to a possible motion by the Chapter 7
Trustee for a disgorgement based on administrative insolvency.

Mr. Sipos's employment ended on December 20, 2013. He was paid
$1,000 per week for 50 weeks while he was the acting CFO.

Mr. Sipos testified that his normal hourly rate was $150 to $250,
and that he was sure that he lost money on this engagement, when
measured against his hourly rate (in his words, "I was severely
underpaid").

Ms. Kindred, the Chapter 7 Trustee, also testified. To date she
has collected a little more than $70,000, consisting of $30,000
from the sale of the Debtor's remaining contracts and $47,000 that
was turned over by Action Capital.  She testified that there
probably will not be much in the way of preference recoveries.

Ms. Kindred also testified that there are Chapter 7 administrative
fees in the amount of approximately $23,000. She testified that
there is a total of $196,000 in Chapter 11 administrative
expenses, of which $96,000 has not been paid.

In Ms. Kindred's view, the case is administratively insolvent for
the Chapter 11 administrative claimants.

The U.S. Trustee raises three arguments in opposition to Mr.
Sipos's Final Application.  The U.S. Trustee argues that the
disclosures in Mr. Sipos's Application for Employment were
inadequate under Bankruptcy Rule 2014(a).  The U.S. Trustee also
argues that Mr. Sipos's fees are not reasonable under Bankruptcy
Code Section 330(a) (the court may order "reasonable compensation
for actual, necessary services rendered").  Finally, the U.S.
Trustee argues that the Court should not award Mr. Sipos final
compensation in the face of what likely will be an administrative
insolvency in this case.

A copy of the Court's August 20, 2014 Memorandum Opinion is
available at http://is.gd/lmEyM2from Leagle.com.

Blue Ridge Limousine and Tour Service, Inc., based in Springfield,
Virginia, filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case
No. 12-17551) on Dec. 31, 2012.  Judge Brian F. Kenney presides
over the case.

The Debtor was represented in the Chapter 11 case by:

         Christopher A. Jones, Esq.
         Justin Fasano, Esq.
         WHITEFORD TAYLOR & PRESTON, LLP
         3190 Fairview Park Drive, Suite 300
         Falls Church, VA 22042
         Tel: (703) 280-9263
         Fax: (703) 280-8942
         E-mail: cajones@wtplaw.com
                 jfasano@wtplaw.com

The Debtor estimated assets of under $1 million and debts of under
$10 million.

A list of the Company's 20 largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/vaeb12-17551.pdf

The petition was signed by R. Neill Jefferson, president.

On January 6, 2014, roughly a year into in the case, the U.S.
Trustee filed a Motion to Convert the case to Chapter 7.  The case
was converted to Chapter 7 on Feb. 19, 2014.  Klinette H. Kindred
was named Chapter 7 Trustee.  She's represented by Gregory Counts,
Esq., at Tyler, Bartl, Ramsdell and Counts.


BON-TON STORES: Incurs $36.2 Million Net Loss in Second Quarter
---------------------------------------------------------------
The Bon-Ton Stores, Inc., reported a net loss of $36.19 million on
$578.13 million of net sales and other income for the 13 weeks
ended Aug. 2, 2014, compared to a net loss of $37.32 million on
$570.98 million of net sales and other income for the 13 weeks
ended Aug. 3, 2013.

For the 26 weeks ended Aug. 2, 2014, the Company reported a net
loss of $67.70 million on $1.20 billion of net sales and other
income compared to a net loss of $63.96 million on $1.23 billion
of net sales and other income for the 26 weeks ended Aug. 3, 2013.

As of Aug. 2, 2014, Bon-Ton Stores had $1.57 billion in total
assets, $1.51 billion in total liabilities and $59.58 million in
total shareholders' equity.

Brendan Hoffman, president and chief executive officer, commented,
"We were pleased that we achieved comparable store sales growth,
particularly given the challenging promotional environment and
continuation of soft traffic trends.  Ecommerce delivered another
strong quarter driven primarily by increased conversion.  In
addition, our proprietary credit card penetration increased to
approximately 51% of total sales, further demonstrating the
ongoing strength of our loyalty program.  We continued to
carefully manage our inventory, ending the quarter approximately
flat on a comparable store basis as compared with the prior year
period and positioning us well for the fall season."

Mr. Hoffman continued, "We are excited to welcome Kathryn Bufano
to the Bon-Ton team as she assumes the role of President and Chief
Executive Officer next week.  She comes with a wealth of knowledge
and experience in the retail industry which we believe will be
beneficial as we continue to execute our business strategies for
profitable growth.  I look forward to working with Kathy during a
transition period."

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

                         http://is.gd/M3oLa3

                         About Bon-Ton Stores

The Bon-Ton Stores, Inc. -- http://bonton.com-- with corporate
headquarters in York, Pennsylvania and Milwaukee, Wisconsin,
operates 272 department stores, which includes 10 furniture
galleries, in 25 states in the Northeast, Midwest and upper Great
Plains under the Bon-Ton, Bergner's, Boston Store, Carson's,
Elder-Beerman, Herberger's and Younkers nameplates.  The stores
offer a broad assortment of national and private brand fashion
apparel and accessories for women, men and children, as well as
cosmetics and home furnishings.

Bon-Ton Stores reported a net loss of $3.55 million for the fiscal
year ended Feb. 1, 2014, a net loss of $21.55 million for the year
ended Feb. 2, 2013, and a net loss of $12.12 million for the year
ended Jan. 28, 2012.  The Company's balance sheet at May 3, 2014,
showed $1.56 billion in total assets, $1.47 billion in total
liabilities and $96.05 million in total shareholders' equity.

                           *     *     *

As reported by the TCR on May 15, 2013, Moody's Investors Service
upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3
from Caa1 and its Probability of Default Rating to B3-PD from
Caa1-PD.

"The upgrade of Bon-Ton's Corporate Family Rating considers the
company's ability to drive modest same store sales growth as well
as operating margin expansion beginning in the second half of 2012
and that these positive trends have continued, with the company
reporting that its same store were positive, and EBITDA margins
expanded, in the first fiscal quarter of 2013," said Moody's Vice
President Scott Tuhy.

As reported by the TCR on May 17, 2013, Standard & Poor's Ratings
Services affirmed the 'B-' corporate credit rating on The Bon-Ton
Stores Inc.


BOOMERANG SYSTEMS: Extends Exchange Offer Expiration to Oct. 15
---------------------------------------------------------------
Boomerang Systems, Inc., amended its tender offer statement on
Schedule TO originally filed with the U.S. Securities and Exchange
Commission on July 11, 2014.  The Schedule TO relates to the right
of holders of certain of its unsecured convertible promissory
notes and outstanding warrants to purchase common stock to
exchange those notes and warrants for shares of common stock of
the Company.

Amendment No. 2 extended the expiration of the Offer to Oct. 15,
2014.  As of Aug. 20, 2014, the Company has not received any
Elections to Participate from holders of eligible securities.

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

                         http://is.gd/4DiHIZ

                       About Boomerang Systems

Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.

Boomerang Systems incurred a net loss of $11.22 million for the
year ended Sept. 30, 2013, following a net loss of $17.42 million
for the year ended Sept. 30, 2012.  The Company's balance sheet at
March 31, 2014, showed $6.19 million in total assets, $21.51
million in total liabilities and a $15.31 million total
stockholders' deficit.

                         Bankruptcy Warning

"Our operations may not generate sufficient cash to enable us to
service our debt.  If we were to fail to make any required payment
under the Loan Agreement, notes and agreements governing our
indebtedness or fail to comply with the covenants contained in the
Loan Agreement, notes and agreements, we would be in default.  A
debt default could significantly diminish the market value and
marketability of our common stock and could result in the
acceleration of the payment obligations under all or a portion of
our consolidated indebtedness, or a renegotiation of our Loan
Agreement with more onerous terms and/or additional equity
dilution.  If the debt holders were to require immediate payment,
we might not have sufficient assets to satisfy our obligations
under the Loan Agreement, notes or our other indebtedness.  It may
also enable their lenders under the Loan Agreement to foreclose on
the Company's assets and/or its ownership interests in its
subsidiaries.  In such event, we could be forced to seek
protection under bankruptcy laws, which could have a material
adverse effect on our existing contracts and our ability to
procure new contracts as well as our ability to recruit and/or
retain employees.  Accordingly, a default could have a significant
adverse effect on the market value and marketability of our common
stock," the Company said in the annual report for the year ended
Sept. 30, 2013.


CABLEVISION SYSTEMS: Bank Debt Trades at 2% Off
-----------------------------------------------
Participations in a syndicated loan under which Cablevision
Systems Corp is a borrower traded in the secondary market at 97.88
cents-on-the-dollar during the week ended Friday, August 22, 2014
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.38 percentage points from the previous week, The Journal
relates.  Cablevision Systems Corp pays 250 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
April 9, 2020.  The bank debt carries Moody's Baa3 rating and
Standard & Poor's BBB- rating.  The loan is one of the biggest
gainers and losers among 255 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.


CAESARS ENTERTAINMENT: Bank Debt Trades at 3% Off
-------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
97.11 cents-on-the-dollar during the week ended Friday, August 22,
2014, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.30 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 875 basis points
above LIBOR to borrow under the facility. The bank loan matures on
March  1, 2017, and carries Moody's Caa2 rating and Standard &
Poor's CCC- rating.  The loan is one of the biggest gainers and
losers among 205 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


CASCADE AG: Reorganization Case Converted to Chapter 7
------------------------------------------------------
The Hon. Karen A. Overstreet of the U.S. Bankruptcy Court for the
Western District of Washington has converted Cascade AG Services,
Inc.'s Chapter 11 case to Chapter 7.

Gail Brehm Geiger, the Acting U.S. Trustee for Region 18, filed a
motion to convert or appoint a Chapter 11 trustee on June 20,
2014.  All parties in interest were served with notice of that
motion.  Three parties responded: Columbia State Bank, Cairncross
& Hempelmann, and One PacificCoast Bank.

At the hearing on the motion, the Court found cause to convert the
case or appoint a Chapter 11 trustee and ordered the U.S. Trustee
to appoint a Chapter 11 trustee.  The U.S. Trustee said in a court
filing dated Aug. 7, 2014, that the U.S. Trustee consulted with
parties in interest but the individual the parties preferred to
serve as trustee declined appointment.

The U.S. Trustee informed the responding parties of her intent to
file this motion on an ex parte basis.  Each of the parties
responded and did not object to this procedure.

                          About Cascade AG

Cascade AG Services, Inc., dba Pleasant Valley Farms, fdba
Mountain View Produce, Inc., fdba Staffanson Harvesting LLC, fdba
Sterling Investment Group, L.L.C., is a vegetable processing
company that processes Washington-grown cucumbers and cabbage into
pickles and sauerkraut.

Cascade AG filed for Chapter 11 bankruptcy (Bankr. W.D. Wash. Case
No. 12-18366) on Aug. 13, 2012.  In amended schedules, the Debtor
disclosed $25,522,648 in assets and $21,354,742 in liabilities as
of the Chapter 11 filing.

Lawyers at Cairncross & Hempelmann PS, in Seattle, serve as the
Debtor's counsel.  Clyde A. Hamstreet & Associates, LLC, is the
Debtor's chief restructuring officer and financial advisor.  The
petition was signed by Craig Staffanson, president.

The U.S. Trustee appointed seven creditors to the Official
Unsecured Creditors' Committee.  Lawrence R. Ream, Esq., at
Schwabe, Williamson & Wyatt PC, Seattle, represents the Committee
as counsel.

DIP lender One PacificCoast Bank, FSB, is represented by Brad T.
Summers, Esq., and David W. Criswell, Esq.

The Plan filed in the Debtor's case contemplates a $3.0 million
capital infusion.  Money contributed to fund the Plan will be used
to satisfy Administrative Expense Claims to the extent that those
Claims must be satisfied for Confirmation, unless there is
agreement with Holders of Administrative Expense Claims to defer
payment.

                               * * *

This concludes the Troubled Company Reporter's coverage of Cascade
AG Services, Inc., until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.


CASPIAN SERVICES: Incurs $1.9 Million Net Loss in June 30 Qtr
-------------------------------------------------------------
Caspian Services, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $1.98 million on $8.17 million of total revenues for
the three months ended June 30, 2014, compared to a net loss of
$3.49 million on $9.44 million of total revenues for the same
period in 2013.

For the nine months ended June 30, 2014, the Company reported a
net loss of $13.64 million on $22.49 million of total revenues
compared to a net loss of $9.14 million on $23.47 million of total
revenues for the same period during the prior year.

As of June 30, 2014, the Company had $65.68 million in total
assets, $93.76 million in total liabilities and a $28.07 million
total deficit.

At June 30, 2014, the Company had cash on hand of $1.16 million
compared to cash on hand of $3.97 million at Sept. 30, 2013.

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

                        http://is.gd/iWdXms

                       About Caspian Services

Headquartered in Salt Lake City, Caspian Services, Inc., was
incorporated under the laws of the state of Nevada on July 14,
1998.  Since February 2002 the Company has concentrated its
business efforts to provide diversified oilfield services to the
oil and gas industry in western Kazakhstan and the Caspian Sea,
including providing a fleet of vessels, onshore, transition zone
and marine seismic data acquisition and processing services and a
marine supply and support base in the port of Bautino, in Bautino
Bay, Kazakhstan.

Caspian Services incurred a net loss of $11.82 million on $33.08
million of total revenues for the year ended Sept. 30, 2013, as
compared with a net loss of $15.95 million on $24.74 million of
total revenues during the prior fiscal year.

Haynie & Company, P.C., in Salt Lake City, Utah, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that a Company creditor has indicated that it believes the Company
may be in violation of certain covenants of certain substantial
financing agreements.  The financing agreements have acceleration
right features that, in the event of default, allow for the loan
and accrued interest to become immediately due and payable.  As a
result of this uncertainty, the Company has included the note
payable and all accrued interest as current liabilities at
Sept. 30, 2013.  At Sept. 30, 2013, the Company had negative
working capital of approximately $66,631,000.  Uncertainty as to
the outcome of these factors raises substantial doubt about the
Company's ability to continue as a going concern.

                        Bankruptcy Warning

To help the Company meet its additional funding obligations to
construct the marine base, in 2008 the Company entered into two
facility agreements pursuant to which the Company received debt
funding of $30,000.  In June and July 2011, Mr. Bakhytbek
Baiseitov (the "Investor") acquired the two facility agreements.
In September 2011 the Company issued the Investor two secured
promissory notes, a Secured Non-Negotiable Promissory Note in the
principal amount of $10,800 and a Secured Convertible Consolidated
Promissory Note in the principal amount of $24,446 in connection
with restructuring the facility agreements.

During December 2012 the Company, the European Bank for
Reconstruction and Development and the Investor outlined the terms
of a potential restructuring of the Company's financial
obligations to EBRD and the Investor in a non-binding term sheet.
Throughout the fiscal year the parties have worked to negotiate
definitive agreements pursuant to the terms set out in the Term
Sheet.  Subsequent to the fiscal year end, negotiations between
EBRD, the Investor and the Company to restructure the Company's
financial obligations pursuant to the terms of the Term Sheet
stalled and have been discontinued.  However, the Company has
engaged in new discussions with EBRD regarding a possible
restructuring of its financial obligations to EBRD.

According to the Company's 2013 Annual Report, "Should EBRD or the
Investor determine to accelerate the Company's repayment
obligations to them, the Company currently has insufficient funds
to repay its obligations to EBRD or the Investor, individually or
collectively, and would be forced to seek other sources of funds
to satisfy these obligations.  Given the Company's current and
near-term anticipated operating results, the difficult credit and
equity markets and the Company's current financial condition, the
Company believes it would be very difficult to obtain new funding
to satisfy these obligations.  If the Company is unable to obtain
funding to meet these obligations EBRD or the Investor could seek
any legal remedies available to them to obtain repayment,
including forcing the Company into bankruptcy, or in the case of
the EBRD loan, which is collateralized by the assets, including
the marine base, and bank accounts of Balykshi and CRE,
foreclosure by EBRD on such assets and bank accounts.  The Company
has also agreed to collateralize the Investor's Notes with non-
marine base related assets."


CEETOP INC: Reports $232,000 Net Loss During Second Quarter
----------------------------------------------------------
Ceetop Inc. filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of
$232,342 for the three months ended June 30, 2014, compared to a
net loss of $293,230 for the same period last year.

For the six months ended June 30, 2014, the Company incurred a net
loss of $578,538 compared to a net loss of $502,999 for the same
period in 2013.

The Company generated no income for the six months ended June 30,
2014, due to transitioning from online retail sales to supply
chain services.

As of June 30, 2014, the Company had $2.50 million in total
assets, $544,913 in total liabilities, all current, and $1.95
million in total stockholders' equity.

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

                         http://is.gd/DFJl75

                          About Ceetop Inc.

Oregon-based Ceetop Inc., formerly known as China Ceetop.com,
Inc., owned and operated the online retail platform before 2013.
Due to excessive competition in online retail, the Company has
transformed itself into an integrated supply chain services
provider, and focuses on B to B supply chain management and
related value-added services among enterprises.

Ceetop reported a net loss of $2.88 million in 2013 following a
net loss of $1.39 million in 2012.

Clement C. W. Chan & Co., in Hong Kong, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company incurred a net loss of $2,886,599 for the year ended
December 31, 2013, has accumulated deficit of $8,605,635 at
December 31, 2013.  These matters are discussed in Note 2 to the
consolidated financial statements that raises substantial doubt
about the Company's ability to continue as a going concern.


CHAPPEL FAMILY: Involuntary Chapter 11 Case Summary
---------------------------------------------------
Alleged Debtor: Chappel Family Practice, LLC
                222 Broadway
                Kissimmee, FL 34741

Case Number: 14-09588

Involuntary Chapter 11 Petition Date: August 21, 2014

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Petitioners' Counsel: Wendy D Brewer, Esq.
                      DECA FINANCIAL SERVICES, LLC
                      12175 Visionary Way
                      Fishers, IN 46037
                      Tel: 317-215-6220
                      Email: wbrewer@jeffersonbrewer.com

Alleged Debtor's petitioners:

Petitioners                         Nature of Claim  Claim Amount
-----------                         ---------------  ------------
Shah Family, LLC                        Loans           $719,187
801 W. Main Street
North Manchester, IN 46962

Barbara K. Shah                         Loan            $109,328
801 W. Main Street
North Manchester, IN 46962

Danny J. Dunham                         Loan              $7,500
13051 Lockburn Place
Fishers, IN 46038

George X. Cannon                        Loan and         $91,000
9611 Cloverleaf Lane                    Professional
Fishers, IN 46038                       Fees

Adelaide Holdings, LLC                  Lease Payments   $14,600
c/o Tim Majors, Manager
2106 North Orange Ave., Suite 200
Orlando, FL 32804


CHRISTIAN CARE: S&P Lowers Rating on Revenue Debt to 'BB-'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on
Louisville & Jefferson County Metropolitan Government, Ky.'s
revenue debt three notches to 'BB-' from 'BBB-', issued for
Christian Care Communities.  The outlook is negative.

The downgrade reflects the rating service's opinion of Christian
Care Communities' weakened fiscal 2013 operating results due, in
part, to increased expenses related to the opening of a personal
care living facility and one-time adjustments related to bad debt
and ongoing decreases in unrestricted cash and investments.

"We could lower the rating further if management cannot
demonstrate meaningful progress toward reducing operating losses
and rebuilding unrestricted reserves such that there is more
flexibility between the required debt covenants and actual
results.  We could also lower the rating further if Christian Care
cannot secure renewals for its outstanding line of credit or
letter of credit," said Standard & Poor's credit analyst Margaret
McNamara.  "We could revise the outlook to stable if Christian
Care were to experience significant improvement in operating
performance with sustained debt service coverage of 2x and
improved balance sheet metrics, particularly the unrestricted-
reserves-to-long-term debt ratio.  In addition, we would view
management's successful renewal of the letter of credit
favorably."

Standard & Poor's also notes that since its last review, Christian
Care Communities' full fiscal 2013 audited results were
significantly weaker than first-quarter of fiscal 2013 results,
which had showed signs of improvement.  Similarly, audited fiscal
2012 results were worse than the unaudited fiscal year-end results
management had reported to the rating service.


CHOICE GENETICS: Bankruptcy Judge Confirms Ch. 11 Plan
------------------------------------------------------
Jacqueline Palank, writing for Daily Bankruptcy Review, reported
that a bankruptcy judge has approved Choice Genetics USA LLC 's
Chapter 11 plan, which repays all creditors of the swine genetics
company in full.  According to the report, Judge Lee M. Jackwig of
the U.S. Bankruptcy Court in Des Moines, Iowa, on Aug. 21,
confirmed the plan of reorganization, court papers show, paving
the way for Choice Genetics to emerge from Chapter 11 protection.

                    About Choice Genetics

Des Moines, Iowa-based swine genetics company Choice Genetics USA
LLC, on Feb. 13 sought Chapter 11 bankruptcy protection as the
result of an "unforeseen" arbitration award entered against it in
a fight with Scidera Inc.  The case is In re Choice Genetics USA,
LLC, Case No. 14-00242 (S.D. Iowa).  The case is assigned to Judge
Lee M. Jackwig.

The Debtor's counsel is Jeffrey D Goetz, Esq., and Donald F.
Neiman, Esq., at Bradshaw, Fowler, Proctor & Fairgrave PC, in Des
Moines, Iowa.


CLOUDEEVA INC: Bartronics Asia Wants Case Dismissed
---------------------------------------------------
Bartronics Asia PTE Ltd. asks the U.S. Bankruptcy Court for the
District of New Jersey to dismiss the Chapter 11 cases of
Cloudeeva, Inc., and its affiliates, claiming that the cases were
not filed in good faith.

On Aug. 15, 2014, the Debtors filed with the Court a memorandum of
law in opposition to BAPL's motion for the appointment of a
Chapter 11 trustee or, in the alternative, the dismissal of the
Chapter 11 cases.  The Debtors say in the filing that BAPL seeks
the appointment of a Chapter 11 trustee or dismissal of the
Chapter 11 cases based on allegations of fraud, dishonesty and
mismanagement, none of which are supported by competent evidence
and all of which are unrelated to the operation of the Debtors'
business.  The Debtors deny the allegations.

The Debtors want their current management team to remain in place.
The Debtors complain that the appointment of a Chapter 11 trustee
will be very disruptive to the current business operations, and
could result in loss of customers, key consultants, vendors and
financing opportunities.

A copy of the Debtors' memorandum of law in opposition to the
dismissal motion is available for free at:

      http://bankrupt.com/misc/CLOUDEEVAINC_96_dismissal.pdf

In the Aug. 20 response to the Debtors' objection, BAPL states
that if these cases are to continue in Chapter 11, a trustee must
be appointed because Adesh Tyagi, the sole director and officer of
Cloudeeva, has proven that he is unfit to serve as a fiduciary to
the Debtors, their creditors, shareholders, and other stakeholders
(including employees and contractors).

BAPL says that by the Debtors' own admission, Mr. Tyagi, the sole
director and officer of Cloudeeva, is taking advantage of the
customer unease caused by the Chapter 11 filings by transferring
customer contracts to Systems America, a company controlled by Mr.
Tyagi's wife, without full disclosure or the approval of this
Court, thereby creating a windfall for Mr. Tyagi's family at the
expense of the Debtors' estates.

However, in the weeks since the cases were commenced, it has
become clear to BAPL that the best interests of creditors,
shareholders, and the Debtors' estates will not be served by
continuing in Chapter 11 (even under the supervision of a
trustee), but only by dismissal of these cases in their entirety,
BAPL states in the Aug. 20 filing.

According to BAPL, the cases must be dismissed because the
continuation of these cases will serve no valid bankruptcy
purpose.  The Debtors here have submitted no evidence identifying
any legitimate bankruptcy purpose for these cases.

BAPL claims that among other things, the cases present a prime
example of a two-party controversy that does not belong in
bankruptcy.  The Debtors advised the Court that "at the
end of the day, what we have here is a difficult shareholder
dispute."  The thrust of the cases is a fight between BAPL and Mr.
Tyagi for control of Cloudeeva Delaware.  BAPL is the 62% majority
shareholder of Cloudeeva Florida, holds an unsecured claim of
approximately $6 million against Cloudeeva Delaware, and remains
the only equity holder or unsecured creditor to have actively
participated in the cases.

BAPL was the only creditor to attend the meeting to appoint an
official committee of unsecured creditors; as a result, no
committee was formed.  According to BAPL, the pool of unsecured
claims in the cases is small and consists primarily of trade debt,
the majority of which has been (or will soon be) paid pursuant to
the Court's critical vendor order.

BAPL states that the timing of the filing of the cases leaves no
doubt that Mr. Tyagi caused their initiation in order to avoid a
decision by the California Court on BAPL's receiver motion and a
conclusion of the California arbitration, both of which would have
likely resulted in Mr. Tyagi being ousted from control of the
company.  "The California Court overseeing the arbitration would
have heard BAPL's receiver motion -- which was filed at the
invitation of the California Court -- the morning after these
Cases were commenced, and the JAMS arbitration would have
concluded this week," BAPL says.

A copy of BAPL's Aug. 20 response is available for free at:

  http://bankrupt.com/misc/CLOUDEEVAINC_110_dismissalresp.pdf

                       About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services.  The company provides information technology staffing
services to major clients and third party vendors in the United
States and India.  The company headquarters are in East Windsor,
New Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014.

Cloudeeva estimated assets of at least $10 million and debt of
less than $10 million.  The company said only $209,000 is owing to
its lender Prestige Capital Corp. and more than $5.2 million is
owed for trade vendor payables.

The cases are assigned to Judge Kathryn C. Ferguson.  The cases
are jointly administered under Lead Case No. 14-24874.

The Debtors have tapped Lowenstein Sandler LLP as counsel, and
Kurtzman Carson Consultants LLC as claims and noticing agent.

According to the docket, the Debtors' exclusive right to file a
plan expires on Nov. 18, 2014.


CLOUDEEVA INC: Court Okays Payment of Critical Vendors' Claims
--------------------------------------------------------------
The Hon. Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey entered a final order authorizing
Cloudeeva, Inc., and its affiliates to pay pre-petition claims of
certain critical vendors.

If a critical vendor refuses to supply goods to the Debtors on
customary trade terms following payment of any portion of its
critical vendor claim, or fails to comply with any trade agreement
it entered into with the Debtors, the Debtors are authorized to
(i) declare that any trade agreement between the Debtors and the
critical vendor is terminated (if applicable),
and (ii) declare that any payments made to the critical vendor on
account of its critical vendor claim, whether pursuant to a trade
agreement or otherwise, be deemed to have been in payment
of then-outstanding post-petition claims of the critical vendor
and any further payments contemplated under a trade agreement
would not be due or payable without further order of the
Court.

As reported by the Troubled Company Reporter on July 24, 2014, the
Debtors sought court approval to pay prepetition claims of certain
vendors that are critical to operations, up to
$1.23 million on an interim basis, and up to $1.45 million on a
final basis.  The Debtors have determined that 62 of their
vendors, who are collectively owed $1.45 million as of the
Petition Date, are critical vendors.  Fifty-one of the critical
vendors, who are owed $905,000 as of the Petition Date, are
consulting companies that provide or previously provided
consultants to the Debtors for placement on-site with the Debtors'
customers.

On Aug. 7, 2014, Robert Kaleta, creditor and former senior vice
president of business development for Cloudeeva, Inc., filed an
objection to the Debtors' motion to pay allegedly critical vendor
Cloudeeva India.  Mr. Kaleta filed a suit against Cloudeeva and
Cloudeeva President and CEO Adesh Tyagi in the Superior Court of
the State of California for Contra Costa County in a whistleblower
action under California Labor Code Section 1102.5 on the grounds
that Mr. Tyagi fired Mr. Kaleta two days after Mr. Kaleta reported
to Mr. Tyagi that Cloudeeva was involved in
multiple and widespread violations of immigration law in the
placement of Indian nationals for employment in the U.S.
Cloudeeva filed a notice of stay in the state court action.

Mr. Kaleta claimed in its Aug. 7 court filing that he has
substantial employment-related claims against Cloudeeva that
Cloudeeva is attempting to forestall by filing its present
bankruptcy.  Despite the financial distress that Mr. Tyagi caused
Mr. Kaleta by abruptly firing him in retaliation for reporting
violations of the law and now forcing creditor Mr. Kaleta to
pursue those claims in the bankruptcy court, Mr. Kaleta learned
that Mr. Tyagi sought court approval to transfer $145,000 per
month on an on-going basis to a company controlled by his father
in India.

Mr. Kaleta stated that Cloudeeva's proposal to pay $145,000 per
month to an Indian company owned by Cloudeeva's CEO's father and
whose only customer is his son's business, is a transparent
attempt to improperly spirit money out of the country, parking it
in friendly hands irretrievably beyond the reach of Cloudeeva's
creditors, including Mr. Kaleta.  Mr. Kalate objected to this
effort to transfer substantial assets on an ongoing monthly basis
to a close family member of the debtor's CEO located overseas.

Mr. Kaleta asked that the Court deny Cloudeeva's request as to
Cloudeeva India and in lieu of paying $145,000 per month to
Cloudeeva India, the Court order that these services be put out
for competitive bid and an independent third party service
provider perform these functions in order to ensure that the
$145,000 per month is not at best, the result of a prior pre-
existing 'sweetheart' deal between father and son designed, for
example, to effectuate the repatriation of U.S. profits offshore
and at worst, a scheme to improperly defeat creditors' claims.

A copy of the objection is available for free at:

http://bankrupt.com/misc/CLOUDEEVAINC_63_cirticalvendorsobj.pdf

Mr. Kaleta is represented by:

      Law Offices of Paul B. Justi
      Paul B. Justi, Esq.
      1981 North Broadway, Swuite 250
      Walnut Creek, CA 94596
      Tel: (925) 256-7900
      Fax: (925) 256-9204
      E-mail: pbjusti@comcast.net

                       About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services.  The company provides information technology staffing
services to major clients and third party vendors in the United
States and India.  The company headquarters are in East Windsor,
New Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014.

Cloudeeva estimated assets of at least $10 million and debt of
less than $10 million.  The company said only $209,000 is owing to
its lender Prestige Capital Corp. and more than $5.2 million is
owed for trade vendor payables.

The cases are assigned to Judge Kathryn C. Ferguson.  The cases
are jointly administered under Lead Case No. 14-24874.

The Debtors have tapped Lowenstein Sandler LLP as counsel, and
Kurtzman Carson Consultants LLC as claims and noticing agent.

According to the docket, the Debtors' exclusive right to file a
plan expires on Nov. 18, 2014.


CLOUDEEVA INC: Has Final Okays Financing From Prestige Capital
--------------------------------------------------------------
The Hon. Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey entered a final order approving factoring
agreement and authorizing Cloudeeva, Inc., and its affiliates to
obtain financing from Prestige Capital Corporation.

As reported by the Troubled Company Reporter on July 24, 2014, the
Debtors sought the Court's permission to keep their factoring
agreement with Prestige Capital in order to meet their payroll
obligations to employees.  Pursuant to the Factoring Agreement,
Prestige Capital would pay the Debtors 80% of the face value of
the accounts sold under the Factoring Agreement up to a maximum
amount of $2 million.  Prestige Capital would then hold in reserve
the difference between the purchase price for the receivables
purchased and the 80% down payment.  Provided that there were no
outstanding charge backs or disputes, Prestige Capital would pay
the reserve, less any sums due Prestige Capital within five
business days of the date on which the accounts were collected.
Prestige Capital would earn a fee on each account purchased based
on a sliding scale depending on when the account was collected.

Pursuant to that pre-petition relationship, Prestige Capital
asserts that the Debtors owe Prestige Capital for charge backs,
fees, and other costs as of the Petition Date, subject to
specification, in the approximate amount of $150,000, which sums
Prestige Capital alleges is property secured by a valid, perfected
enforceable first priority security interest in the pre-petition
collateral.

Prestige Capital is willing to provide the Debtor with post-
petition financing through the purchase of open and eligible
accounts receivable in accordance with the terms and provisions of
the proposed Factoring Agreement, so to enable the Debtor to
continue to operate its business.

The Debtors require this post-petition financing in order to
continue to operate its business, and the Debtor has been unable
to obtain unsecured credit or to obtain secured credit on any
basis other than that offered by Prestige Capital.  Unless the
post-petition financing offered by Prestige Capital is obtained,
the Debtor will be unable to operate its business, to preserve its
assets, or otherwise to protect the interests of its creditors.

A copy of the final order is available for free at:

    http://bankrupt.com/misc/CLOUDEEVAINC_109_financingord.pdf

The Court previously entered an interim order on Aug. 13, 2014,
approving the Factoring Agreement and authorizing the financing
from Prestige Capital.  The Court authorized the Debtor to sell
its accounts to Prestige Capital through and including Aug. 19,
2014, such that the advances made by Prestige Capital to the
Debtor do not exceed $900,000.  The Debtor was further authorized
to sell additional accounts to Prestige Capital through and
including Aug. 19, 2014, such that Prestige Capital may make
additional advances to the Debtor up to $450,000 provided that for
each advance BPL consents to or the Court enters a further order
authorizing payment of these expenses from the advance:
(i) pre-petition sums due to American Express, in an amount not to
exceed $284,069.82; (ii) additional critical vendors; (iii) an
additional $70,000 to Cloudeeva India pursuant to the motion to
approve payment of pre-petition claims of foreign vendors; and
(iv) reimbursement of immigration fees paid by recruits whose U.S.
visa applications were not approved, in an amount not to exceed
$24,000.  A hearing on the entry of a final court order was set
for Aug. 20, 2014.

                       About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services.  The company provides information technology staffing
services to major clients and third party vendors in the United
States and India.  The company headquarters are in East Windsor,
New Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014.

Cloudeeva estimated assets of at least $10 million and debt of
less than $10 million.  The company said only $209,000 is owing to
its lender Prestige Capital Corp. and more than $5.2 million is
owed for trade vendor payables.

The cases are assigned to Judge Kathryn C. Ferguson.  The cases
are jointly administered under Lead Case No. 14-24874.

The Debtors have tapped Lowenstein Sandler LLP as counsel, and
Kurtzman Carson Consultants LLC as claims and noticing agent.

According to the docket, the Debtors' exclusive right to file a
plan expires on Nov. 18, 2014.


CLOUDEEVA INC: Taps Lowenstein Sandler as Bankruptcy Counsel
------------------------------------------------------------
Cloudeeva, Inc., and its affiliates ask the Hon. Kathryn C.
Ferguson of the U.S. Bankruptcy Court for the District of New
Jersey for authorization to employ Lowenstein Sandler LLP as
counsel to the Debtors, effective as of the Petition Date.

A hearing for the Court to consider the employment of Lowenstein
Sandler is September 9, 2014 at 10:00 a.m.

Lowenstein Sandler will, among other things, provide the Debtors
with advice and preparing all necessary documents regarding debt
restructuring, bankruptcy and asset dispositions.  Lowenstein
Sandler will be paid at these hourly rates.

      Partners                                    $500 - $985
      Senior Counsel and Counsel                  $385 - $685
      Associates (generally less than
      6 years experience)                         $275 - $480
      Paralegals and Legal Assistants             $160 - $270

To the best of the Debtors' knowledge, the members, counsel, and
associates of Lowenstein Sandler do not have any connection with
the Debtors, their creditors, or any other party-in-interest, or
their respective attorneys.  The Debtors submit that Lowenstein
Sandler is "disinterested" and dose not hold or represent an
interest adverse to the Debtors' estates.

On Aug. 19, 2014, the Court entered an order amending the order
authorizing the retention of Kurtzman Carson Consultants LLC as
claims and noticing agent for the Debtors as of the Petition Date.
These paragraphs of the services agreement are stricken:
(i) Paragraph VIII - Bank Accounts; (ii) Paragraph IX. B. -
Limitation of Liability of KCC; and (iii) Paragraph XVII ?
Arbitration.

In all other respects, the terms of the initial KCC court order
will remain in full force and effect.

                       About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services.  The company provides information technology staffing
services to major clients and third party vendors in the United
States and India.  The company headquarters are in East Windsor,
New Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014.

Cloudeeva estimated assets of at least $10 million and debt of
less than $10 million.  The company said only $209,000 is owing to
its lender Prestige Capital Corp. and more than $5.2 million is
owed for trade vendor payables.

The cases are assigned to Judge Kathryn C. Ferguson.  The cases
are jointly administered under Lead Case No. 14-24874.

The Debtors have tapped Kurtzman Carson Consultants LLC as claims
and noticing agent.

According to the docket, the Debtors' exclusive right to file a
plan expires on Nov. 18, 2014.


CLOUDEEVA INC: Taps Punhani to Handle Matters of Immigration Law
----------------------------------------------------------------
Cloudeeva, Inc., and its affiliates seek authorization from the
Hon. Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey to employ, effective as of the Petition
Date, Punhani Law Firm LLC as special counsel to the Debtors,
to continue to provide the legal services provided prior to the
Petition Date, including matters of immigration law, filings with
United States Citizenship and Immigration Services and
Department of Labor, filing H1-B Specialty Occupation Worker
petitions (I-129H) for Beneficiaries and Green Card Processing.

Punhani Law will coordinate with the Debtors and Lowenstein
Sandler LLP, to ensure that the services provided by Punhani Law
and Lowenstein Sandler will be complimentary of each other and not
duplicative.

Ankush Punhani, Esq., a partner at Punhani Law, attested to the
Court that the firm does not hold or represent any interest
adverse to the Debtors or their estates with respect to the
matters for which it is being employed.

Currently, Punhani Law is counsel of record on approximately 30
petitions and requests from USCIS that require attention.

During the Chapter 11 cases, Punhani Law will apply to the Court
for  allowance of compensation and reimbursement of actual and
necessary expenses.  The Debtors and Punhani Law have agreed that
the firm will be paid its  customary rates at a discount for
services rendered.  On Aug. 20, 2014, the Debtors filed a motion
for an order authorizing the Debtors to file the schedule of
Punhani Law fees under seal  in order to protect the confidential
commercial information related to the discounted fees.

                       About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services.  The company provides information technology staffing
services to major clients and third party vendors in the United
States and India.  The company headquarters are in East Windsor,
New Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014.

Cloudeeva estimated assets of at least $10 million and debt of
less than $10 million.  The company said only $209,000 is owing to
its lender Prestige Capital Corp. and more than $5.2 million is
owed for trade vendor payables.

The cases are assigned to Judge Kathryn C. Ferguson.  The cases
are jointly administered under Lead Case No. 14-24874.

The Debtors have tapped Lowenstein Sandler LLP as counsel, and
Kurtzman Carson Consultants LLC as claims and noticing agent.

According to the docket, the Debtors' exclusive right to file a
plan expires on Nov. 18, 2014.


COATES INTERNATIONAL: Up to 40 Million Common Shares for Resale
---------------------------------------------------------------
Coates International, Ltd., filed with the U.S. Securities and
Exchange Commission a prospectus relating to the resale of up to
40,000,000 shares of its common stock, par value $0.0001 per
share, issuable to Southridge Partners LLC, pursuant to a "put
right" under an equity purchase agreement.

The EP Agreement permits the Company to "put" up to $10,000,000 in
shares of the Company's common stock to Southridge over a period
of up to 36 months.  The Company will not receive any proceeds
from the sale of these shares of common stock.  However, the
Company will receive proceeds from the sale of securities pursuant
to the Company's exercise of this put right offered by Southridge.
The Company will bear all costs associated with this registration.

The Company's Common Stock is traded on OTCQB; an OTC market tier
for companies that report to the SEC.  Investors can find quotes
and market information for the Company at www.otcmarkets.com under
the ticker symbol "COTE".  Only a limited public market currently
exists for the Company's Common Stock.  On Aug. 15, 2014, the
closing price of the Company's common stock was $0.03 per share.

A full-text copy of the Form S-1 prospectus is available at:

                        http://is.gd/3ekEGm

                     About Coates International

Based in Wall Township, N.J., Coates International, Ltd.
(OTC BB: COTE) -- http://www.coatesengine.com/-- was incorporated
on August 31, 1988, for the purpose of researching, patenting and
manufacturing technology associated with a spherical rotary valve
system for internal combustion engines.  This technology was
developed over a period of 15 years by Mr. George J. Coates, who
is the President and Chairman of the Board of the Company.

The Coates Spherical Rotary Valve System (CSRV) represents a
revolutionary departure from the conventional poppet valve.  It
changes the means of delivering the air and fuel mixture to the
firing chamber of an internal combustion engine and of expelling
the exhaust produced when the mixture ignites.

Coates International reported a net loss of $2.75 million on
$19,200 of total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $4.53 million on $19,200 of total
revenues for the year ended Dec. 31, 2012.

As of March 31, 2014, the Company had $2.36 million in total
assets, $5.48 million in total liabilities and a $3.11 million
total stockholders' deficiency.

Cowan, Gunteski & Co., P.A., in Tinton Falls, New Jersey, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company continues to have negative cash
flows from operations, recurring losses from operations, and a
stockholders' deficiency.


COCRYSTAL PHARMA: Phillip Frost Reports 47.8% Equity Stake
----------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Phillip Frost, M.D., and Frost Gamma Investments Trust
disclosed that as of Aug. 11, 2014, they beneficially owned
100,269,114 shares of common stock of Cocrystal Pharma, Inc.,
representing 47.8 percent of the shares outstanding.

Dr. Frost is the trustee of Frost Gamma Investments Trust.  Frost
Gamma L.P. is the sole and exclusive beneficiary of Frost Gamma
Investments Trust.  Dr. Frost is one of two limited partners of
Frost Gamma L.P.  The general partner of Frost Gamma L.P. is Frost
Gamma, Inc., and the sole shareholder of Frost Gamma, Inc., is
Frost-Nevada Corporation. Dr. Frost is the sole shareholder of
Frost-Nevada Corporation.

The Trust acquired a total of 111,200 shares of the Company's
common stock in open market transactions on Aug. 11, 2014, and
Aug. 12, 2014, for a total purchase price of $32,406 using funds
from working capital of the Trust.

A copy of the regulatory filing is available at:

                        http://is.gd/lvQFT4

                       About Cocrystal Pharma

Cocrystal Pharma, Inc.'s primary business going forward is to
develop novel medicines for use in the treatment of human viral
diseases.  Cocrystal has been developing novel technologies and
approaches to create first-in-class and best-in-class antiviral
drug candidates since its initial funding in 2008.  Subsequent
funding was provided to Cocrystal Discovery, Inc., by Teva
Pharmaceuticals Industries, Ltd., or Teva, in 2011.  The Company's
focus is to pursue the development and commercialization of broad-
spectrum antiviral drug candidates that will transform the
treatment and prophylaxis of viral diseases in humans.  By
concentrating its research and development efforts on viral
replication inhibitors, the Company plans to leverage its
infrastructure and expertise in these areas.

On Jan. 2, 2014, Biozone Pharmaceuticals, Inc., merged with
Cocrystal Discovery, Inc.  The Company was previously incorporated
in Nevada under the name Biozone Pharmaceuticals, Inc.  On
March 18, 2014, the Company reincorporated in Delaware under the
name Cocrystal Pharma, Inc.

Biozone incurred a net loss of $7.96 million in 2012, as compared
with a net loss of $5.45 million in 2011.

The Company's balance sheet at March 31, 2014, showed $10.48
million in total assets, $12.55 million in total liabilities and a
$2.07 million total stockholders' deficit.

Paritz and Company. P.A., in Hackensack, New Jersey, issued a
"going concern" qualification on the consolidated financial
statements of Biozone for the year ended Dec. 31, 2012.  The
independent auditors noted that the Company has incurred operating
losses for its last two fiscal years, has a working capital
deficiency of $5,255,220, and an accumulated deficit of
$14,128,079.  These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.


COLOREP INC: Court Dismisses Chapter 11 Cases
---------------------------------------------
The Hon. Julia W. Brand of the U.S. Bankruptcy Court for the
Central District of California has dismissed Colorep, Inc., et
al.'s Chapter 11 cases.

As reported by the Troubled Company Reporter on May 13, 2014,
Colorep and Transprint USA, Inc., asked the Court to dismiss the
bankruptcy cases of the Debtors.  The Debtors said that the
dismissal of the cases is the most cost-effective way for them to
emerge from the bankruptcy proceedings and will not negatively
impair the rights of any creditors.  The Debtors have sold
substantially all their assets in a Court-approved sale and do not
anticipate making any distribution to creditors.

The TCR reported on June 18, 2014, that Synergy Partners USA, LLC,
and Michael Cohen sought a delay of the dismissal of the cases on
the grounds that dismissal, while two administrative expense
claimants' claims have not been paid, is not in the best interests
of the creditors or the Debtors' estates and Synergy and Cohen
will suffer prejudice if the case is dismissed before their Motion
for Administrative Claims is heard.  Synergy and Cohen asserted
that they provided postpetition services to the Debtors for which
they have not been paid.

                         About Colorep Inc.

Colorep Inc., an industrial printer from Harrisonburg, Virginia,
filed for Chapter 11 protection (Bankr. C.D. Calif. Case No.
13-27689) on July 10, 2013, in Los Angeles, owing $17 million to
secured lender Meserole LLC.  The company licenses a fabric-dyeing
process known as AirDye.  Colorep's subsidiary Transprint USA Inc.
also filed in Chapter 11.  Transprint produces transfer-printing
paper.

Gary E. Klausner, Esq., at Stutman, Treister & Glatt, P.C.
represents Colorep as reorganization counsel while Stubbs,
Alderton & Markiles LLP serves as it special corporate counsel.
Executive Sounding Board Associates Inc., served as chief
restructuring officer.

Meserole, LLC, is represented by Frank T. Pepler, Esq., and Stuart
M. Brown, Esq., at DLA Piper LLP (US).


COMMACK HOSPITALITY: Plan Confirmation Hearing on Oct. 1
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the bankruptcy court will convene a hearing on Oct. 1
to consider approval of the reorganization plan filed by Commack
Hospitality LLC, owner of a former Wingate hotel in Brentwood, New
York.  According to the report, at the same Oct. 1 hearing,
secured lender Stabilis Master Fund III LLC will ask the court to
dismiss the Chapter 11 case or allow foreclosure, or terminate
so-called exclusivity so that it can file a competing plan.

                   About Commack Hospitality

Commack Hospitality, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 14-70931) on March 10, 2014.  The
petition was signed by Viral Patel as managing member.  In its
schedules and statements, the Debtor listed $17 million in assets
and $13 million in liabilities.  Laurence May, Esq., and Mark
Tsukerman, Esq., of Cole Schotz Meisel Forman & Leonard PA serve
as the Debtor's counsel.  Judge Alan S. Trust presides over the
case.


COMPETITIVE TECHNOLOGIES: Now Known as Calmare Therapeutics
-----------------------------------------------------------
The annual meeting of shareholders of Competitive Technologies,
Inc., was held on Aug. 14, 2014, at which the shareholders:

   1. elected Peter Brennan, Rustin R. Howard, Conrad Mir, Robert
      G. Moussa, Carl D. O'Connell and Stanley K. Yarbro, Ph. D.,
      as directors to hold office until the next annual meeting of
      the Company's shareholders or until their successors have
      been elected and qualified;

   2. ratified the selection of Mayer Hoffman McMann, CPAs, as the
      Company's independent registered public accounting firm for
      the fiscal year ending Dec. 31, 2014;

   3. approved an amendment to the Certificate of Incorporation to
      change the name of the Company from Competitive
      Technologies, Inc., to Calmare Therapeutics Incorporated;
      and

   4. approved an amendment to the Certificate of Incorporation to
      effect a one-for-ten reverse stock split of the Company's
      common stock.

On Aug. 20, 2014, Competitive Technologies, Inc. changed its name
to Calmare Therapeutics Incorporated, pursuant to the filing of an
Amendment to the Company's Articles of Incorporation with the
Secretary of State of the State of Delaware.

                    About Competitive Technologies

Fairfield, Conn.-based Competitive Technologies, Inc. (OTC QX:
CTTC) -- http://www.competitivetech.net/-- was established in
1968.  The Company provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's
Calmare(R) pain therapy medical device continue to be the major
source of revenue for the Company.

Competitive Technologies incurred a net loss of $3 million on
$546,139 of gross profit from product sales in 2012, as compared
with a net loss of $3.59 million on $1.86 million of gross profit
from product sales in 2011.  The Company's balance sheet at
Sept. 30, 2013, showed $4.70 million in total assets, $10.42
million in total liabilities, and a $5.71 million total
shareholders' deficit.

Mayer Hoffman McCann CPAs (The New York Practice of Mayer Hoffman
McCann P.C.), in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that at Dec. 31,
2012, the Company has incurred operating losses since fiscal year
2006.


CONSTRUCTORA DE HATO: Fails to File Plan; Case Dismissed
--------------------------------------------------------
The Hon. Brian K. Tester of the U.S. Bankruptcy Court for the
District of Puerto Rico has dismissed Constructora De Hato's
Chapter 11 bankruptcy case because the Debtor failed to comply
with the July 3, 2014 court order that gave the Debtor until 10
days to show cause as to why they failed to file their plan of
reorganization and accompanying disclosure statement.

As reported by the Troubled Company Reporter on May 26, 2014, the
Court extended until July 1, 2014, the time by which the Debtor
should file a plan and a disclosure statement.  The CR reported
that the Debtor said the offers it received thus far for the
purchase of its realty had been unreasonable, thus it had been
unable to liquidate its realty and raise the necessary funds to
execute a feasible plan.

                    About Constructora De Hato

San Juan, Puerto Rico-based Constructora De Hato owns parcels of
land in Puerto Rico with an aggregate value of $1.82 million.  It
filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-02876-11)
in Old San Juan, Puerto Rico, on April 13, 2012.  The petition was
signed by Waldemar Carmona Gonzalez, president.  The Debtor is
represented by Charles Alfred Cuprill, Esq., at Charles A.
Curpill, PSC Law Office, in San Juan.  Luis R. Carrasquillo & Co.,
PSC, serves as financial consultant.  In its schedules, as
amended, the Debtor disclosed $10,701,724 in assets and $6,847,693
in liabilities.


CRAILAR TECHNOLOGIES: Incurs $1.96-Mil. Loss in June 28 Quarter
---------------------------------------------------------------
CRAiLAR Technologies Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.96 million on $742,564 of revenues for
the thirteen week period ended June 28, 2014, compared with a net
loss of $3.03 million on $182,376 of revenues for the thirteen-
week period ended June 29, 2013.

The Company's balance sheet at June 28, 2014, showed
$22.82 million in total assets, $25.61 million in total
liabilities, and a total stockholders' deficit of $2.79 million.

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

                       http://is.gd/ZZLTjb

CRAiLAR Technologies Inc., a development stage company, is engaged
in the business of technological development and of natural
sustainable fibers.  It primarily deploys and produces its
proprietary CRAiLAR Flax fibers, as well as CRAiLAR processing
technologies targeted at the natural yarn and textile, and the
cellulose pulp and composites industries.  The company develops
CRAiLAR Fiber for textiles, which is flax, hemp, or other
sustainable bast fiber available in various blends, textures,
colors, and applications; and CRAiLAR technologies for the
processing of cellulose-based fibers in pulp and paper, and high
grade dissolving pulp for use in the additives, ethers, and the
performance apparel industries. It also processes CRAiLAR shive
and seed products.  The company was formerly known as Naturally
Advanced Technologies Inc. and changed its name to Crailar
Technologies Inc. in October 2012.  Crailar Technologies Inc. was
founded in 1998 and is headquartered in Victoria, Canada.


CRUNCHIES FOOD: Seeks Authority to Use Cash Collateral
------------------------------------------------------
Crunchies Food Company, LLC, seeks authority from the U.S.
Bankruptcy Court Central District of California, Santa Barbara
Division, to use cash collateral to operate, maintain and preserve
its business.  The Debtor said it has no ability to continue to
operate its business and maintain and preserve the going-concern
value of its business unless the Debtor has immediate access to
and use of its cash to pay the Debtor's ordinary operating
expenses.

In December 2013, the Debtor received a loan for $1.5 million from
Seung Chung, as Trustee of the Chung Family Trust, and then an
additional $500,000 in February 2014, which loan is allegedly
secured by all of the Debtor's assets.  The Debtor also received
two loans in the amounts of $300,000 and $500,000 in 2010 and a
third loan in the amount of $4.2 million in October 2011 for a
total loan amount of $5 million from the Donald Delaski Revocable
trust, which loan is allegedly secured by all of the Debtor's
assets.

The Provident Trust Group, LLC, and The Chung Family Trust, filed
an objection to the proposed use of cash collateral, complaining
that the Debtor cannot possibly satisfy its burden of
demonstrating that the Senior Secured Lenders are adequately
protected by the collateral that secured the repayment of the
Senior Secured Lenders' loan, or by the Debtor's prospective
profitable operations, the Debtor relies upon an enterprise value
that was apparently calculated based upon a multiple of the
Debtor's sales.  The use of this valuation is not supported by the
law or any competent evidence, the Senior Secured Lenders assert.

The Donald Delaski Revocable Trust complains that the Cash
Collateral Motion is not accompanied by any current or historical
financial statements, and without this financial data, the Delaski
Trust cannot obtain a full understanding of the Debtor's actual
state of affairs.

Chaucer Foods UK Limited, a supplier that the Debtor failed to
pay, relates that it is currently in discussions with secured
creditors Chung and Delaski and intends to submit an offer to
provide for the sale of the Debtor's assets to a to-be-formed
purchaser and would result in the waiver of Chung's $2 million
claim, DeLaski's $5 million claim, and Chaucer's $1 million claim.
Chaucer asked that the Court continue the hearing on the Cash
Collateral Motion to Aug. 25, or the earliest date that is
convenient for the Court thereafter, and pending the continued
hearing the Debtor's use of cash collateral should be limited to
the payment of only those expenses necessary to prevent
irreparable harm and should be based on the Debtor's current cash
on hand.

The Senior Secured Lenders are represented by:

         Richard W. Esterkin, Esq.
         MORGAN, LEWIS & BOCKIUS LLP
         300 South Grand Avenue
         Twenty-Second Floor
         Los Angeles, CA 90071-3132
         Tel: (213) 612-2500
         Fax: (213) 612-2501
         E-mail: resterkin@morganlewis.com

The Delaski Trust is represented by:

         Sean A. O'Keefe, Esq.
         OKEEFE & ASSOCIATES LAW CORPORATION, P.C.
         4675 MacArthur Court, Suite 550
         Newport Beach, CA 92660
         Tel: (949) 334-4135
         Fax: (949) 274-8639
         E-mail: sokeefe@okeefelc.com

Chaucer is represented by:

         Evan D. Smiley, Esq.
         Philip E. Strok, Esq.
         Robert S. Marticello, Esq.
         WEILAND, GOLDEN, SMILEY, WANG EKVALL & STROK, LLP
         650 Town Center Drive, Suite 950
         Costa Mesa, CA 92626
         Tel: (714) 966-1000
         Fax: (714) 966-1002
         E-mail: esmiley@wgllp.com
                 pstrok@wgllp.com
                 rmarticello@wgllp.com

                    About Crunchies Food

Crunchies filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal.
Case No. 14-bk-11776) in Santa Barbara, California, on Aug. 15,
2014.  The case is assigned to Judge Peter Carroll.

The Debtor has tapped David L. Neale, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, serves as counsel.  For its
legal services, the firm has agreed to accept $50,000.


CRUNCHIES FOOD: Section 341(a) Meeting Scheduled for Sept. 18
-------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Crunchies Food
Company, LLC, will be held on Sept. 18, 2014, at 9:00 a.m. at 128
E Carrillo St., Santa Barbara, Calif.

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.

Crunchies Food Company, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-bk-11776) in Santa Barbara,
California, on Aug. 15, 2014.  The case is assigned to Judge Peter
Carroll.  The Debtor has tapped David L. Neale, Esq., at Levene
Neale Bender Yoo & Brill LLP, as counsel.  Westlake Village,
California-based Crunchies estimated $10 million to $50 million in
assets and debt.


DETROIT, MI: Modifies Plan To Incorporate DWSD Bonds Tender
-----------------------------------------------------------
The City of Detroit filed with the U.S. Bankruptcy Court for the
Eastern District of Michigan, Southern Division, a Sixth Modified
Plan of Adjustment to, among other things, incorporate the
proposed tender process related to Detroit Water and Sewerage
Department bonds.  Under the Plan, if the City votes to accept the
purchase of some or all of the DWSD tendered bonds and a
settlement date is finalized, bond holders' claims will be
reinstated.

Steven Church, writing for Bloomberg News, reported that the city
offer to exchange more than $5 billion in water and sewer bonds
for new debt and said a deal on a new water agency may emerge from
mediation talks with its suburbs.  The city, according to the
Bloomberg report, will agree to form an agency to take over its
water and sewage department only if the surrounding suburban
counties of Macomb, Oakland and Wayne agree to drop opposition to
the plan of debt adjustment.  Under the refinancing plan, the city
will raise $5.5 billion, about $190 million of which will be used
to improve its sewage-disposal system. The rest will be used to
replace the old bonds on similar terms, the Bloomberg report
related.

A redlined version of the Sixth Amended Plan dated Aug. 20, 2014,
is available at http://bankrupt.com/misc/DETROIT_plan0820.pdf

                  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.


DIGITAL DOMAIN: Can Probe Avoidance Actions Until Sept. 11
----------------------------------------------------------
The Hon. Brendan L. Shannon has signed off on a stipulation
between Digital Domain Media Group, Inc., the senior lenders and
the Official Committee of Unsecured Creditors, granting the
Committee standing with respect to D&O claims and avoidance
actions.

Pursuant to the Final DIP Order, the proceeds of the Avoidance
Actions and the Estate D&O Claims are Cash Collateral of the
Senior Lenders.  The order provides for a mechanism of sharing the
proceeds resulting from the liquidation of the avoidance actions
and the estate D&O claims among the Senior Lenders, the
Committee's professionals and "distribution creditors."

In addition, certain intangible assets of the Debtors' estates
that are DIP Collateral remain to be liquidated in these chapter
11 cases to maximize the value of the Intangibles for the Debtors'
estates.

The Committee is permitted to investigate and prosecute any
actions applicable to the intangible assets prior to the
expiration of any applicable statute of limitations, including the
tolling expiration date, which is Sept. 11, 2014.

                   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.


DIOCESE OF GALLUP: Searches for Insurance Coverage
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Diocese of Gallup, New Mexico, is asking a
bankruptcy court to extend, for the second time, until May 12, its
exclusive right to propose a Chapter 11 plan to address sexual-
abuse claims.  According to the report, citing court papers, the
diocese said it has hired an "insurance archeologist" to determine
whether the church had insurance policies that cover abuse claims.

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.

The Diocese of Gallup is the ninth Catholic diocese to seek
protection in Chapter 11 bankruptcy.


DOUGLAS RAY: Summary Judgment Ruling Against Battle Ground Upheld
-----------------------------------------------------------------
The Court of Appeals of Washington, Division Two, affirmed the
trial court's grant of summary judgment in favor of Douglas Ray
and the Estate of Irwin Jessen, its denial of Battle Ground Plaza
LLC's summary judgment motion, and its award of attorney fees.

BG Plaza LLC took an appeal from the superior court's (1) grant of
summary judgment for Ray and Jessen on its right of first refusal
claim; (2) denial of summary judgment on its seniority claim
against Dean Maldonado; and (3) award of attorney fees and costs
to Ray and Jessen. Ray and Jessen contracted to sell the Battle
Ground Plaza Shopping Center (BG Plaza Property) to BG Plaza LLC.
The contract included a right of first refusal provision for an
adjacent 0.5 acre undeveloped parcel (undeveloped parcel).

BG Plaza LLC argues the superior court erred by granting summary
judgment for Ray and Jessen because they failed to comply with the
right of first refusal provision. BG Plaza LLC argues Ray and
Jessen contracted to sell the undeveloped parcel to Maldonado
without advising BG Plaza LLC of the "Reciprocal Easement
Agreement" for parking it entered into with Maldonado as part of
the undeveloped parcel sale.

According to the Appeals Court, the bankruptcy court previously
approved the sale of the undeveloped parcel to Maldonado and
issued a final order on the sale. Thus, BG Plaza LLC's claim is
precluded under the doctrine of collateral estoppel and is an
improper collateral attack.

BG Plaza LLC also argues the superior court erred by denying its
motion for summary judgment on its seniority claim because its
rights to the BG Plaza Property are senior to any right Maldonado
received in the Reciprocal Easement Agreement.

The Appeals Court said that, because the sale of the BG Plaza
Property has not closed, BG Plaza LLC does not have an ownership
interest in the BG Plaza Property. Thus, BG Plaza LLC's seniority
claim is merely hypothetical and speculative and does not present
an actual, present, and existing dispute that is ripe for review.

BG Plaza LLC finally argues the superior court abused its
discretion when awarding Ray and Jessen attorney fees and costs
and denying its request for an offset of attorney fees.

"We disagree and affirm the superior court's award of attorney
fees," the Appeals Court said.

The case is, BATTLE GROUND PLAZA, LLC, Appellant/Cross Respondent,
v. DEAN MALDONADO and JANE DOE MALDONADO, husband and wife and
their marital community; MILLS END, LLC; MILLS END CENTER, LLC;
DRKBG, LLC; DOUGLAS RAY; and IRWIN JESSEN; Respondents/Cross
Appellants, No. 43874-7-II (Wash. App.).

Counsel to Respondent:

         Denise Joan Lukins, Esq.
         LAW OFFICE OF DENISE J. LUKINS
         10000 Ne 7th Ave Ste 403a
         Vancouver, WA, 98685-4548

Counsel for Appellant/Cross-Respondent:

         Ben Shafton, Esq.
         Attorney at Law
         900 Washington St Ste 1000,
         Vancouver, WA, 98660-3455

Counsel for Respondent/Cross-Appellant:

         Richard G. Matson, Esq.
         Landerholm, P.S.
         PO Box 1086
         Vancouver, WA, 98666-1086
         Tel: 360-816-2506 (WA)
              503-283-3393 (OR)
         Fax: 360-816-2549
         E-mail: dick.matson@landerholm.com

              - and -

         Jerret E. Sale, Esq.
         BULLIVANT HOUSER BAILEY PC
         1700 7th Ave Ste 1810
         Seattle, WA, 98101-1397
         Direct Dial: 206-521-6418
         Fax: 206-386-5130
         E-mail: jerret.sale@bullivant.com

          - and -

         Deborah Lynn Carstens, Esq.
         Attorney at Law
         1821 N 53rd St
         Seattle, WA, 98103-6115

Douglas M. Ray filed a Chapter 11 petition on August 10, 2005.
Mr. Ray and Irwin P. Jessen were co-owners of commercial real
estate consisting of a shopping center commonly known as the
Battle Ground Plaza Shopping Mall.  The Debtor and Mr. Jessen
later sold the mall to Battle Ground Plaza, LLC.


DOWNER DOWNS: Reports $164-K Net Earnings in Q2 Ended June 30
-------------------------------------------------------------
Dover Downs Gaming & Entertainment, Inc., filed its quarterly
report on Form 10-Q disclosing net income of $164,000 on $46.21
million of revenues for the three months ended June 30, 2014,
compared with net income of $491,000 on $50.05 million of revenues
for the same period last year.

The Company's balance sheet at June 30, 2014, showed
$182.74 million in total assets, $67.26 million in total
liabilities, and total stockholders' equity of $115.48 million.

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

                       http://is.gd/d6bomO

Dover Downs Gaming & Entertainment, Inc., is a gaming and
entertainment destination complex in Dover, Delaware.  The Dover
complex housed a 165,000-square foot casino that features popular
table games and the latest slot machines, a 500-room full-serviced
hotel with concert hall facilities, and a harness racing track
with pari-mutuel wagering on horse races.


DREIER LLP: Convicted Ex-Lawyer Called to Testify in Court
----------------------------------------------------------
Sara Randazzo, writing for Daily Bankruptcy Review, reported that
Sheila Gowan, the lawyer unwinding the Marc Dreier's former law
firm, said Mr. Dreier, who is serving a 20-year sentence for
duping investors out of hundreds of millions of dollars, shouldn't
be prevented from being temporarily released from prison to
testify at an upcoming trial.  According to the report, Ms. Gowan
has spent the past five-and-a-half years liquidating Dreier LLP to
help repay its debts after Mr. Dreier admitted to using his law
firm's funds to pay investors who purchased $700 million worth of
what ultimately turned out to be bogus promissory notes.

               About Marc Dreier and Dreier LLP

Marc Dreier founded New York-based law firm Dreier LLP --
http://www.dreierllp.com/-- in 1996.  On Dec. 8, 2008, the U.S.
Securities and Exchange Commission filed a suit, alleging that Mr.
Dreier made fraudulent offers and sales of securities in several
cities, selling fake promissory notes to hedge and other private
investment funds.  The SEC asserted that Mr. Dreier also
distributed phony financial statements and audit opinions, and
recruited accomplices in connection with that scheme.  Mr. Dreier,
currently in prison, was charged by the U.S. government for
conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No.
09-cr-00085).

Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
08-15051) on Dec. 16, 2008.  Stephen J. Shimshak, Esq., at Paul,
Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel.
The Debtor estimated assets of $100 million to $500 million, and
debts between $10 million and $50 million in its Chapter 11
petition.

Sheila M. Gowan, a partner with Diamond McCarthy, was appointed
Chapter 11 trustee for the Dreier law firm.  Ms. Gowan is
represented by Diamond McCarthy LLP.  Dickstein Shapiro LLP is the
trustee's special trial counsel.

Wachovia Bank National Association; the Dreier LLP Chapter 11
Trustee; and Steven J. Reisman as post-confirmation representative
of the bankruptcy estate of 360networks (USA) Inc. signed a
petition that put Mr. Dreier into bankruptcy under Chapter 7 on
Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371).  Mr. Dreier
pleaded guilty to fraud and other charges in May 2009.  The
scheme to sell $700 million in fake notes unraveled in late 2008.
Mr. Dreier is serving a 20-year sentence in a federal prison in
Minneapolis.

The May 15, 2014, edition of The Troubled Company Reporter said
the Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York confirmed the second amended Chapter
11 plan of liquidation filed by Sheila M. Gowan, the Chapter 11
trustee for Dreier LLP, and the Official Committee of Unsecured
Creditors.


DYNEGY INC: To Buy Assets From Duke, Energy Capital for $6.25B
--------------------------------------------------------------
Michael Calia, writing for DBR High Yield, reported that Dynegy
Inc. will nearly double its power generation capacity through
$6.25 billion in plant acquisitions from Duke Energy Corp. and
Energy Capital Partners.  According to the DBR High Yield report,
Dynegy will pay $2.8 billion for Duke's retail business and
ownership interest in 11 power plants in the Midwest, while the
deal with ECP -- worth $3.45 billion -- includes power-generation
company EquiPower Resources Corp. and coal-fired facility Brayton
Point Holdings.

Christopher Swann, writing for The New York Times' DealBook,
reported that the two deals make a return of ambition for the
power company, which once tried to buy Enron and eventually went
bust after a spat involving activist Carl C. Icahn.  The DealBook
said the new generation assets will nearly double Dynegy's
capacity to 26,000 megawatts and, the company says, should more
than double adjusted earnings before interest, taxes, depreciation
and amortization, or Ebitda.

Dynegy emerged from Chapter 11 in 2012, together with its
affiliate, Dynegy Holdings.  On June 27, 2014, Judge Cecelia G.
Morris of the U.S. Bankruptcy Court for the Southern District of
New York issued a final decree closing the Chapter 11 cases of
Dynegy Holdings, L.L.C., Dynegy Roseton, L.L.C., Dynegy
Danskammer, L.L.C., Hudson Power, L.L.C., and Dynegy Northeast
Generation, Inc.

                          About Dynegy

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) on Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.  Dynegy Holdings disclosed assets of
$13.77 billion and debt of $6.18 billion.

Dynegy Inc. on July 6, 2012, filed a voluntary petition to
reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to
effectuate a merger with Dynegy Holdings, pursuant to Holdings'
Chapter 11 plan.

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.  The financial advisor is FTI Consulting.

The Official Committee of Unsecured Creditors in Holdings' cases
has tapped Akin Gump Strauss Hauer & Feld LLP as counsel.

Dynegy Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012.  Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., won confirmation of
their plan of liquidation in March 2013, allowing the former
operating units of Dynegy to consummate a settlement agreement
resolving some lease trustee claims and sell their facilities.

                         *     *     *

This concludes the Troubled Company Reporter's coverage of Dynegy
Inc., Dynegy Holdings, and its affiliates until facts and
circumstances, if any, emerge that demonstrate financial or
operational strain or difficulty at a level sufficient to warrant
renewed coverage.


ECOTALITY INC: Opposes Competing Plan From Car Charging Group
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Ecotality Inc., the developer charging systems for
electric vehicles, joined with the Official Committee of Unsecured
Creditors in opposing a request from a buyer for permission to
file a competing Chapter 11 plan.  According to the report, the
Debtor and the Committee both oppose the proposal from the buyer,
an affiliate of Blink UYA LLC, to file a competing plan, which
Blink said would offer unsecured creditors at least $1 million in
additional distributions.

                      About Ecotality Inc.

Headquartered in San Francisco, California, Ecotality, Inc.
(Nasdaq: ECTY) -- http://www.ecotality.com-- is a provider of
electric transportation and storage technologies.

Ecotality Inc. along with affiliates including lead debtor
Electric Transportation Engineering Corp. sought Chapter 11
protection (Bankr. D. Ariz. Lead Case No. 13-16126) on Sept. 16,
2013, with plans to sell the business at an auction.

The cases are assigned to Chief Judge Randolph J. Haines.  The
Debtors' lead counsel are Charles R. Gibbs, Esq., at Akin Gump
Strauss Hauer & Feld LLP, in Dallas, Texas; and David P. Simonds,
Esq., and Arun Kurichety, Esq., at Akin Gump Strauss Hauer & Feld
LLP, in Los Angeles, California.  The Debtors' local counsel is
Jared G. Parker, Esq., at Parker Schwartz, PLLC, in Phoenix,
Arizona.  FTI Consulting, Inc. serves as the Debtors' crisis
manager and financial advisor.  The Debtors' claims and noticing
agent is Kurtzman Carson Consultants LLC.

Electric Transportation estimated assets of $10 million to $50
million and debt of $100 million to $500 million.  Unlike most
companies in bankruptcy, Ecotality has no secured debt.  It simply
ran out of money.  There's $5 million owing on convertible notes,
plus liability on leases.  Part of pre-bankruptcy financing took
the form of a $100 million cost-sharing grant from the U.S. Energy
Department.  In view of the San Francisco-based company's
financial problems, the government cut off the grant when $84.8
million had been drawn.

On Sept. 24, 2013, the Office of the United States Trustee for
Region 14 appointed a committee of unsecured creditors.

In October 2013, the bankruptcy judge cleared Ecotality to sell
most of the business to Car Charging Group Inc. for $3.3 million.
Two other buyers purchased other assets for $1 million in total.


EDENOR SA: Earns ARS15.8 Million in Second Quarter
--------------------------------------------------
Edenor S.A. has reported a profit of ARS15.76 million for the
three months ended June 30, 2014, compared to a profit of ARS1.81
billion for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a
loss of ARS722.80 million compared to profit of ARS1.30 billion
for the same period a year ago.

The Company's balance sheet at June 30, 2014, showed ARS7.40
billion in total assets, ARS6.95 billion in total liabilities and
ARS453.50 million in total equity.

Total cash and cash equivalents at June 30, 2014, were ARS161.35
million.

Edenor's capital expenditures during the second quarter of 2014
totaled ARS368.8 million, compared to ARS279.6 million in the
second quarter of 2013.  This increase was mainly due to the
increase in costs and key facilities for ensuring the proper
service provision.

"Given the fact that the realization of the projected measures to
revert the manifested negative trend depends, among other factors,
on the occurrence of certain events that are not under the
Company's control, such as the requested electricity rate
increases, the Board of Directors has raised substantial doubt
about the Company's ability to continue as a going concern in the
term of the next fiscal year, being obliged to defer certain
payment obligations, as previously mentioned, or unable to meet
expectations for salary increases or the increases recorded in
third-party costs," the Company stated in its report filed with
the U.S. Securities and Exchange Commission.

A full-text copy of the Form 6-K Report is available at:

                         http://is.gd/7GJmf5

                           About Edenor SA

Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN;
Buenos Aires Stock Exchange: EDN) is the largest electricity
distribution company in Argentina in terms of number of customers
and electricity sold (both in GWh and Pesos).  Through a
concession, Edenor distributes electricity exclusively to the
northwestern zone of the greater Buenos Aires metropolitan area
and the northern part of the city of Buenos Aires.

Edenor SA reported profit of ARS 772.7 million on ARS 3.44 billion
of revenue from sales for the year ended Dec. 31, 2013, as
compared with a loss of ARS 1.01 billion on ARS 2.97 billion of
revenue from sales in 2012.  Edenor reported a net loss of
ARS 291.38 million in 2011.


ELBIT IMAGING: Novartis to Invest $35 Million in Gamida
-------------------------------------------------------
Gamida Cell Ltd. -- in which Elbit Medical holds approximately
30.8% of the voting power -- and a vast majority of Gamida Cell's
shareholders signed an Option and Investment Agreements with
Novartis Pharma AG (Novartis).

Elbit Medical is a subsidiary Elbit Imaging Ltd.

Under the Agreements, Novartis will invest $35 million in Gamida
Cell in exchange for approximately 15% of Gamida Cell's share
capital and an option to purchase the holdings of the other
shareholders in Gamida Cell.

The Option is exercisable, for a limited period of time, following
Gamida Cell achieving certain milestones relating to the
development of NiCord.  Gamida Cell estimates that these
milestones will be met during 2015.  In any event, the Option, if
not exercised, will expire in first half of 2016.

Upon exercising the Option, Novartis would pay other shareholders
in Gamida Cell cash payments of approximately $165 million, in
accordance with the terms of the Agreements.  In addition, the
Sellers will be entitled to potential future payments which can
reach a total of $435 million, depending on certain development
and regulatory milestones and on sales of Gamida Cell's products.

Gamida Cell is currently conducting two Phase I/II trials using
the Product to treat patients suffering from hematologic
malignancies and Sickle Cell Disease.

Following completion of the investment under the Agreements (and
prior to the exercise of the Option) Elbit Medical will hold about
24.7% in Gamida Cell.  Elbit Medical is evaluating the accounting
implications of the Agreements on its financial statements.

Completion of the transaction is subject to closing conditions as
specified in the Agreements.

"At this point in time, there is no certainty that the investment
will be completed and/or that Novartis will exercise the Option
and/or that the milestones will be achieved and/or the Product or
any other of Gamida Cell's products will reach the market and
generate earn-out payments from their sales," the Company stated
in the press release filed with the U.S. Securities and Exchange
Commission.

                      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.


ENGLOBAL CORP: Amends Form 10-Q Report for Q2 to Correct Errors
---------------------------------------------------------------
ENGlobal Corporation had amended its quarterly report on Form 10-Q
for the quarterly period ended June 28, 2014, that was originally
filed with the U.S. Securities and Exchange Commission on Aug. 8,
2014, to correct certain references caused by source document
formula errors.  The amended Form 10 only changes the correct
amounts for the period ended June 28, 2014, for Common stock,
Additional paid-in capital and Accumulated deficit and the correct
amounts for the periods ended June 28, 2014, and Dec. 28, 2013,
for Other current liabilities, Total current liabilities and Long
term leases.  A full-text copy of the Form 10-Q/A is available for
free at http://is.gd/ofcgIT

                            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.

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.


ENTEGRA POWER: Wants to Hire O'Melveny & Myers as Attorney
----------------------------------------------------------
Entegra Power Group LLC and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
employ O'Melveny & Myers LLP as their attorney.

A hearing is set for Sept. 3, 2014, at 11:00 a.m., to consider
approval of the Debtors' employment request.  Objections, if any,
are due Aug. 27, 2014, at 4:00 p.m.

The firm is expected to:

  a) advise the Debtors of their rights, powers, and duties as
     debtors and debtors in possession in the continued management
     and operation of their businesses and properties;

  b) prepare on behalf of the Debtors all necessary and
     appropriate applications, motions, draft orders, other
     pleadings, notices, schedules, and other documents, and
     reviewing all financial and other reports to be filed
     in the Debtors' chapter 11 cases;

  c) advise the Debtors concerning, and preparing responses to,
     applications, motions, other pleadings, notices, and other
     papers that may be filed and served in the Debtors' chapter
     11 cases;

  d) advise the Debtors concerning actions that they might take to
     collect and recover property for the benefit of their
     estates;

  e) advise the Debtors concerning executory contracts and
     unexpired lease assumptions, assignments, and rejections;

  f) assist the Debtors in reviewing, estimating, and resolving
     any claims asserted against their estates;

  g) commence and conduct any and all litigation necessary or
     appropriate to assert rights held by the Debtors, protect
     assets of their estates, or otherwise further the goal of
     completing a successful reorganization;

  h) advise and assist the Debtors in connection with the
     solicitation, confirmation, and consummation of the Plan and
     related documents; and

  i) perform all other necessary legal services in connection with
     the Debtors' chapter 11 cases and other general corporate
     matters concerning the Debtors' businesses.

The firm's professionals and their hourly rates:

     Partners            $780-$1,150
     Attorneys           $395-$750
     Legal Assistants    $175-$350

The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

  George A. Davis, Esq.
  O'MELVENY & MYERS LLP
  Times Square Tower
  7 Times Square
  New York, NY 10036
  Tel: +1-212-326-2000
  Fax: +1-212-326-2061
  Email: gdavis@omm.com

                     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: Seeks to Employ KPMG as Auditor & Tax Consultant
---------------------------------------------------------------
Entegra Power Group LLC and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
employ KPMG LLP as their auditor and tax consultant.

A hearing is set for Sept. 3, 2014, at 11:00 a.m., to consider
approval of the Debtors' employment request.  Objections, if any,
are due Aug. 27, 2014, at 4:00 p.m.

The firm will provide these services:

  a) Audit Services. Work performed for any special audit-related
     projects, such as research and consultation on special
     business or financial issues in accordance with the
     engagement letter dated March 5, 2014.

  b) Tax Consulting Services. General tax consulting services with
     respect to the Debtors' proposed debt/equity restructuring in
     accordance with the engagement letter dated Jan. 21, 2014
     (as supplemented by an addendum dated March 12, 2014).

  c) Tax Opinion Letter.

     1) Issuance of a tax opinion letter concerning the tax
        characterization of debt as non-recourse or recourse and
        the character of taxable income recognized upon
        relinquishment of the debt in accordance with the
        engagement letter dated Jan. 14, 2014 (as supplemented
        by an addendum dated March 12, 2014); and

     2) Review of relevant debt instruments, LLC operating
        agreements, and other transaction documents in accordance
        with the engagement letter dated Jan. 14, 2014 (as
        supplemented by an addendum dated March 12, 2014).

The firm will be paid in this manner:

  a) Audit Services.  Audit services are billed at a reduction of
     approximately 45%-65% from KPMG's normal and customary hourly
     rates pursuant to the engagement letter dated March 5, 2014.
     The discounted hourly rates for audit services to be rendered
     by KPMG during these chapter 11 cases are as follows:

     Audit, Audit-Related and Other Services    Hourly Rate
     Partners                                   $400
     Senior Managers                            $300
     Managers                                   $275
     In-charge                                  $200
     Staff                                      $125

  b) Tax Consulting Services.  The hourly rates for the tax
     consulting services to be rendered by KPMG during these
     chapter 11 cases pursuant to the engagement letter dated
     Jan. 21, 2014, which reflects a reduction of approximately
     30% from KPMG's standard rates, are as follows:

     Tax Consulting Services                    Hourly Rate
     Partners                                   $683-$788
     Managing Directors                         $683-$718
     Senior Managers/Directors                  $560-$700
     Managers                                   $298-$630
     Senior Associates                          $315-$455
     Associates $245 - $298

  c) Tax Opinion Letter.  KPMG's fees related to the preparation
     and issuance of a tax opinion letter will be billed at KPMG's
     standard hourly rates pursuant to the engagement letter dated
     Jan. 14, 2014, which are as follows:

     Tax Consulting Services                    Hourly Rate
     Partners                                   $975-$1,125
     Managing Directors                         $975-$1,025
     Senior Managers/Directors                  $800-$1,000
     Managers                                   $650-$900
     Senior Associates                          $450-$650
     Associates                                 $350-$425

The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

  KPMG LLP
  Suite 300
  1212 N. 96th Street
  Omaha, NE 68114-2274
  Tel: +1 402 348 1450
  Fax: +1 402 348 0152

                     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: Taps Houlihan Lokey as Financial Advisor
-------------------------------------------------------
Entegra Power Group LLC and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
employ Houlihan Lokey Capital Inc. as their financial advisor and
investment banker.

A hearing is set for Sept. 3, 2014, at 11:00 a.m., to consider
approval of the Debtors' employment request.  Objections, if any,
are due Aug. 27, 2014, at 4:00 p.m.

The firm will:

  a) assist the Debtors in the evaluation, development, and
     implementation of any transaction(s) including a case under
     Chapter 11 of the Bankruptcy Code;

  b) assist the Debtors in the development and distribution of
     selected information, documents, and other materials related
     to a transaction(s);

  c) assist the Debtors in evaluating any transaction(s)
     proposals;

  d) assist the Debtors with the negotiation of any
     transaction(s), including participating in negotiations with
     creditors and other parties involved in any transaction(s);

  e) as necessary, provide expert advice, analysis, evidence,
     and testimony regarding financial matters related to any
     transaction(s), including transaction(s) structuring,
     valuation, and debt capacity; and

  f) attend meetings of the Debtors' board of directors, creditors
     groups, official constituencies, and other interested
     parties, as the Debtors and firm mutually agree.

The Debtors tell the Court that they have agreed to pay the firm a
nonrefundable cash fee of $200,000 upon the effective date of the
engagement, and each of the first five monthly anniversaries of
the effective date, and thereafter, upon each monthly anniversary
of the effective date, nonrefundable cash of $150,000, provided
that 100% of the first seven monthly fees and 50% of each
subsequent monthly fee previously paid on a timely basis will be
credited against any transaction fee; provided further that the
transaction fee may not be reduced below zero.

The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

  Matthew A. Mazzuchi
  Managing Director
  HOULIHAN LOKEY CAPITAL INC.
  200 Crescent Ct., Suite 1900
  Dallas, TX 75201
  Tel: 214-220-8470
  Fax: 214-220-3808

                     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.


ERF WIRELESS: Incurs $988,000 Net Loss in Second Quarter
--------------------------------------------------------
ERF Wireless, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to the Company of $988,000 on $1.63 million of total
sales for the three months ended June 30, 2014, compared to a net
loss attributable to the Company of $2.25 million on $1.56 million
of total sales for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss attributable to the Company of $2.03 million on $3.22 million
of total sales compared to a net loss attributable to the Company
of $3.91 million on $3.47 million of total sales for the same
period a year ago.

The Company's balance sheet at June 30, 2014, showed $3.59 million
in total assets, $11.69 million in total liabilities and a $8.10
million total shareholders' deficit.

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

                        http://is.gd/bhUPSg

                        About ERF Wireless

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

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


ESSAR STEEL: CSX Transportation Opposes Delaware Chapter 15
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that CSX Transportation Inc. is seeking to use the
bankruptcy of Essar Steel Algoma Inc. to challenge the use of
Chapter 15 to halt all creditor actions in the U.S. when the non-
U.S. bankruptcy only deals with some creditors' claims.  According
to the report, CSX, owed $8.4 million by Essar for shipping goods,
said the Canadian bankruptcy isn't intended to impair the
collection of that debt and that the Canadian bankruptcy isn't a
"collective proceeding" because it doesn't deal with all of
Essar's debt.

                       About Essar Steel

Robert J. Sandoval filed a petition under Chapter 15 of the U.S.
Bankruptcy Code for Essar Steel Algoma Inc., and its debtor
affiliates on July 16, 2014, following the companies' initiation
of a reorganization under Canada's Companies' Creditors
Arrangement Act.  The lead case is Essar Steel Algoma Inc., Case
No. 14-11730 (D. Del.).  Essar Steel operates one of Canada's
largest integrated steel manufacturing facilities.  The Chapter 15
case is assigned to Judge Brendan Linehan Shannon.
Chapter 15 Petitioner's Counsel is Daniel J. DeFranceschi, Esq.,
and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware.


ESSAR STEEL: Seeks Recognition of Canadian Court Order
------------------------------------------------------
Essar Steel Algoma Inc., in its capacity as the foreign
representative in a foreign proceeding under section 192 of the
Canada Business Corporations Act, R.S.C. 1985, c. C-44, as amended
pending before the Ontario Superior Court of Justice, Commercial
List, asks the Bankruptcy Court to recognize the Canadian Court's
interim order that:

    (a) extends the stay period through to September 30, 2014;

    (b) authorizes the Debtors to call, hold, and conduct a
        special meeting of holders of the Debtors' 9.875% senior
        unsecured notes to  consider and, if deemed advisable,
        pass a resolution authorizing, adopting, and approving the
        proposed plan of arrangement;

    (c) authorizes the recording of votes of Unsecured Noteholders
        who will be deemed to have voted in favor of the
        Arrangement Resolution at the Meeting; and

    (d) approves the form and manner of notice to be given and the
        procedures to be followed with respect to the calling and
        conduct of the Meeting.

The Interim Order establishes certain dates, deadlines, and
procedures governing the means by which Unsecured Noteholders may
vote to accept or reject the Proposed CBCA Plan and/or object to
the Canadian Court's sanction of such plan.  In substance, the
Interim Order is similar to disclosure statement orders approving
balloting and solicitation procedures in chapter 11 cases.

The Interim Order provides as follows, among other things:

A. Meeting Date and Record Date - Algoma is permitted to call,
   hold, and conduct the Meeting of the Unsecured Noteholders at
   the offices of Stikeman Elliott LLP, 199 Bay St., Suite 5300,
   Toronto, Ontario M5L 1B9, on September 10, 2014 at 9 a.m.
   (Toronto time). The record date for determination of the
   Unsecured Noteholders entitled to notice of, and to vote at,
   the Meeting shall be July 24, 2014.  The only persons entitled
   to attend or speak at the Meeting shall be: (i) the Unsecured
   Noteholders or their respective proxyholders and their counsel,
   including counsel to the Ad Hoc Committee; (ii) the officers,
   directors, auditors, and advisors of Algoma; (iii) counsel to
   EGFL; (iv) the CBCA Director; and (v) other persons who may
   receive permission of the Chair of the Meeting.

B. Quorum for the Meeting - The quorum at the Meeting will be not
   less than one person present in person at the opening of the
   Meeting who is entitled to vote at the Meeting either as an
   Unsecured Noteholder or a proxyholder.

C. Notice of the Meeting - Notice of the Meeting shall be effected
   by Algoma sending the Meeting Materials by pre-paid ordinary or
   first class mail, delivery in person or electronic transmission
   to the Unsecured Noteholders, the directors and auditors of
   Algoma, counsel to the Ad Hoc Committee, and the CBCA Director.

D. Votes at the Meeting - The only persons entitled to vote in
   person or by proxy on the Arrangement Resolution, or such other
   business as may be properly brought before the Meeting, will
   be those Unsecured Noteholders on record as of the close of
   business on the Record Date.  Votes will be taken at the
   Meeting on the basis of one vote per dollar of principal amount
   of Unsecured Notes and that approval of the Arrangement
   Resolution shall require the affirmative vote of at least
   two-thirds (66-2/3%) of the votes cast by Unsecured Noteholders
   present in person or by proxy at the Meeting.

E. Hearing on Application for Approval of Arrangement - Upon
   approval by the Unsecured Noteholders of the Plan of
   Arrangement, the Debtors may apply to the Canadian Court for
   final approval of the Arrangement on Sept. 15, 2014.

F. Stay of Proceedings - The stay of proceedings granted in the
   Preliminary CBCA Order is extended until and including
   Sept. 30, 2014.

The Foreign Representative submits that recognition of the Interim
Order upon recognition of the Canadian Proceeding is appropriate
under Section 1521(a) because it will ensure that the procedure
for the conduct of, and voting at, the Meeting, as well as the
notice procedures with respect thereto, are applicable regardless
of whether Unsecured Noteholders are subject to the Canadian
Court's jurisdiction.  In that regard and otherwise, the relief
requested herein is consistent with well-established policies
underlying the Bankruptcy Code and is appropriate under the
circumstances.

                      CSX Objects to Motion

CSX Transportation, Inc., objects to Debtors' petition for
recognition and Foreign Representative's motion for orders
granting provisional and final relief in aid of foreign
proceeding.

The relief sought by CSX is permission to pursue unpaid rail
charges owed by Essar Steel Algoma Inc. which are neither the
subject of nor addressed by the purported foreign proceeding
currently pending in Canada.

Algoma entered into an agreement with CSX to transport freight by
interstate rail.  Through and including May 2014, CSX transported
freight on behalf of Algoma pursuant to the agreement and at
Algoma's request.  Algoma incurred a total of $8,367,905.55 in
rail freight and related charges which remain unpaid.  CSX
demanded payment from Algoma and negotiated terms for payment of
the outstanding rail debt but Algoma failed to pay.

Brya M. Keilson, Esq., of Gellert Scali Busenkell & Brown LLC,
states that the Canadian Action does not pertain to the debt owed
to CSX.  CSX does not hold any of the Unsecured Notes; the debt
owed by Algoma to CSX is not included in any category of
liabilities listed by Debtors; and none of the agreements reached
between Debtors and any other parties, including the RSA, affect
CSX's charges.

The Debtors have repeatedly represented that, "Like certain
'prepackaged' bankruptcy cases in the U.S., the claims of all
other creditors, including employees, litigants, trade vendors,
licensors and other contract counterparties, and others, are
unaffected by the recapitalization transaction.  Accordingly, the
Company will continue to pay such creditors in the ordinary
course."

Ms. Keilson submits that the Canadian Action is not "collective in
nature."  The Debtors are not attempting to restructure all of
their debts -- only those select debts listed in the Motion.
Thus, parties such as CSX are left without redress in Canada and
would, if such proceeding were recognized, be without recourse in
the United States. Such a result would be inconsistent with the
purpose of Chapter 15 and would disadvantage creditors like CSX.

Ms. Keilson tells the Court that the Canadian Action is not a
foreign proceeding under the Bankruptcy Code and this Court should
not grant its recognition.  The bankruptcy stay should be removed
because the Canadian Action is not a foreign proceeding and
because the Canadian Action does not involve the claims that CSX
is pursuing in the New York Case.  A blanket stay is not necessary
to complete the limited debt restructuring that the Debtors are
attempting in Canada, but would prevent the resolution of claims
that are not addressed by the Canadian Action.  Thus, the stay
should be lifted to allow CSX to maintain it efforts to collect
the debt owed by Algoma.

                       About Essar Steel

Robert J. Sandoval filed a petition under Chapter 15 of the U.S.
Bankruptcy Code for Essar Steel Algoma Inc., and its debtor
affiliates on July 16, 2014, following the companies' initiation
of a reorganization under Canada's Companies' Creditors
Arrangement Act.  The lead case is Essar Steel Algoma Inc., Case
No. 14-11730 (D. Del.).  Essar Steel operates one of Canada's
largest integrated steel manufacturing facilities.  The Chapter 15
case is addigned to Judge Brendan Linehan Shannon.
Chapter 15 Petitioner's Counsel is Daniel J. DeFranceschi, Esq.,
and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware.


FLURIDA GROUP: Posts $355-K Net Income in June 30 Quarter
---------------------------------------------------------
Flurida Group, Inc., filed its quarterly report on Form 10-Q,
disclosing net income of $355,770 on $15.86 million of revenues
for the three months ended June 30, 2014, compared with net income
of $144,295 on $10.71 million of revenues for the same period in
2013.

The Company's balance sheet at June 30, 2014, showed $9.13 million
in total assets, $6.56 million in total liabilities and
stockholders' equity of $2.57 million.

The Company's significant customers are Electrolux and its
subsidiaries located in various countries.  Because of the
concentration of the customers and Company's heavily reliance on
the Electrolux and its subsidiaries, the Company's customer
concentration may raise doubt about its ability to continue as a
going concern, according to the regulatory filing.

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

                       http://is.gd/K2RE6b

Based in Chicago, Flurida Group, Inc.'s main business is the sale
of appliance parts in Asia, Europe, Australia, North and South
America.  The Company also sold stove, thermostat and other
electronic components in 2012.


FOREST OIL: S&P Retains 'B-' CCR on CreditWatch Positive
--------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B-' corporate
credit rating and its other ratings on Denver-based Forest Oil
Corp. remain on CreditWatch with positive implications, pending
the close of a merger transaction with Sabine Oil & Gas LLC.

"The ratings remain on Credit Watch with positive implications
because of our expectation that the transaction will be completed
later in 2014," said Standard & Poor's credit analyst Mark L
Salierno.

The rating action followed the announcement in May 2014 that
Forest Oil and Sabine Oil & Gas will merge.  The agreement was
subsequently amended in July 2014, which revised the structure of
the transaction but did not alter the economic terms.  Under the
revised terms, owners of Sabine Oil & Gas will contribute their
interests in Sabine to Forest Oil in exchange for common and
preferred stock in Forest Oil.

Sabine Oil & Gas will become a wholly owned subsidiary that will
subsequently be merged into Forest Oil, with Sabine's management
leading the newly combined entity (which is expected to be renamed
Sabine Oil & Gas Corp.).  On a pro forma basis, Sabine
shareholders would own an estimated 73.5% economic interest in
Forest and an 80% voting interest.  Sabine has committed financing
in place; the newly combined entity plans to put a new reserve-
based revolving credit facility in place and issue new debt to
refinance Forest Oil's existing debt, which contains change-of-
control put provisions.  Under the proposed capital structure, S&P
expects debt outstanding (including existing debt at Sabine Oil &
Gas) will be at the newly combined parent company, and that Forest
and Sabine subsidiaries will guarantee the parent debt, subject to
certain exceptions.

S&P plans to resolve the CreditWatch listing for Forest Oil on
completion of the proposed transaction.  S&P expects the corporate
credit rating for Forest Oil would be raised by one notch to 'B',
equal to the existing corporate credit rating on Sabine Oil & Gas
LLC.  S&P would withdraw the ratings on Forest's debt if this debt
is repaid on completion of the transaction, which is now expected
to close in the fourth quarter of 2014.  In the event that the
transaction is not completed as expected, S&P will reassess the
Credit Watch implications.


GENERAL MOTORS: Plaintiffs Want Recall Suit to Move Forward
-----------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that one of the groups of plaintiffs trying to sue General Motors
Co. over economic losses relating to the massive recall tied to
faulty ignition switches is asking the bankruptcy judge to allow
its lawsuit to proceed, saying the post-bankruptcy General Motors
shouldn't receive the protection of the Bankruptcy Code unless it
files for bankruptcy again.  According to the report, in a case
that is largely focused on the reasons present-day General Motors
should or shouldn't still be liable for the deeds of its pre-
bankruptcy predecessor, this is a fresh argument that basically
says the 2009 bankruptcy sale order, which wiped the slate clean
for General Motors, doesn't matter.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
-- http://www.gm.com/-- is one of the world's largest automakers,
traces its roots back to 1908.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government
provided financing.  The deal was closed July 10, 2009, and Old GM
changed its name to Motors Liquidation Co.

Old GM -- General Motors Corporation -- filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1,
2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  The Debtors tapped Weil, Gotshal & Manges LLP
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel; and Morgan Stanley, Evercore Partners and the Blackstone
Group LLP as financial advisor.  Garden City Group is the claims
and notice agent of the Debtors.

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

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

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


GENERAL MOTORS: Massive Recalls Put Strain on Dealers
-----------------------------------------------------
Christina Rogers, writing for The Wall Street Journal, reported
that General Motors Co.'s record string of vehicle recalls has
forced new car dealers to get creative to keep their dealerships
from falling behind on auto repairs.  According to the Journal,
recalls have long been bittersweet for auto dealers, noting that
while the warranty work is reimbursed by auto makers and recalls
encourage some customers to trade in their vehicles for new
models, it can tie up service bays with lower-margin jobs.
Dealers generally make more profit on out-of-warranty customer
repairs, the Journal said.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
-- http://www.gm.com/-- is one of the world's largest automakers,
traces its roots back to 1908.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government
provided financing.  The deal was closed July 10, 2009, and Old GM
changed its name to Motors Liquidation Co.

Old GM -- General Motors Corporation -- filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1,
2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  The Debtors tapped Weil, Gotshal & Manges LLP
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel; and Morgan Stanley, Evercore Partners and the Blackstone
Group LLP as financial advisor.  Garden City Group is the claims
and notice agent of the Debtors.

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

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

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


GENIUS BRANDS: Inks $2 Million Revolving Loan With SunTrust
-----------------------------------------------------------
Genius Brands International, Inc., entered into a revolving line
of credit with SunTrust Bank with availability equal to a maximum
of $2,000,000, evidence by a note, according to a document filed
with the U.S. Securities and Exchange Commission.  All outstanding
amounts under the Note will be due and payable on Aug. 12, 2015,
and will accrue interest at a rate equal to the one month LIBOR
Rate (as defined in Addendum A to the Note) plus 4.75% per annum,
subject to adjustment.  Repayment of the Loan Amount is secured by
the assets of the Company pursuant to the terms of a security
agreement.

The Note is subject to certain "events of default", including, but
not limited to, the failure by the Company to pay any amount due
and owing under the Note when it becomes due and the entry of a
judgment or the issuance or service of any attachment, levy or
garnishment against the Company or the property of the Company or
the repossession or seizure of the property of the Company.  Upon
the occurrence of any proscribed event of default, SunTrust will
have no obligation to fund the Note or make any advancement under
the Note and SunTrust, at its option, may declare the entire
outstanding principal balance, together with all interest thereon,
to be immediately due and payable.  Upon the occurrence of an
event of default, SunTrust may, at its option, charge interest on
the unpaid balance of the Note at the lesser of (i) the Interest
Rate plus 4% per annum or (ii) the maximum rate allowed by law.

                         About Genius Brands

San Diego, Calif.-based Genius Brands International, Inc., creates
and distributes music-based products which it believes are
entertaining, educational and beneficial to the well-being of
infants and young children under its brands, including Baby Genius
and Little Genius.

Genius Brands reported a net loss of $7.21 million in 2013, a net
loss of $2.06 million in 2012 and a net loss of $1.37 million in
2011.  The Company's balance sheet at June 30, 2014, showed $18.91
million in total assets, $3.46 million in total liabilities and
$15.44 million in total equity.


GETTY IMAGES: Bank Debt Trades at 6% Off
----------------------------------------
Participations in a syndicated loan under which Getty Images Inc.
is a borrower traded in the secondary market at 94.25 cents-on-
the-dollar during the week ended Friday, August 22, 2014,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents a decrease
of 0.65 percentage points from the previous week, The Journal
relates.  Getty Images Inc. pays 350 basis points above LIBOR to
borrow under the facility.  The bank loan matures on Oct. 14,
2019, and carries Moody's B2 rating and Standard & Poor's B
rating.  The loan is one of the biggest gainers and losers among
205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


GIBSON ENERGY: Moody's Hikes Sr. Unsecured Notes Rating to 'Ba2'
----------------------------------------------------------------
Moody's Investor's Services upgraded Gibson Energy Inc.'s senior
unsecured notes to Ba2 from Ba3. Moody's also upgraded Gibson's
Speculative Grade Liquidity Rating to SGL-2 from SGL-3. Moody's
affirmed Gibson's Ba2 Corporate Family Rating and Ba2-PD
Probability of Default Rating. The outlook remains stable.

The senior unsecured notes were upgraded following the release of
security on Gibson's revolving credit facility.

Issuer: Gibson Energy Inc.

Upgrades:

Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3

Senior Unsecured Regular Bond/Debenture Jul 15, 2020, Upgraded to
Ba2(LGD4) from Ba3(LGD4)

Senior Unsecured Regular Bond/Debenture Jul 15, 2021, Upgraded to
Ba2(LGD4) from Ba3(LGD4)

Senior Unsecured Regular Bond/Debenture Jul 15, 2022, Upgraded to
Ba2(LGD4) from Ba3(LGD4)

Affirmations:

Probability of Default Rating, Affirmed Ba2-PD

Corporate Family Rating, Affirmed Ba2

Ratings Rationale

Under Moody's Loss Given Default (LGD) Methodology, the senior
unsecured notes are rated Ba2, at the CFR, due to the C$500
million senior revolving credit facility in the capital structure
becoming unsecured.

Gibson's Ba2 CFR reflects the company's small size, and price and
volume risks inherent in its business segments which expose the
company to volatile commodity prices. As well, the company is
pursuing organic growth-based initiatives that will require large
capital expenditures and consume free cash flow over the next few
years. Favorably, the rating considers the company's low leverage,
which Moody's expect to remain around 3x, and that about a third
of EBITDA comes from long-term fee-based contracts, which provides
visibility and stability to expected cash flows. Gibson's
diversified operations in several midstream segments and solid
position in each of its principal business areas provides further
support to the rating.

The SGL-2 Speculative Grade Liquidity Rating indicates good
liquidity. As of June 30, 2014 Gibson had C$348 million of cash
and C$422 million available under its C$500 million revolver due
August 2019, after letters of credit. Moody's expect the negative
free cash flow of C$400 million between September 30, 2014 and
September 30, 2015, and the C$100 million Cal-Gas Inc. acquisition
to be funded with cash and revolver drawings. Moody's expect
Gibson will be in compliance with its financial covenants through
this period. Alternative sources of liquidity are good, as all
assets are unencumbered and disparate, suggesting that parts of
the company could be sold for liquidity if needed.

The stable outlook reflects Moody's expectation that Gibson's
EBITDA growth will enable its leverage to remain around 3x despite
significant negative free cash flow over the next couple of years.

The ratings could be upgraded if Gibson executes on its growth
initiatives, growing EBITDA towards C$700 million and increasing
the long-term fee-based EBITDA above 40%, while maintaining debt
to EBITDA below 2.5x.

The ratings could be downgraded if Gibson's financial leverage
increases due to debt funded capital expenditures. More
specifically, if debt to EBITDA cannot be sustained under 4x a
ratings downgrade could result.

Gibson is a Calgary, Alberta based midstream energy company that
is engaged in the movement, storage, blending, processing,
marketing and distribution of crude oil, condensate, natural gas
liquids, water, oilfield waste and refined products.

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


GLYECO INC: Reports $1.6 Million Revenue in Second Quarter
----------------------------------------------------------
GlyEco, Inc., reported its financial results for the period ended
June 30, 2014.  For the second quarter ended June 30, 2014,
revenue increased 13% to $1.6 million, compared to $1.4 million
for the year-ago period. The increase in revenue was due to
increased production capabilities at six processing centers and
penetration into new markets.  Historically, second quarter is the
slowest sales quarter in the anti-freeze related industries.

For the second quarter ended June 30, 2014, the Company realized a
profit margin of (1%), compared to 20% for the year-ago period.
The decrease in gross profit was primarily due to continued
operating costs, investment in infrastructure and low production
volumes as the NJ Processing Center transitions to producing high
volumes of T1TM material from multiple types of waste glycols.
The Company expects its gross profit margin to increase as
production volumes increase at the NJ Processing Center.

Net equipment assets increased 43% to $7.9 million (after
depreciation) for the quarter ended June 30, 2014, compared to net
equipment assets of approximately $5.5 million for the year ended
Dec. 31, 2013.

"Demand for our T1(TM) refinery-grade recycled glycol continues to
exceed our current processing capabilities, and we are
implementing improvements to foster growth.  We are embarking on
the transition from increased capacity to increased sales volume,"
stated John Lorenz, CEO of GlyEco.  "The positive response from
customers for all our recycled glycol products has been
tremendous. Since year-end 2012, we've seen a 160% increase in our
customer base across our seven facilities nationally, and today
we're providing collection, recycling, and disposal services to
over 3,500 waste glycol generators."

Lorenz continued, "GlyEco is at the threshold of expansive
opportunity.  While planned equipment changes and maintenance had
a negative impact on gross profits during this quarter, we are
very confident we are on the right track with our build out plan
and technology.  We have invested in building the infrastructure
and trained operations staff necessary to reach our goals in the
coming months and years."

"We have made great progress during the first half of this year.
We have multiplied processing capacities at each of our seven
processing centers which will reap benefits in the coming months
and for years to come," John Lorenz further states.  "We are
beginning the transition from increased capacity to increased
production and sales.  I look forward to continuing to capitalize
on the opportunities ahead, as we grow both production and
shareholder value."

A full-text copy of the press release as filed with the U.S.
Securities and Exchange Commission is available at:

                        http://is.gd/1s1jdv

                         About GlyEco, Inc.

Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.

GlyeCo reported a net loss of $4.01 million in 2013, a net loss of
$1.86 million in 2012.and a net loss of $592,171 in 2011.  As of
Dec. 31, 2013, the Company had $15.69 million in total assets,
$3.34 million in total liabilities, $1.17 million in mandatorily
redeemable series AA convertible preferred stock, and $11.18
million in total stockholders' equity.

Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has yet to achieve profitable
operations and is dependent on its ability to raise capital from
stockholders or other sources to sustain operations and to
ultimately achieve viable profitable operations.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


GOLDEN PHOENIX: Reports $2.33-Mil. Net Income for Second Quarter
----------------------------------------------------------------
Golden Phoenix Minerals, Inc., filed its quarterly report on Form
10-Q, disclosing net income of $2.33 million on $nil of revenues
for the three months ended June 30, 2014, compared with a net loss
of $291,205 on $nil of revenues for the same period last year.

The Company's balance sheet at June 30, 2014, showed
$1.56 million in total assets, $2.61 million in total liabilities,
and a total stockholders' deficit of $1.05 million.

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

                       http://is.gd/0kBNh5

American Fork, Utah-based Golden Phoenix Minerals, Inc. engages in
the exploration, development, and production of mineral properties
in Nevada and the western United States. It focuses on exploring
for gold, silver, and molybdenum minerals properties.


GREENSHIFT CORP: June 30 Balance Sheet Upside-Down by $39MM
-----------------------------------------------------------
Greenshift Corporation filed its quarterly report on Form 10-Q,
disclosing a net income of $2.83 million on $4.11 million of
revenue for the three months ended June 30, 2014, compared with a
net loss of $722,738 on $4.74 million of revenue for the same
period last year.

The Company's balance sheet at June 30, 2014, showed $4.56 million
in total assets, $43.61 million in total liabilities, and a total
stockholders' deficit of $39.05 million.

As of June 30, 2014, the Company had $2.38 million in cash, and
current liabilities exceeded current assets by $38.23 million.
These matters raise substantial doubt about the Company's ability
to continue as a going concern, according to the regulatory
filing.

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

                       http://is.gd/jR6ixg

                   About Greenshift Corporation

GreenShift Corporation invents, develops, commercializes and
licenses clean alternative technologies that aim to facilitate the
more efficient use of natural resources.  The Company maintains
its principal executive offices in Alpharetta, Georgia.

Greenshift reported a net loss of $4.43 million on $15.49 million
of total revenue for the year ended Dec. 31, 2013, as compared
with net income of $2.46 million on $14.51 million of total
revenue in 2012.  As of Dec. 31, 2013, the Company had $6.35
million in total assets, $49.07 million in total liabilities and a
$42.72 million total stockholders' deficit.

Rosenberg Rich Baker Berman & Company, in Somerset, NJ, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company could be subject to default of its
senior debt obligation in 2014 if a condition to a forbearance
agreement that is not within the Company's control is not
satisfied.  These conditions raise substantial doubt about its
ability to continue as a going concern.


HAWAII OUTDOOR: Has 16th Interim Cash Collateral Order
------------------------------------------------------
The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the
District of Hawaii approved a 16th stipulated interim order
authorizing David C. Farmer, as Chapter 11 trustee for Hawaii
Outdoor Tours, Inc., to use cash collateral until a final hearing
scheduled for Sept. 15, 2014, at 9:30 a.m.

First-Citizens Bank & Trust Company asserts secured claims and an
unsecured claim in the amount of $5,500,000 and a superpriority
claim that it will seek to have partially paid as a distribution
from the unsecured creditor fund, subject to further court order.

The trustee will use the cash collateral to administer the
liquidation of the bankruptcy estate and wind down the affairs of
the Debtor.

The stipulation was entered among Timothy J. Hogan, Esq., on
behalf of the trustee, Ted N. Pettit, on behalf of the secured
creditor, and Christopher J. Muzzi, Esq., on behalf of the
Official Committee of Unsecured Creditors.

As reported in the Troubled Company Reporter on Oct. 9, 2013, the
Chapter 11 trustee won authority to use cash collateral to
continue operating the property located at 93 Banyan Drive, Hilo,
Hawaii, which includes the hotel known as Naniloa Volcanoes Resort
and a nine-hole golf course known as the Naniloa Volcanoes Gold
Club.

As adequate protection for the trustee's use of collateral, First-
Citizens Bank is granted a senior replacement lien in all of the
borrower accounts created from and after the Petition Date and all
of the Debtor's right, title and interest in, to and under the
prepetition collateral.

The Chapter 11 trustee also granted, assigned and pledged to the
Department of Taxation, State of Hawaii a second priority
replacement lien and security interest, junior to the Senior
Replacement Lien of First-Citizens Bank in all of the Borrower
Accounts created from and after the Petition Date and all of the
Debtor's right, title and interest in, to and under the Pre-
Petition Collateral.

The trustee and First-Citizens Bank have agreed to provide
postpetition financing of a reserve account held by the trustee at
First Hawaiian Bank.  First-Citizens Bank will cause the sum of
$100,000 to be wire transferred to the reserve account.  The
reserve account funds will be used solely in the event that the
trustee does not have sufficient cash to fund: (i) payroll, (ii)
payroll taxes, (iii) State of Hawaii general excise tax, and/or
(iv) State of Hawaii transient accommodation taxes.

                    About Hawaii Outdoor Tours

Hawaii Outdoor Tours, Inc., operator of the Naniloa Volcanoes
Resort in Hilo, Hawaii, filed a Chapter 11 petition (Bankr. D.
Haw. Case No. 12-02279) in Honolulu on Nov. 20, 2012.  Naniloa
Volcanoes is a 382-room hotel with a nine-hole golf course.  The
64-acre property is subject to a 65-year lease, commencing Feb. 1,
2006, and provides for a total ground rent for the first 10 years
of $500,000 annually.  The Debtor used a $10 million loan from
First Regional Bank and $10 million of its own cash to invest in
the property.

First-Citizens Bank & Trust Company, which acquired the First
Regional note from the Federal Deposit Insurance Corp., commenced
foreclosure proceedings in August.  First-Citizens Bank asserts a
claim of $9.95 million.  The Debtor believes that the value of the
hotel property exceeds the amount of the First-Citizens Bank note.
Just the bricks and mortar alone was valued in excess of
$35 million by First Regional's appraiser and the insurance
company.

Bankruptcy Judge Robert J. Faris oversees the case.  Ramon J.
Ferrer, Esq., represents the Debtor as counsel.

In its schedules, the Debtor disclosed $52,492,891 in assets and
$11,756,697 in liabilities.  The petition was signed by CEO
Kenneth Fujiyama.

Ted N. Petitt, Esq., represents secured creditor First-Citizens
Bank as counsel.  Cynthia M. Johiro, Esq., represents the State of
Hawaii Department of Taxation as counsel.

Timothy J. Hogan, Esq., represents David C. Farmer, the Chapter 11
Trustee, as counsel.

Christopher J. Muzzi, Esq., at Tsugawa Biehl Lau & Muzzi, LLLC,
represents the Official Committee of Unsecured Creditors as
counsel.

The Bankruptcy Court, in the minutes of the hearing held Nov. 12,
2013, authorized the Chapter 11 trustee to sell hotel, assets and
assignments to the highest bidder.

Ken Direction Corporation, the parent company of Hawaii Outdoor
Tours, Inc., filed with the U.S. Bankruptcy Court for the District
of Hawaii on Nov. 5, 2013, a disclosure statement explaining its
proposed plan of reorganization for the Debtor, dated Nov. 4,
2013.  According to the Disclosure Statement, the source of about
$14,000,000 in new funds will be the proceeds from the sale of
real estate owned by HPAC, LLC, an affiliated company of the
Proponent, to Shalom Amar Revocable Trust 2000 by way of a 1031
exchange.tion as counsel.

Timothy J. Hogan, Esq., represents David C. Farmer, the Chapter 11
Trustee, as counsel.

Christopher J. Muzzi, Esq., at Tsugawa Biehl Lau & Muzzi, LLLC,
represents the Official Committee of Unsecured Creditors as
counsel.

The Bankruptcy Court, in the minutes of the hearing held Nov. 12,
2013, authorized the Chapter 11 trustee to sell hotel, assets and
assignments to the highest bidder.

Ken Direction Corporation, the parent company of Hawaii Outdoor
Tours, Inc., filed with the U.S. Bankruptcy Court for the District
of Hawaii on Nov. 5, 2013, a disclosure statement explaining its
proposed plan of reorganization for the Debtor, dated Nov. 4,
2013.  According to the Disclosure Statement, the source of about
$14,000,000 in new funds will be the proceeds from the sale of
real estate owned by HPAC, LLC, an affiliated company of the
Proponent, to Shalom Amar Revocable Trust 2000 by way of a 1031
exchange.


HAWAII OUTDOOR: First-Citizens Bank Seeks Case Dismissal
--------------------------------------------------------
First-Citizens Bank & Trust Company asks the Bankruptcy Court for
entry of an order dismissing Hawaii Outdoor Tours, Inc.'s
bankruptcy case.

In addition, FCB seek the authorization the disbursement of the
$250,000 unsecured creditor fund by escrow, pending adjudication
of the FCB's Third Omnibus Objection to Certain Unsecured
Scheduled Claims Listed on Debtor's Bankruptcy Schedules.  All
other unsecured claims have been adjudicated as allowed, partially
allowed or disallowed claims.

The hearing on the motion to dismiss is scheduled for Sept. 15,
2014, at 9:30 a.m.

                    About Hawaii Outdoor Tours

Hawaii Outdoor Tours, Inc., operator of the Naniloa Volcanoes
Resort in Hilo, Hawaii, filed a Chapter 11 petition (Bankr. D.
Haw. Case No. 12-02279) in Honolulu on Nov. 20, 2012.  Naniloa
Volcanoes is a 382-room hotel with a nine-hole golf course.  The
64-acre property is subject to a 65-year lease, commencing Feb. 1,
2006, and provides for a total ground rent for the first 10 years
of $500,000 annually.  The Debtor used a $10 million loan from
First Regional Bank and $10 million of its own cash to invest in
the property.

First-Citizens Bank & Trust Company, which acquired the First
Regional note from the Federal Deposit Insurance Corp., commenced
foreclosure proceedings in August.  First-Citizens Bank asserts a
claim of $9.95 million.  The Debtor believes that the value of the
hotel property exceeds the amount of the First-Citizens Bank note.
Just the bricks and mortar alone was valued in excess of
$35 million by First Regional's appraiser and the insurance
company.

Bankruptcy Judge Robert J. Faris oversees the case.  Ramon J.
Ferrer, Esq., represents the Debtor as counsel.

In its schedules, the Debtor disclosed $52,492,891 in assets and
$11,756,697 in liabilities.  The petition was signed by CEO
Kenneth Fujiyama.

Ted N. Petitt, Esq., represents secured creditor First-Citizens
Bank as counsel.  Cynthia M. Johiro, Esq., represents the State of
Hawaii Department of Taxation as counsel.

Timothy J. Hogan, Esq., represents David C. Farmer, the Chapter 11
Trustee, as counsel.

Christopher J. Muzzi, Esq., at Tsugawa Biehl Lau & Muzzi, LLLC,
represents the Official Committee of Unsecured Creditors as
counsel.

The Bankruptcy Court, in the minutes of the hearing held Nov. 12,
2013, authorized the Chapter 11 trustee to sell hotel, assets and
assignments to the highest bidder.

Ken Direction Corporation, the parent company of Hawaii Outdoor
Tours, Inc., filed with the U.S. Bankruptcy Court for the District
of Hawaii on Nov. 5, 2013, a disclosure statement explaining its
proposed plan of reorganization for the Debtor, dated Nov. 4,
2013.  According to the Disclosure Statement, the source of about
$14,000,000 in new funds will be the proceeds from the sale of
real estate owned by HPAC, LLC, an affiliated company of the
Proponent, to Shalom Amar Revocable Trust 2000 by way of a 1031
exchange.tion as counsel.

Timothy J. Hogan, Esq., represents David C. Farmer, the Chapter 11
Trustee, as counsel.

Christopher J. Muzzi, Esq., at Tsugawa Biehl Lau & Muzzi, LLLC,
represents the Official Committee of Unsecured Creditors as
counsel.

The Bankruptcy Court, in the minutes of the hearing held Nov. 12,
2013, authorized the Chapter 11 trustee to sell hotel, assets and
assignments to the highest bidder.

Ken Direction Corporation, the parent company of Hawaii Outdoor
Tours, Inc., filed with the U.S. Bankruptcy Court for the District
of Hawaii on Nov. 5, 2013, a disclosure statement explaining its
proposed plan of reorganization for the Debtor, dated Nov. 4,
2013.  According to the Disclosure Statement, the source of about
$14,000,000 in new funds will be the proceeds from the sale of
real estate owned by HPAC, LLC, an affiliated company of the
Proponent, to Shalom Amar Revocable Trust 2000 by way of a 1031
exchange.


HCSB FINANCIAL: Has $74,000 Net Loss in Q2 Ended June 30
--------------------------------------------------------
HCSB Financial Corporation filed its quarterly report on Form 10-
Q, disclosing a net loss of $74,000 on $4.12 million of total
interest income for the three months ended June 30, 2014, compared
with net income of $77,000 on $4.22 million of total interest
income for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed
$452.63 million in total assets, $464.42 million in total
liabilities, and a stockholders' deficit of $11.79 million.

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

                       http://is.gd/XheNlF

                       About HCSB Financial

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

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

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


HEALTHWAREHOUSE.COM INC: Incurs $439,000 Net Loss in Q2
-------------------------------------------------------
HealthWarehouse.com, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
a net loss attributable to common stockholders of $439,771 on
$1.46 million of net sales for the three months ended June 30,
2014, compared to a net loss attributable to common stockholders
of $338,827 on $2.67 million of net sales for the same period a
year ago.

For the six months ended June 30, 2014, the Company reported a net
loss attributable to common stockholders of $820,142 on $3.17
million of net sales compared to a net loss attributable to common
stockholders of $6.01 million on $5.08 million of net sales for
the same period during the prior year.

As of June 30, 2014, the Company had $1.02 million in total
assets, $5.50 million in total liabilities and a $4.48 million
total stockholders' deficit.

Since inception, the Company has financed operations primarily
through debt and equity financings and advances from stockholders.
As of June 30, 2014, the Company had a working capital deficiency
of $5,018,086 and an accumulated deficit of $28,950,810.

"The Company recognizes it will need to raise additional capital
in order to fund operations, meet its payment obligations,
including the terms of its Loan and Security Agreement, and
execute its business plan.  There is no assurance that additional
financing will be available when needed or that management will be
able to obtain financing on terms acceptable to the Company and
whether the Company will become profitable and generate positive
operating cash flow.  If the Company is unable to raise sufficient
additional funds, it will have to develop and implement a plan to
further extend payables, attempt to extend note repayments,
attempt to negotiate the preferred stock redemption and reduce
overhead until sufficient additional capital is raised to support
further operations.  There can be no assurance that such a plan
will be successful.  If the Company is unable to obtain financing
on a timely basis, the Company could be forced to sell its assets,
discontinue its operation and/or seek reorganization under the
U.S. bankruptcy code," the Company stated in the Report.

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

                       http://is.gd/gryTcd

                    About HealthWarehouse.com

HealthWarehouse.com, Inc., headquartered in Florence, Kentucky,
is a U.S. licensed virtual retail pharmacy ("VRP") and healthcare
e-commerce company that sells brand name and generic prescription
drugs as well as over-the-counter ("OTC") medical products.

Marcum LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012, citing significant losses and the need to raise additional
funds to meet the Company's obligations and sustain its
operations.

The Company reported a net loss of $5.57 million on $11.08 million
of net sales for the year ended Dec. 31, 2012, as compared with a
net loss of $5.71 million on $10.36 million of net sales during
the prior year.


HERCULES OFFSHORE: Files Fleet Status Report as of Aug. 20
----------------------------------------------------------
Hercules Offshore, Inc., posted on its Web site at
www.herculesoffshore.com a report entitled "Hercules Offshore
Fleet Status Report".  The Fleet Status Report includes the
Hercules Offshore Rig Fleet Status (as of Aug. 20, 2014), which
contains information for each of the Company's drilling rigs,
including contract dayrate and duration.  The Fleet Status Report
also includes the Hercules Offshore Liftboat Fleet Status Report,
which contains information by liftboat class for July 2014,
including revenue per day and operating days.  The Fleet Status
Report is available for free at http://is.gd/RrLHVf

                       About Hercules Offshore

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

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

                           *     *     *

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

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


HERON THERAPEUTICS: Incurs $19.01-Mil. Net Loss in June 30 Quarter
------------------------------------------------------------------
Heron Therapeutics, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $19.01 million for the three months ended
June 30, 2014, compared to a net loss of $15.41 million for the
same period in 2013.

The Company's balance sheet at June 30, 2014, showed $108.64
million in total assets, $10.79 million in total liabilities and
total stockholders' equity of $97.85 million.

The Company disclosed in the regulatory filing, "Our near-term
ability to generate revenues and our future success, in large
part, depends on the approval and successful commercialization of
SUSTOL.  We will not be able to commercialize SUSTOL until we
obtain regulatory approval in the United States or foreign
countries. In order to satisfy FDA approval standards for the
commercial sale of SUSTOL, we must first successfully resolve the
issues identified in the Complete Response Letter received from
the FDA in March 2013.  This letter identified several issues that
precluded the approval of SUSTOL NDA, including issues relating
to: manufacturing of SUSTOL, the administration of SUSTOL and our
analysis of efficacy data for SUSTOL under more recent guidelines
classifying chemotherapy regimens.  Although we are currently
working to address these issues and currently expect to resubmit
the SUSTOL NDA during the fourth quarter of 2014, there can be no
assurance that these responses will be sufficient or that we will
be able to resubmit within this time period. Further, the FDA?s
review of our resubmission may not produce positive decisions as
to whether:

   -- SUSTOL is safe and effective in its proposed use(s) and
whether its benefits outweigh the risks;

   -- the proposed labeling for SUSTOL has our desired product
indication regarding acute and delayed-onset CINV, as well as HEC
and MEC regimens; and

   -- the methods used in manufacturing SUSTOL and the controls
used to maintain its quality are adequate to preserve its
identity, strength, quality and purity.

Deficiencies on any of the above, or other factors, could prevent
or delay obtaining regulatory approval of SUSTOL, which would
negatively affect our potential revenues, increase our costs and
potentially impair our ability to continue as a going concern."

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

                       http://is.gd/1O7jtF

Heron Therapeutics, Inc., a specialty pharmaceutical company,
develops product candidates using its proprietary Biochronomer
polymer-based drug delivery platform. The company's drug delivery
platform is designed to improve the therapeutic profile of
injectable pharmaceuticals by converting them from products that
should be injected once or twice per day to products that need to
be injected once every one or two weeks. Its lead product
candidate, Sustol, is developed for the prevention of both acute-
and delayed-onset chemotherapy-induced nausea and vomiting for
patients undergoing emetogenic chemotherapy. The company was
formerly known as A.P. Pharma, Inc. and changed its name to Heron
Therapeutics, Inc. in January 2014. Heron Therapeutics, Inc. was
founded in 1983 and is headquartered in Redwood City, California.


HORIZON LINES: Okays Amendments to Stock Unit Agreements
--------------------------------------------------------
Horizon Lines, Inc., disclosed with the U.S. Securities and
Exchange Commission that it approved agreements to amend certain
outstanding Restricted Stock Unit Agreements granted under the
Company's 2012 Incentive Compensation Plan, including those
Restricted Stock Unit Agreements with the Company's (i) non-
employee directors and (ii) principal executive officer, principal
financial officer and its other executive officers.  The
Restricted Stock Unit Agreements are to be amended to provide that
vested restricted stock units will be settled solely with the
delivery of cash.

                        About Horizon Lines

Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the
nation's leading domestic ocean shipping and integrated logistics
company.  The Company owns or leases a fleet of 20 U.S.-flag
containerships and operates five port terminals linking the
continental United States with Alaska, Hawaii, Guam, Micronesia
and Puerto Rico.  The Company provides express trans-Pacific
service between the U.S. West Coast and the ports of Ningbo and
Shanghai in China, manages a domestic and overseas service partner
network and provides integrated, reliable and cost competitive
logistics solutions.

For the year ended Dec. 22, 2013, the Company reported a net loss
of $31.93 million following a net loss of $94.69 million for the
year ended Dec. 23, 2012.  As of March 23, 2014, the Company had
$632.12 million in total assets, $701.39 million in total
liabilities and a $69.26 million total stockholders' deficiency.

                           *     *     *

In June 2012, Moody's Investors Service affirmed Horizon Lines,
Inc.'s Corporate Family Rating (CFR) and Probability of Default
Rating ("PDR") at Caa2 and removed the LD ("Limited Default")
designation from the rating in recognition of the conversion to
equity of the $228 million of Series A and Series B Convertible
Senior Secured notes due in October 2017 ("Notes").

Moody's said the affirmation of the Corporate Family and
Probability of Default ratings considers that total debt has been
reduced by the conversion of the Notes, but also recognizes the
significant operating challenges that the company continues to
face.


HR BETTY: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: HR Betty, LLC
        5055 North 12th Street, Suite 100
        Phoenix, AZ 85014

Case No.: 14-13035

Chapter 11 Petition Date: August 21, 2014

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Brenda K. Martin

Debtor's Counsel: Joseph E. Cotterman, Esq.
                  ANDANTE LAW GROUP OF DANIEL E. GARRISON, PLLC
                  4110 North Scottsdale Road, Suite 330
                  Scottsdale, AZ 85251
                  Tel: 480-421-9449
                  Fax: 480-522-1515
                  Email: joe@andantelaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Nicholas Smith, president.

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


INDEPENDENCE TAX IV: Incurs $123,000 Net Loss in June 30 Quarter
----------------------------------------------------------------
Independence Tax Credit Plus L.P. IV filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $122,908 on $908,535 of total
revenues for the three months ended June 30, 2014, compared to a
net loss of $185,715 on $868,676 of total revenues for the same
period in 2013.

The Company's balance sheet at June 30, 2014, showed $4.53 million
in total assets, $26.59 million in total liabilities and a $22.05
million total partners' deficit.

"The Partnership originally invested all of its net proceeds in
fourteen Local Partnerships of which, approximately $148,000
remains to be paid to the Local Partnerships (including
approximately $123,000 being held in escrow).  The Partnership is
currently in the process of developing a plan to dispose of all
its investments.  Through June 30, 2014, the Partnership has sold
its limited partnership interests in four Local Partnerships and
the property and the related assets and liabilities of three Local
Partnerships have been sold.  There can be no assurance as to when
the Partnership will dispose of its seven remaining investments or
the amount of proceeds which may be received.  However, based on
the historical operating results of the Local Partnerships and the
current economic conditions, it is unlikely that the proceeds from
such sales received by the Partnership will be sufficient to
return to the limited partners their original investments.  All
gains and losses on sales are included in discontinued
operations," the Company said in the filing.

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

                         http://is.gd/JyOBu5

                      About Independence Tax IV

New York-based Independence Tax Credit Plus L.P. IV is a limited
partnership which was formed under the laws of the State of
Delaware on Feb, 22, 1995.

On July 6, 1995, the Partnership commenced a public offering of
Beneficial Assignment Certificates representing assignments of
limited partnership interests in the Partnership.  The Partnership
received $45,844,000 of gross proceeds from the Offering from
2,759 investors.  The Offering was terminated on May 22, 1996.

The Partnership's initial business was to invest in other
partnerships owning leveraged apartment complexes that are
eligible for the low-income housing tax credit enacted in the Tax
Reform Act of 1986, some of which may also be eligible for the
historic rehabilitation tax credit.

The Partnership is currently in the process of developing a plan
to dispose of all of its investments.  It is anticipated that this
process will take a number of years.

Independence Tax Credit Plus L.P. IV reported a net loss of $2.71
million on $3.6 million of total revenues for the fiscal year
ended March 31, 2014, compared to a net loss of $967,365 on $3.45
million of total revenues for the year ended March 31, 2013.


INFINITY ACQUISITION: S&P Assigns 'B' CCR; Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services assigned Delaware-based
Infinity Acquisition LLC (herein referred to as Ipreo) a corporate
credit rating of 'B'.  The outlook is stable.

At the same time, S&P assigned the $45 million senior secured
revolving credit facility due 2019 and the $345 million senior
secured term loan B due 2021 a 'B+' issue-level rating, with a
recovery rating of '2', indicating S&P's expectation of
substantial (70% to 90%) recovery of principal for debtholders in
the event of default.

Lastly, S&P assigned the $185 million senior unsecured notes due
2022 a 'CCC+' issue-level rating, with a recovery rating of '6',
indicating S&P's expectation of negligible (0% to 10%) recovery of
principal for debtholders in the event of default.  Infinity
Acquisition Finance Corp. is the co-issuer of the unsecured notes.

"The 'B' corporate credit rating reflects the high level of debt
used to fund the acquisition of the company by Blackstone and
Goldman Sachs Merchant Banking," said Standard & Poor's credit
analyst Jawad Hussain.  "The rating also reflects the company's
narrow business focus, competition from much larger competitors
with greater financial resources, and the company's revenue
sensitivity to changes in financial markets.  These risks largely
offset the deeply entrenched nature of the company's products."

Ipreo is a niche financial services technology, research, and data
provider.  Its capital markets segment (54% of 2013 revenue)
provides software solutions to automate debt, equity, and
municipal securities marketing, securities issuance, and pricing
for new transactions.  Revenue, especially from municipal and
equity markets, is highly dependent on new issuance transaction
volumes and activity levels at its investment banking and
brokerage clients.  Standard & Poor's estimates approximately 55%
of revenue in the capital markets segment is transaction-related--
and therefore inherently variable.  The research, sales, and
trading (RS&T, 21% of revenue) and corporate (25% of revenue)
segments provide client relationship, market intelligence, and
analytics products and solutions to the investment community and
corporate investor relations groups.  These segments are less
sensitive to capital market volumes, serve a broader client base
than the capital markets segment, and offer a degree of stability,
largely because about 85% of the two segments' revenues are
subscription-based.  However, Ipreo faces significant competition
in these segments from larger competitors with greater financial
resources, requiring it to continually improve its products or
risk losing its market position as a provider of premium financial
services software.  These factors support S&P's "weak" business
risk assessment of the company.

Standard & Poor's assessment of Ipreo's financial risk profile as
"highly leveraged" is based on its ownership by a financial
sponsor and its elevated pro forma lease-adjusted leverage of
around 9x as a result of the increased debt in its capital
structure.  S&P expects leverage to moderate by the end of 2014 to
around 8x, as EBITDA benefits from recent market share gains in
the capital markets and corporate advisory segments and as the
company completes a staff restructuring.  S&P expects pro forma
EBITDA coverage of interest to be a little below 2x in 2014 and
increase to the low-2x area in 2015 on continued EBITDA growth.


INTERNATIONAL RECTIFIER: Fitch Puts 'BB' IDR on Positive Watch
--------------------------------------------------------------
Fitch Ratings has placed International Rectifier Corp.'s (IR)
Long-term Issuer Default Rating (IDR) and revolving credit
facility (RCF) ratings of 'BB' on Rating Watch Positive following
Infineon Technologies AG's (Infineon) definitive agreement to
acquire IR for $3 billion.  IR has no outstanding public debt.

The Positive Watch reflects Fitch's belief that IR's credit
profile will meaningfully strengthen following the combination,
likely resulting in an IDR of 'BBB' or higher for Infineon post
transaction close. The combined company will benefit from greater
scale, increased technology platform, sales channel and geographic
diversification, and strengthened financial flexibility compared
with IR on a standalone basis. Infineon also proposes to maintain
leverage (total debt to operating EBITDA) below 2x and gross cash
to revenues at 30% - 40%.

Infineon intends to acquire IR in an all cash transaction valued
at $3 billion or $2.4 billion on an enterprise value basis.
Infineon will finance the acquisition, which has been approved by
the boards of both IR and Infineon, with cash on hand and a EUR1.5
billion credit facility. The deal is expected to close in late
2014 or early 2015 subject to approval by RF shareholders and
regulators.

Pro forma for the deal, combined annual revenues will be nearly $7
billion with an operating EBITDA margin in the mid-20s. This
compares to IR's $1.1 billion of revenues and an operating EBITDA
margin of 18.1% for the latest 12 months (LTM) ended June 29,
2014. Fitch expects the deal will provide meaningful operating
margin expansion opportunities, driven by excess and more
efficient capacity management at Infineon, along with the
elimination of overhead redundancies.

The combined company will leverage Infineon's power semiconductor
capabilities with IR's power conversion and Gallium Nitride
capabilities. IR will benefit from Infineon's significant direct
customer portfolio in the European Union, while IR increases
Infineon's exposure in the U.S. and Asia-Pacific.


JAMES RIVER COAL: Sells 3 Mining Complexes to Blackhawk for $52MM
-----------------------------------------------------------------
An affiliate of Blackhawk Mining LLC is acquiring the assets of
James River Coal Company.

Pursuant to the Strategic Transaction Bidding Procedures entered
in the Debtors' Chapter 11 cases, the Debtors, in consultation
with the agent under the Debtors' debtor-in-possession financing
facility, and the Unsecured Creditors' Committee, entered into an
Asset Purchase Agreement, dated August 15, 2014, with, JR
Acquisition, LLC, a wholly owned subsidiary of Blackhawk, and
selected the Agreement to serve as a Stalking Horse Bidder for the
purchase of the Debtors' mining complexes commonly referred to as:

     -- the Hampden Complex (including the assets of
        Debtor Logan & Kanawha Coal Company, LLC),

     -- the Hazard Complex (other than the assets of
        Debtor Laurel Mountain Resources LLC) and

     -- the Triad Complex.

The Agreement contemplated that, among other things, Blackhawk
would (i) pay to the Debtors $20.0 million in cash and deliver a
third lien secured promissory note in the amount of $25.0 million,
and (ii) deliver to one of the Debtors' lessors, in lieu of a cash
payment of cure costs under leases to be assumed and assigned to
Blackhawk, a second lien secured promissory note in the amount of
$5.0 million.

In conjunction with the Strategic Transaction Bidding Procedures,
the Debtors filed with the Court the Agreement with Blackhawk and
then held a previously announced public auction on August 18-21,
2014 to determine whether a higher or better bid (or combination
of bids) could be obtained.

During the auction process, Blackhawk submitted a bid that, among
other things, increased the consideration offered for the
Purchased Assets from $50 million plus the assumption of certain
liabilities to $52 million plus the assumption of certain
liabilities.

On August 21, 2014, the Debtors, in consultation with the DIP
Agent and the Unsecured Creditors' Committee, selected Blackhawk's
revised bid as the winning bid. The revised bid contemplates that
Blackhawk will (i) pay to the Debtors $20.0 million in cash and
deliver a third lien secured promissory note in the amount of
$27.0 million, and (ii) deliver to one of the Debtors' lessors, in
lieu of a cash payment of cure costs under leases to be assumed
and assigned to Blackhawk, a second lien secured promissory note
in the amount of $5.0 million.

The sale is expected to close on or about August 29, 2014 and is
subject to customary closing conditions, including Court approval.
A Court hearing is scheduled for August 26, 2014, at 11 a.m. to
consider approval of the sale.

A copy of the sale agreement is available at http://is.gd/YdonAN

The Buyer can be reached at:

     BLACKHAWK MINING, LLC
     3228 Summit Square Place, Suite 180
     Lexington, KY 40509
     Attention: Nicholas R. Glancy
     Facsimile No.: (859) 543-0516
     E-mail: nglancy@blackhawkmining.com

The Buyer is represented in the case and sale transaction by:

     Mitchell A. Seider, Esq.
     Charles E. Carpenter, Esq.
     LATHAM & WATKINS LLP
     885 Third Avenue
     New York, NY 10022
     Facsimile No.: (212) 751-4864
     E-mail: mitchell.seider@lw.com
             charlie.carpenter@lw.com

                        About James River

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

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

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

The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marshall S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY.  Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel.  Perella Weinberg Partners
L.P. is the Debtors' financial advisor.  Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.

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


JAMES RIVER COAL: Unit Seeks to Buy EQT Assets for $4 Million
-------------------------------------------------------------
James River Coal Company asks the Bankruptcy Court to:

     -- authorize Debtor Leeco, Inc. to purchase certain real
property located in Perry County, Kentucky, and certain equipment
and other assets located on the Real Property pursuant to an asset
purchase agreement between EQT Gathering, LLC, as seller, and
Leeco, as purchaser; and

     -- authorize Leeco to pay an Initial Installment and a Second
Installment.

The Debtors said the purchase of the Purchased Assets and the
payment of the First Installment Payments are an integral part of
the Debtors' larger efforts to consummate a strategic
restructuring transaction, and, in fact, required by the
Successful Bid for the purchase of the Debtors' mining complexes
by JR Acquisition, LLC, a wholly-owned subsidiary of Blackhawk
Mining LLC, for an aggregate purchase price of $52,000,000 plus
the assumption of certain liabilities.

Pursuant to the Purchase Agreement, Leeco and Blackhawk, as the
assignee of the EQT assets, will be obligated to pay EQT a
purchase price equal to $4,000,000 in the aggregate, to be paid in
four separate $1,000,000 installments.  The installments are
required to be paid:

     (i) at closing (the "Initial Installment"),
    (ii) on or before Oct. 15, 2014 (the "Second Installment"),
   (iii) on Jan. 5, 2015 (the "Third Installment"), and
    (iv) at a Supplemental Closing Date (the "Fourth Installment")

Following payment of the First Installment Payments, the only
amount that would remain owing under the Purchase Agreement are
the Final Installment Payments, which in the aggregate are in an
amount equal to $2,000,000.

Blackhawk has consented to the assignment of the Purchase
Agreement and agreed to assume any remaining obligations under the
Purchase Agreement, including the payment of the Final Installment
Payments.

At Tuesday's hearing, the Court will also consider the Debtors'
Motion for Entry of an Order Authorizing Debtor Leeco, Inc. to
Purchase Certain Real Property and Equipment from EQT.

                        About James River

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

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

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

The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marshall S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY.  Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel.  Perella Weinberg Partners
L.P. is the Debtors' financial advisor.  Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.

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


JAMES RIVER COAL: Hiring Byron Advisors' William Murphy as CRO
--------------------------------------------------------------
James River Coal Company is slated to appear before the Bankruptcy
Court in Richmond, Virginia, for a hearing on its request for
authority, retroactive to July 31, 2014, to (i) retain Byron
Advisors, LLC to provide the Debtors a Chief Restructuring Officer
and (ii) designate William B. Murphy as CRO.

Following the Closing of the purchase of the Debtors' mining
complexes by JR Acquisition, LLC, a wholly-owned subsidiary of
Blackhawk Mining LLC, for an aggregate purchase price of
$52,000,000 plus the assumption of certain liabilities, and the
conclusion of the sale process with respect to the Debtors'
remaining assets, nearly all of the Debtors' employees, including
certain of the Debtors' officers, are expected to cease working
for the Debtors.  Consequently, the Debtors will require a CRO to
assist them in continuing to operate efficiently while they
consummate any additional asset sales and to oversee the remaining
prosecution of these chapter 11 cases, thereby enabling the
Debtors to maximize the value of their estates for the benefit of
all creditors.

The Debtors, in consultation with the lenders under the Debtors'
postpetition debtor in possession financing facility and the
advisors to the official committee of unsecured creditors entered
into an agreement with Byron Advisors to provide those services
through Mr. Murphy.

In exchange for the services provided by Mr. Murphy, Byron
Advisors will receive a fee equal to $60,0000 per month through
January 31, 2015, at which time such fee shall be reduced to
$30,000 per month; provided that the Debtors and Byron Advisors
have agreed to discuss in good faith a possible transition from a
monthly fee to an hourly fee to begin on July 1, 2015, if
appropriate at such time.  The Debtors shall also reimburse Mr.
Murphy for all reasonable, necessary and documented out-of-pocket
expenses.

Additionally, Byron Advisors shall earn transaction fees equal to
(a) $150,0000 upon the repayment in full in cash of the Debtors'
postpetition financing facility (which fee shall be reduced by
$50,000 per month for each month after November 30, 2014), and (b)
5% of average recoveries of general unsecured creditors (prior to
dilution for this fee), subject to a minimum of $250,000 (provided
that general unsecured creditors receive at least $250,000, in the
aggregate) and a maximum of $750,000, payable upon the
effectiveness of a chapter 11 plan.

Byron Advisors will be retained and Mr. Murphy will be designated
as the Debtors' CRO pursuant to section 363 of the Bankruptcy
Code, rather than as a professional under section 327 of the
Bankruptcy Code.  Accordingly, Byron Advisors will not be required
to submit fee applications pursuant to sections 330 and 331 of the
Bankruptcy Code.  Instead, Byron Advisors will file with the Court
reports of compensation earned and expenses incurred on a
quarterly basis, and shall provide notice thereof to the United
States Trustee for the Eastern District of Virginia, the DIP
Lenders and the Committee.  The compensation and expenses shall be
subject to Court review in the event that an objection is filed.
Mr. Murphy will make reasonable efforts to coordinate his services
with the Debtors and with the Debtors' advisors and senior
management to avoid unnecessary duplication of services provided
by the Debtors' Court-approved professionals or by the Debtors'
senior management.

Mr. Murphy has more than 30 years of professional experience in
finance, including more than 25 years of experience in corporate
restructuring.  Mr. Murphy advises troubled companies, their
creditors and other economic stakeholders in both chapter 11 and
out-of-court restructurings.

Since June 2012, in connection with his service to Byron Advisors,
Mr. Murphy has served as Chief Restructuring Officer of Southern
Air Inc., a $275 million provider of air cargo services, and as
Interim Chief Financial Officer of Fedcap Rehabilitation Services,
Inc., which provides workforce solution, homecare, out-patient
mental health and health screening services.  From August 2011 to
May 2012, Mr. Murphy was Vice President of Operational Controls
and Process Efficiencies at Volt Information Services, where he
guided key business units through operational and organizational
changes resulting from a financial restatement.

Prior to holding those roles, Mr. Murphy spent 14 years at the
advisory and restructuring firm Zolfo Cooper LLC, where he most
recently held the title of Senior Director.  Mr. Murphy holds a
Bachelor of Science degree in Accounting from Lehigh University,
is a Certified Public Accountant in the State of New York and is a
Certified Insolvency and Reorganization Advisor.

The firm may be reached at:

     William B. Murphy
     BYRON ADVISORS, LLC
     1623 Third Avenue, Suite 20A
     New York, NY 10128

                        About James River

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

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

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

The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marshall S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY.  Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel.  Perella Weinberg Partners
L.P. is the Debtors' financial advisor.  Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.

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


KENT ALLEN WOODS: Court Denies Zaragoza's Bid for Stay Relief
-------------------------------------------------------------
Bankruptcy Judge Timothy A. Barnes denied the "Motion for Relief
from the Automatic Stay Pending Arbitration" brought by Leticia
Zaragoza in the Chapter 11 case of Kent Allen Woods.

Prior to the Debtor's Chapter 11 filing, Zaragoza was employed by
the Debtor.  At some point in 2011, Zaragoza's employment with the
Debtor concluded.  The parties dispute the manner in which that
employment was concluded.

Zaragoza commenced litigation against the Debtor on June 1, 2012,
captioned as Leticia Zaragoza v. Kent Woods et al., Case No. 2012
L 006163 (Cir. Ct. of Cook Cty, Illinois, June 1, 2012).  In
apparent response to the State Court Litigation, the Debtor
commenced an arbitration matter before the Chicago Board of Trade.
In the CBOT Arbitration, Zaragoza asserted as a counterclaim her
claims against the Debtor from the State Court Litigation.  The
State Court Litigation was apparently stayed by the commencement
of the CBOT Arbitration, which in turn was stayed by the
commencement of the Chapter 11 Case.

In his ruling, Judge Barnes noted that Zaragoza is challenging the
bankruptcy court's constitutional authority to hear the matters
before it.

"While it is without question that this court has the authority to
hear the Motion itself, [Zaragoza] attempts to establish grounds
for the Motion in showing that the underlying action -- a
presently pending arbitration matter before the Chicago Board of
Trade (the "CBOT") ? lies outside of this court's authority,"
Judge Barnes said.

"The Movant misapprehends the import of recent Supreme Court
decisions regarding the constitutional authority of the bankruptcy
courts, and that argument is fundamentally flawed. Further, even
had the Movant been able to establish a challenge to this court's
authority on such grounds, the Movant mistakes a lack of
constitutional authority to hear an underlying matter as
sufficient grounds for relief from stay. Finding no other grounds
in the Motion to grant relief from stay, the court denies the
Motion."

A copy of Judge Barnes' August 18, 2014 Memorandum Decision is
available at http://is.gd/651VtVfrom Leagle.com.

Kent Allen Woods filed for Chapter 11 bankruptcy (Bankr. N.D. Ill.
Case No. 13-39194) on October 4, 2013.


LEHMAN BROTHERS: SkyPower, Not Its Shareholders, Can File Claim
---------------------------------------------------------------
Bankruptcy Judge Shelley C. Chapman issued a Memorandum Decision
sustaining Lehman Brothers Holdings Inc.'s objection to proofs of
claim -- Nos. 33583 and 33586 -- filed by 2138747 Ontario Ltd. and
6785778 Canada Inc., minority shareholders of SkyPower Corp.

SkyPower is a Canadian corporation whose controlling shareholder
was an indirect subsidiary of LBHI.

The asserted claims are based on alleged breaches of various
agreements that, the minority shareholders submit, when construed
together, paint a picture of a transaction that was designed to
provide a benefit directly to them -- despite the fact that they
are not party to (nor are they named third-party beneficiaries of)
any agreement with LBHI, including the equity contribution
agreement on which they rely to assert their claims.  All of the
other agreements that the minority shareholders allege are part of
a "multifaceted transaction" designed to use "Lehman Brothers" as
a funding source and investor to support and grow SkyPower's
business are signed by Lehman entities other than LBHI.

According to Judge Chapman, while SkyPower and its minority
shareholders may well have been victims of Lehman's failure, it is
SkyPower and not its minority shareholders who has the right to
assert claims against LBHI.  With respect to the claims, the
Objection is sustained, she said.

A copy of Judge Chapman's August 19, 2014 Memorandum is available
at http://is.gd/Vr5eVVfrom Leagle.com.

Attorneys for 2138747 Ontario Ltd. and 6785778 Canada Inc.:

     Shaya M. Berger, Esq.
     DICKSTEIN SHAPIRO LLP
     1633 Broadway
     New York, NY 10019
     Tel: (212) 277-6746
     E-mail: bergers@dicksteinshapiro.com

                      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)


LEO MOTORS: Sells Convertible Promissory Notes
----------------------------------------------
Leo Motors, Inc., sold three convertible promissory notes to
certain accredited investors pursuant to a Securities Purchase
Agreement, which were disclosed on the Company's Current Report on
Form 8-K filed with the Securities and Exchange Commission on
Aug.6, 2014.  The Agreements contained a closing date of Aug. 14,
2014.  Subsequently, on Aug. 14, 2014, the Company entered into
amendments to the Agreements with each of those Investors pursuant
to which the Closing Date was extended to Aug. 29, 2014.  All
other terms of the Agreements remained unchanged.

                          About Leo Motors

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

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

Leo Motors reported a net loss of $1.24 million on $0 of revenues
for the year ended Dec. 31, 2013, as compared with a net loss of
$1.88 million on $25,605 of revenues during the prior year.

As of June 30, 2014, the Company had $1.15 million in total
assets, $1.92 million in total liabilities and a $766,257 total
deficit.

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


LIGHTSQUARED INC: Judge Conditionally Approves Plan Outline
-----------------------------------------------------------
A bankruptcy judge signed off on an order conditionally approving
the outline of the two competing plans proposed by LightSquared
Inc. and Harbinger Capital Partners LLC.

U.S. Bankruptcy Judge Shelley Chapman on Aug. 20 conditionally
approved the disclosure statements to permit the solicitation of
votes from creditors of the wireless broadband company, which will
start on August 28.

Creditors have until Sept. 23 to cast their votes on the two
competing plans.  Voting results are expected to be filed with the
court by Oct. 2.

Judge Chapman will consider final approval of the disclosure
statements at a hearing that would start on Oct. 20 and continue
to Oct. 31.  The confirmation of the companies' proposed plans as
well as the bankruptcy plan proposed by MAST Capital Management,
LLC for One Dot Six Corp. will also be considered at the court
hearing.

The deadline for filing objections to the disclosure statements
and the plans is Oct. 3.

LightSquared Inc. on August 7 filed a plan with a group of lenders
that has secured claims against the company's "LP" unit.  The plan
is premised on the merger or other combination of LightSquared
Inc. and the LP unit in consideration for the treatment provided
under the plan to creditors of the wireless broadband company.
Under the plan, senior secured claims against the wireless
broadband company will be paid in full.  It also provides for
potential recoveries to junior stakeholders through an auction of
common equity to be issued by the new LightSquared company.   A
special committee composed of LightSquared directors said in a
court filing that the proposed plan "maintains the possibility of
the LP and Inc. estates remaining consolidated."  A copy of
LightSquared's plan can be accessed at http://is.gd/1QOqJM

The plan proposed by Harbinger, an investment company owned by
Philip Falcone, incorporates a $560 million reorganization of the
LightSquared estate as a separate entity.  Meanwhile, Mast
Capital's plan proposes breaking the LightSquared claims apart
from the LP unit.   Full-text copies of the Harbinger and Mast
plans are available without charge at:

   http://bankrupt.com/misc/LSquared_HCPplan081114.pdf
   http://bankrupt.com/misc/LSquared_MASTplan081914.pdf

                     About LightSquared Inc.

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

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

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

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


LIQUIDMETAL TECHNOLOGIES: Posts $2.51-Mil. Loss in June 30 Quarter
------------------------------------------------------------------
Liquidmetal Technologies, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $2.51 million on $153,000 of total
revenue for the three months ended June 30, 2014, compared with a
net loss of $1.92 million on $150,000 of total revenue for the
same period last year.

The Company's balance sheet at June 30, 2014, showed $16.01
million in total assets, $8.45 million in total liabilities, and
stockholders' equity of $7.56 million.

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

                       http://is.gd/HUv4ge

                  About Liquidmetal Technologies

Based in Rancho Santa Margarita, Cal., Liquidmetal Technologies,
Inc., and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries.  The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.

Liquidmetal reported a net loss and comprehensive loss of $14.24
million on $1.02 million of total revenue for the year ended
Dec. 31, 2013, as compared with a net loss and comprehensive loss
of $14.02 million on $650,000 of total revenue for the year ended
Dec. 31, 2012.

SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has an accumulated deficit.  This raises substantial doubt about
the Company's ability to continue as a going concern.


LUTHERAN HOMES: S&P Affirms 'BB+' Rating on Improvement Bonds
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to negative
from stable and affirmed its 'BB+' long-term rating on Lucas
County, Ohio's series 2010 revenue refunding and improvement bonds
issued for Lutheran Homes Society (LHS).

"The outlook revision reflects our view of LHS' significant
operating losses in fiscal 2013 and the first five months of
fiscal 2014 ended May 31, producing thin maximum annual debt
service coverage based on our calculations," said Standard &
Poor's credit analyst Brian Williamson.

The 'BB+' rating further reflects S&P's view of LHS':

   -- Significant operating losses, resulting in very low maximum
      annual debt service coverage of 1.3x, per our calculations;

   -- Location in northwest Ohio in competitive markets and in
      areas that have been affected by the economic recession; and

   -- High concentration of governmental payors, especially
      Medicaid, and thus limited revenue flexibility.

As of May 31, 2014, the system had $48 million in long-term debt,
all of which had fixed interest rates.


LENNAR CORP: Fitch Affirms 'BB+' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed Lennar Corporation's (NYSE: LEN) Issuer
Default Rating (IDR) and senior unsecured debt rating at 'BB+'.
The Rating Outlook is Stable.

Key Rating Drivers

The ratings and Outlook for Lennar reflect the company's strong
liquidity position and continuing recovery of the housing sector
this year and in 2015. The ratings also reflect Lennar's
successful execution of its business model over many cycles,
geographic and product line diversity, and much lessened joint
venture exposure than was the case just a few years ago.

The company did a good job in reducing its inventory exposure
(especially early in the correction) and generating positive
operating cash flow during the recent, severe industry downturn.
Additionally, Lennar steadily, substantially reduced its number of
JVs over the last few years and, as a consequence, has very
sharply lowered its JV recourse debt exposure (from $1.76 billion
to $29.3 million as of May 31, 2014).

In contrast to almost all the other public homebuilders Lennar was
profitable in fiscal 2010 and 2011 and the company was solidly
profitable in fiscal 2012 and 2013. The company's gross margins
are consistently above its peers, and contributions from its
Rialto Investment segment have added to corporate profits in 2010,
2011, 2012 and 2013.

There are still some challenges facing the housing market that are
likely to moderate the early-to-intermediate stages of this
recovery. Nevertheless, Lennar has the financial flexibility to
navigate through the sometimes challenging market conditions and
continue to broaden its franchise and invest in land and other
opportunities.

The Industry

Housing metrics should increase in 2014 due to faster economic
growth (prompted by improved household net worth, industrial
production and consumer spending), and consequently some
acceleration in job growth (as unemployment rates decrease to 6.4%
for 2014 from an average of 7.4% in 2013), despite somewhat higher
interest rates, as well as more measured home price inflation. A
combination of tax increases and spending cuts in 2013 shaved
about 1.5pp off annual economic growth, according to the
Congressional Budget Office. Many forecasters expect the fiscal
drag in 2014 to be only 0.25%. Single-family starts in 2014 are
projected to improve 9.5% to 677,000 as multifamily volume grows
about 11.7% to 343,000. Thus, total starts this year should top 1
million. New home sales are forecast to advance about 8% to
465,000, while existing home volume is likely to decline to 4.835
million due to fewer distressed homes for sale and limited
inventory.

New home price inflation should moderate in 2014, at least
partially because of higher interest rates. Average and median new
home prices should rise about 3.5% in 2014.

Housing activity is likely to ratchet up more sharply in 2015 with
the support of a steadily growing economy throughout the year. The
unemployment rate should continue to move lower (5.8% in 2015).
Credit standards should steadily, moderately ease throughout next
year.

Demographics should be more of a positive catalyst. More of those
younger adults who have been living at home should find jobs and
these 25-35-year-olds should provide some incremental elevation to
the rental and starter home markets. Single-family starts are
forecast to rise 21% to 819,000 as multifamily volume expands
about 6.5% to 366,000. Total starts would be approaching 1.2
million. New home sales are projected to increase 20.4% to
560,000. Existing home volume is expected to approximate 5.075
million, up 5%.

New home price inflation should further taper off with higher
interest rates and the mix of sales shifting more to first time
homebuyer product. Average and median home prices should increase
2.5-3%.

Challenges remain, including the potential for higher interest
rates, and restrictive credit qualification standards.

Improving Financial Results and Credit Metrics

Lennar's corporate revenues expanded 31.6% to $3,181.84 million
during the first six months of 2014. Homebuilding revenues
increased 34% to $2,866.17 million as home deliveries grew 12.5%
to 8,573 and the average selling price increased 15.6% to
$320,261. Deliveries improved in each region with the exception of
Southeast Florida (-6.4%). The strongest comparisons were reported
for the East and West regions, both up 18.6%. The housing gross
profit margin also reflected healthy improvement, growing 202 bps
during the first half 2014 - well above peer averages. SG&A
expense as a percentage of total homebuilding revenues declined
from 11.17% to 10.75% for the first six months of 2014. The
company reported homebuilding income, before real estate charges,
of $399.08 million for the first half 2014, up 69.4%

Financial services revenues decreased 12.6% to $187.97 million in
the absence of refinance activity, while segment profits dropped
almost 50% to $22.76 million as a result of competitive pressures.
Rialto Investments revenues expanded 97.5% to $101.35 million and
consisted primarily of securitization revenue and interest income
from Rialto Mortgage Finance (RMF), interest income associated
with the Rialto's segment's portfolio of real estate loans and
fees for managing and servicing assets. Rialto had a slight
operating loss ($173,000) for the first half of 2014 (including
$16.1 million of net loss attributable to non-controlling
interest) as compared to a year earlier profit of $9.88 million
(including $5.4 million of net earnings attributable to non-
controlling interest). Lennar Multifamily reported revenues of
$26.35 million in 2014, up 109.9%. The segment operating loss
widened from $4.89 million to $13.38 million.

The corporate pretax income (before real estate charges) advanced
50.3% to $331.86 million. With a much higher (normalized) tax rate
in 2014, net earnings attributable to Lennar rose 10.7% to $215.84
million for the six months ended May 31, 2014. Debt-to-LTM EBITDA
was 4.6x at the end of the second quarter 2014, while interest
coverage was 3.7x. Fitch expects further improvement in credit
metrics, with leverage approaching 4.0x and interest coverage
nearing 4.0x by the end of 2014.

Net unit orders and the value of orders expanded 9.1% and 23.1%
respectively, for the first six months of 2014. As of May 31,
2014, unit backlog increased 11.3% to 6,858 and the backlog
average sales price improved 13.4% to $342,694. The value of
backlog gained 26.1% to $2,350.2 million.

Liquidity

The company ended the second quarter of 2014 with $627.62 million
in unrestricted cash and equivalents and $39.9 million in
restricted cash.

At May 31, 2014, Lennar had a $950 million unsecured revolving
credit facility with certain financial institutions that matures
in June 2017, $200 million of letter of credit facilities with a
financial institution and a $140 million letter of credit facility
with a different financial institution. The proceeds available
under the credit facility, which are subject to specified
conditions for borrowing, may be used for working capital and
general corporate purposes. The credit facility agreement also
provides that up to $500 million in commitments may be used for
letters of credit. As of May 31, 2014, there were no outstanding
borrowings under the credit facility.

In June 2014, Lennar amended its credit facility increasing the
aggregated principal amount from $950 million to $1.5 billion,
which includes a $263 million accordion feature, subject to
additional commitments. The credit facility's maturity date was
extended to June 2018.

The company's debt maturities are well-laddered, with about 21% of
its senior notes (as of May 31, 2014) maturing through 2016.

Lennar's performance letters of credit outstanding were $225.4
million as of May 31, 2014. The company's financial letters of
credit outstanding were $212.6 million at the end of the second
quarter. Performance letters of credit are generally posted with
regulatory bodies to guarantee its performance of certain
development and construction activities. Financial letters of
credit are generally posted in lieu of cash deposits on option
contracts, for insurance risks, credit enhancements and as other
collateral.

Homebuilding

The company was the second largest homebuilder in 2013 and
primarily focuses on entry-level and first-time move-up
homebuyers. In 2013 and so far in 2014 approximately one third of
sales were to the first time buyer, half to first time move up
customers and the balance is a mix of second time move up, luxury
and active adult. The company builds in 17 states with particular
focus on markets in Florida, Texas and California. Lennar's
significant ranking (within the top five or top 10) in many of its
markets, its largely presale operating strategy, and a return on
capital focus provide the framework to soften the impact on
margins from declining market conditions. Fitch notes that in the
past, acquisitions (in particular, strategic acquisitions) have
played a significant role in Lennar's operating strategy.

Compared to its peers, Lennar has had above-average exposure to
joint ventures (JVs) during this past housing cycle. Longer-dated
land positions are controlled off balance sheet. The company's
equity interests in its partnerships generally ranged from 10% to
50%. These JVs have a substantial business purpose and are
governed by Lennar's conservative operating principles. They allow
Lennar to strategically acquire land while mitigating land risks
and reduce the supply of land owned by the company. They help
Lennar to match financing to asset life. JVs facilitate just-in-
time inventory management.

Nonetheless, Lennar has substantially reduced its number of JVs
over the last eight years (from 270 at the peak in 2006 to 35 as
of May 31, 2014). As a consequence, the company has very sharply
lowered its JV recourse debt exposure from $1.76 billion to $29.3
million ($25.1 million net of joint and several reimbursement
agreements with its partners) as of May 31, 2014. In the future,
management will still be involved with partnerships and JVs, but
there will be fewer of them and they will be larger, on average,
than in the past.

The company did a good job in reducing its inventory exposure
(especially early in the correction) and generating positive
operating cash flow. In 2010, the company started to rebuild its
lot position and increased land and development spending. Lennar
spent about $600 million on new land purchases during 2011 and
expended about $225 million on land development during the year.
This compares to roughly $475 million of combined land and
development spending during 2009 and about $704 million in 2010.
During 2012, Lennar purchased approximately $1 billion of new land
and spent roughly $302 million on development expenditures. Land
spend totaled almost $1.9 billion in 2013, and development
expenditures reached about $600 million, double the level of 2012.
Total real estate spending in 2014 could be flat to up moderately
(perhaps $200 million) as Lennar incrementally focuses more on
development activities than on land spend.

The company was considerably more cash flow negative in 2013
($807.71 million) than in 2012 ($424.65 million). Lennar is likely
to be much less cash flow negative in 2014, maybe half as much as
in 2013.

Fitch is comfortable with this real estate strategy given the
company's cash position, debt maturity schedule, proven access to
the capital markets and willingness to quickly put the brake on
spending as conditions warrant.

Financial Services

Lennar's financial services segment provides mortgage financing,
title insurance and closing services for both buyers of its homes
and others. Substantially all of the loans that the segment
originates are sold within a short period in the secondary
mortgage market on a servicing released, non-recourse basis. After
the loans are sold, Lennar retains potential liability for
possible claims by purchasers that the company breached certain
limited industry standard representations and warranties in the
loan sale agreements. The company participates in mortgage
refinance activity, which periodically is consequential business.

During the first half of 2014, Lennar's financial services
subsidiary provided loans to approximately 76% of its homebuyers
who obtained mortgage financing in areas where Lennar offered
services. During that same period, the company originated
approximately 9,100 mortgage loans totaling $2.29 billion.

Rialto

Lennar's Rialto segment was formed to focus on acquisitions of
distressed debt and other real estate assets utilizing Rialto's
abilities to source, underwrite, price, turnaround and ultimately
monetize such assets in markets across the United States. Lennar
had a similar operation in the 1980s, LNR Property Corporation,
which was the vehicle used by the company to invest in and work
out large portfolios of distressed real estate assets purchased
from the government's Resolution Trust Corporation (RTC). This
operation was subsequently spun-off as a separate publicly traded
company and was later acquired by Cerberus Capital Management.

Lennar's Rialto reportable segment is a commercial real estate
investment, investment management, and finance company focused on
raising, investing and managing third party capital, originating
and securitizing commercial mortgage loans, as well as investing
its own capital in real estate related mortgage loans, properties
and related securities. Rialto utilizes its vertically-integrated
investment and operating platform to underwrite, diligence,
acquire, manage, workout and add value to diverse portfolios of
real estate loans, properties and securities, as well as providing
strategic real estate capital. Rialto's primary focus is to manage
third party capital and to originate and sell into securitizations
commercial mortgage loans. Rialto has commenced the workout and/or
oversight of billions of dollars of real estate assets across the
United States, including commercial and residential real estate
loans and properties, as well as mortgage backed securities. To
date, many of the investment and management opportunities have
arisen from the dislocation in the United States real estate
markets and the restructuring and recapitalization of those
markets. In July 2013, RMF was formed to originate and sell into
securitization five, seven and 10-year commercial first mortgage
loans, generally with principal amounts between $2 million and $75
million, which are secured by income producing properties. This
business is expected to be a significant contributor to our Rialto
revenues, at least in the near future.

Rialto is the sponsor of and an investor in private equity
vehicles that invest in and manage real estate related assets.
This includes:

-- Rialto Real Estate Fund, LP that was formed in 2010 to which
investors have committed and contributed a total of $700 million
of equity (including $75 million by Lennar);

-- Rialto Real Estate Fund II, LP that was formed in 2013 with the
objective to invest in distressed real estate assets and other
related investments and that as of May 31, 2014 had equity
commitments of $1.3 billion (including $100 million by Lennar) and
was closed to additional commitments and

-- Rialto Mezzanine Partners Fund that was formed in 2013 with a
target of raising $300 million in capital (including $27 million
committed and invested by Lennar) to invest in performing
mezzanine commercial loans that have expected durations of one to
two years and are secured by equity interests in the borrowing
entity owning the real estate assets.

Rialto also earns fees for its role as a manager of these vehicles
and for providing asset management and other services to those
vehicles and other third parties.

Lennar Multi-Family

Since 2012, Lennar has become actively involved, primarily through
unconsolidated entities, in the development of multifamily rental
properties. This business segment focuses on developing a
geographically diversified portfolio of institutional quality
multifamily rental properties in select U.S. markets.

As of May 31, 2014 Lennar's balance sheet had $166.6 million of
assets related to the Lennar Multifamily segment, which includes
investments in unconsolidated entities of $77.5 million. Lennar's
net investment in the Lennar Multifamily segment as of May 31,
2014 was $136.2 million. The Lennar Multifamily segment had 18
unconsolidated entities, as of May 31, 2014. As of May 31, 2014,
the Lennar Multifamily segment had interests in 18 communities
with development costs of approximately $1 billion, of which two
communities were completed and operating, two communities were
partially completed and leasing, 13 communities were under
construction and one community was under development. The Lennar
Multifamily segment also had a pipeline of future projects
totaling $3.3 billion in assets across a number of states that
will be developed primarily by unconsolidated entities.

Fivepoint Communities

FivePoint manages large, complex master planned communities in the
Western U.S., typically in a joint venture structure. These
include the former military installation El Toro, the former
Newhall Land and Farming Company (just north of Los Angeles) and
San Francisco's Hunters Point. These entities will not be
generating meaningful home deliveries for another few years. At
Great Park (El Toro), the first phase of 726 homes is over 75%
sold out and the second phase of 1,000 home sites will begin to be
sold to builders late this year or early next year. The grand
opening will be late spring 2015. Lennar won two lawsuits which
would have impeded the development at Newhall Land and also won an
appeal of a lawsuit that challenged its environmental permit in
the second quarter 2014. Lennar expects opponents' appeals to be
concluded in late 2014 and then development should begin on the
first 5,000 home sites. Lennar is pre-selling homes at the
Shipyard, Candle Stick Park/Hunters Point, in San Francisco. The
grand opening will take place in August. About 250 homes are under
construction and another 100 are scheduled to break ground in
2014. Some homes will be delivered by the end of this year.
Lastly, at Treasure Island, Lennar is designing homes and doing
land development engineering with an expectation to break ground
in early 2016.

Rating Sensitivities

Future ratings and Outlooks will be influenced by broad housing
market trends as well as company specific activity, such as trends
in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels, free cash flow trends and uses, and the
company's cash position.

Fitch would consider taking further positive rating actions if the
recovery in housing accelerates and Lennar shows steady
improvement in credit metrics (such as debt to EBITDA leverage
consistently less than 3x), while maintaining a healthy liquidity
position (in excess of $1 billion in a combination of cash and
revolver availability).

Conversely, negative rating actions could occur if the recovery in
housing dissipates and Lennar maintains an overly aggressive land
and development spending program. This could lead to sharp
declines in profitability, consistent and significant negative
quarterly cash flow from operations, higher leverage and
meaningfully diminished liquidity position (below $500 million).


MACKEYSER HOLDINGS: Names Hammond Hanlon as Investment Banker
-------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware authorized MacKeyser Holdings LLC and its
debtor-affiliates to employ Hammond Hanlon Camp LLC as their
exclusive investment banker.

The firm will:

  a) advice and assist the Debtors in analyzing, structuring, and
     negotiating the financial aspects of any restructuring
     transaction as follows:

     -- assistance to the Debtors' in reviewing and analyzing the
        Debtors' business plan;

     -- advice and assistance to the Debtors in reviewing,
        analyzing, structuring, and negotiating the financial
        aspects of potential restructuring transactions,
        including, but not limited to, debt to equity conversions,
        debt maturity extensions, modifications to interest rates,
        and financial covenants of debt obligations;

     -- assistance to the Debtors in valuing the Debtors and, as
        appropriate, valuing the Debtors' assets or operations;
        provided, that any "fairness opinions" or real estate or
        fixed asset appraisals, to the extent necessary, will be
        undertaken by an independent third party financial advisor
        or appraiser to be separately retained and compensated by
        the Debtors;

     -- expert advice and testimony regarding financial matters
        related to any restructuring transaction or any related
        proceeding before the bankruptcy court, and such other
        financial advisory services as may be requested by the
        Debtors from time to time in connection with executing a
        restructuring transaction; and

     -- advice to and attendance at meetings of the Debtors' board
        of directors, creditors group, official constituencies,
        and other interested parties as the Debtors determine are
        necessary or desirable.

  b) advice and assist the Debtors in formulating a plan of
     reorganization or liquidation and analyzing any proposed
     plan, including assistance in the plan negotiation and
     confirmation process, assistance in the preparation of any
     documents needed in a bankruptcy case, and assistance to the
     Debtors in connection with any restructuring transaction;

  c) assist the Debtors in identifying and evaluating candidates
     for potential sale transactions involving any assets or
     operations of the Debtors, effectuated either prior to,
     during the pendency of, or subsequent to consummation of a
     bankruptcy case, including advice to the Debtors in
     connection with negotiation and assistance in the
     consummation of such sale transactions, including, without
     limitation, the preparation of offering memoranda related
     thereto; and

  d) advice and assist the Debtors with respect to any debt or
     equity financing, whether public, private, or otherwise,
     conducted prior to or during the pendency of a bankruptcy
     case.

Among other things, the Debtors agreed to pay the firm a
monthly fee of $50,000 payable in advance.

Thomas M. Barry, principal at the firm, assured the Court that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

   Thomas M. Barry
   HAMMOND HANLON CAMP LLC
   623 5th Avenue, 29th Floor
   New York, NY 10022
   Tel: 212-257-4500
   Email: tbarry@h2cllc.om

                  About MacKeyser Holdings, LLC

MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states.  Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.

MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014.  David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA.  The Debtors' financial advisor is GlassRatner
Advisory & Capital Group.  The investment banker is Hammond Hanlon
Camp LLC.  The noticing and claims management agent is American
Legal Claim Services, LLC.

In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.

The petitions were signed by Thomas J. Allison, authorized
officer.


MACKEYSER HOLDINGS: Court Approves Cole Schotz as Counsel
---------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware authorized MacKeyser Holdings LLC and its
debtor-affiliates to employ Cole, Schotz, Meisel, Forman &
Leonard, PA, as their counsel.

The firm will:

  a) advise the Debtors with respect to their power and duties as
     Debtors and Debtors in possession in the continued management
     and operation of their businesses and properties;

  b) attend meetings and negotiate with representatives of
     creditors and other parties in interest; and advise and
     consult on the conduct of the cases, including all of the
     legal and administrative requirements of operating in Chapter
     11;

  c) take all necessary actions to protect and preserve the
     Debtors' estates, including the prosecution of actions on
     their behalf, the defense of actions, commenced against their
     estates, negotiation concerning litigation in which the
     Debtors may be involved and objections to claims filed
     against the estates;

  d) prepare on behalf of the Debtors any necessary motions,
     applications, answers, orders, reports and other papers
     necessary to the administration of the estate;

  e) advise the Debtors in connection with the sale of any assets;

  f) appear before the Court, any appellate courts, and the U.S.
     Trustee, and protecting the interest of the Debtors' estates
     before such courts and the U.S. Trustee; and

  g) perform all other necessary legal services and provide all
     other necessary or appropriate legal advice to the Debtors in
     connection with the Chapter 11 cases.

The firm's professionals and their hourly rates:

     Members and Special Counsel              $335-$800
     Associates                               $210-$420
     Paralegals                               $170-$250
     Litigation Support Specialists           $150-$250

The Debtors told the Court that the firm received a retainer
payment of $250,000, and, as of the petition date, continued to
hold $125,000 as a retainer.

David R. Hurst, member at the firm, assured the Court that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

     David R. Hurst, Esq.
     COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, PA
     500 Delaware Avenue, Suite 1410
     Wilmington,  DE 19801
     Tel: 302-652-3131
     Fax: 302-652-3117
     Email: dhurst@coleschotz.com

                  About MacKeyser Holdings, LLC

MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states.  Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.

MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014.  David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA.  The Debtors' financial advisor is GlassRatner
Advisory & Capital Group.  The investment banker is Hammond Hanlon
Camp LLC.  The noticing and claims management agent is American
Legal Claim Services, LLC.

In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.

The petitions were signed by Thomas J. Allison, authorized
officer.


MACKEYSER HOLDINGS: Can Hire GlassRatner as Financial Advisor
-------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware authorized Mackeyser Holdings LLC and its
debtor-affiliates to employ GlassRatner Advisory & Capital Group
LLC as their financial advisor.

The firm will:

  a) assist in evaluating the Debtors' current business plan in
     preparation of a revised operating plan and cash flow
     forecast and presentation of such plan to the Debtors' board
     of directors and their creditors;

  b) assist in identifying cost reduction and operations
     improvements opportunities;

  c) assist in developing and managing a 13-week cash flow
     forecast;

  d) assist in finance issues including assisting in preparation
     of reports and liaison with creditors;

  e) report to the board as desired or directed by the Debtors'
     chief executive officer;

  f) assist with and prepare reports to be filed by the Debtors
     with the U.S. Trustee's office;

  g) assist in analyzing the Debtors; historical financial
     performance as directed by the Debtors' chief executive
     officer;

  h) attend hearings in the Court, testify or file affidavits or
     declarations and providing such other support as the Debtors'
     request, in connection with the Debtors' Chapter 11 and
     potentially their plan of reorganization or liquidation;

  i) assist in the due diligence process of any proposed sale, as
     request; and

  j) provide any other advice or assistance as approved by the
     Debtors' chief executive officer or the board and agreed by
     the firm.

The Debtors agreed to pay the firm on an hourly basis.  The rates
for the advisors who will primarily be performing services to the
Debtors:

     Professionals        Hourly Rates
     -------------        ------------
     Kerry Krisher        $485
     Adam Meislik         $450
     Staff                $175-$485

Kerry Krisher, principal at the firm, assured the Court that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

     Kerry Krisher
     Adam Meislik
     GLASSRATNER ADVISORY & CAPITAL GROUP LLC
     Monarch Tower,
     3424 Peachtree Road, Suite 2150
     Atlanta, GA 30326
     Tel: 678-904-1990
     Fax: 678-904-1991
     Email: kkrisher@glassratner.com
            ameislik@glassratner.com

                  About MacKeyser Holdings, LLC

MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states.  Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.

MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014.  David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA.  The Debtors' financial advisor is GlassRatner
Advisory & Capital Group.  The investment banker is Hammond Hanlon
Camp LLC.  The noticing and claims management agent is American
Legal Claim Services, LLC.

In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.

The petitions were signed by Thomas J. Allison, authorized
officer.


MARTIFER AURORA: Wants Plan Filing Deadline Moved to Oct. 3
-----------------------------------------------------------
Martifer Solar USA, Inc., and Martifer Aurora Solar, LLC, ask for
the second time the U.S. Bankruptcy Court for the District of
Nevada to extend the periods during which only the Debtors may
file a Chapter 11 plan to to Oct. 3, 2014, and solicit acceptances
of that plan to Dec. 3, 2014.

On June 13, 2014, the Court entered an order granting the Debtors'
motion to extend exclusivity period for filing a plan through Aug.
19, 2014 and extending the solicitation period through Oct. 20,
2014.

The Debtors request a 45-day extension to settle claims, which may
affect the plan and the request is reasonable and appropriate
under the circumstances of these Chapter 11 cases.  In order to
formulate their plan and provide adequate information on expected
recoveries, the Debtors must define the universe of claims that
are likely to be allowed against them.  The Debtors are still
determining the validity of claims to which they have not yet
filed objections and determining whether resolutions are possible.
Moreover, the resolution of the pending claim objections will have
significant impact on expected recoveries for creditors.  Until
these and other claim objection hearings and claim issues are
resolved, the Debtors cannot know or reasonably determine the
universe of claims existing against the Debtors.

The Debtors say that an additional extension of the Exclusivity
Periods will enable the Debtors to finalize the disposition of
their assets prior to the filing of their plan and promote an
efficient plan solicitation process.

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

The Debtors also won approval to hire FTI and Michael Tucker, a
senior managing director of FTI, to serve as the company's chief
restructuring officer.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Pachulski Stang Ziehl &
Jones LLP's Bradford J. Sandler, Esq., Shirley S. Cho, Esq., Jason
Rosell, Esq., and Patricia Jeffries, Esq.; and Larson & Zirzow,
Matthew C. Zirzow, Esq., Zachariah Larson, Esq., and Carey
Shurtliff, Esq., as counsel.


MARTIFER AURORA: Taps Heritage as Auctioneer of Excess Inventory
----------------------------------------------------------------
Martifer Solar USA, Inc., and Martifer Aurora Solar, LLC, ask for
permission from the U.S. Bankruptcy Court for the District of
Nevada to employ Heritage Global Partners, Inc., a California
corporation, as auctioneer of certain excess inventory located in
California and Colorado to a third party.

The assets consist of excess inventory and equipment which are
located in three different warehouses.  Suddath Global Logistics,
LLC, stores inventory of the Debtors, generally intended for use
in project construction, in a warehouse in La Mirada, California,
pursuant to a master services agreement.

The Debtors believe that the best and highest net recovery to the
estates will arise by selling the assets at an auction through the
employment and services of a licensed auctioneer.  The Sale will
be conducted on Sept. 16-17, 2014, and the Auction will be
conducted online at www.hgpauction.com.

Pursuant to their auction agreement, Heritage Global guarantees
payment to Debtors of a minimum sum of $255,000, plus
participation in the gross proceeds of the Auction as follows:

      a. Auctioneer will remit the Guaranteed Minimum to the
         seller within 30 days following the date of the Auction,
         less the amount of Suddath's claim, which will be
         remitted directly to Suddath;

      b. Auctioneer will then retain, when realized from the sale
         of the Assets, the next $15,000 (provided Auctioneer is
         only required to staff the Los Angeles facility for
         Auction set-up, preview and check-out and seller
         provides sufficient personnel to staff preview and
         check-out at the Colorado and New Jersey facilities) of
         gross sale proceeds in excess of the Guaranteed Minimum
         to cover expenses and partial compensation, subject to
         increase pursuant to Auction expenses;

      c. all gross proceeds as may be realized from the Sale over
         and above the total sum of $270,000 Dollars will then be
         payable as: (i) payment to seller: 70%; and (ii) payment
         to auctioneer: 30%;

      d. for purposes of the Auction Agreement, "gross proceeds"
         will mean all revenue from the Sale pursuant to the
         Auction Agreement, except (a) any applicable sales taxes
         collected by Auctioneer and (b) any buyer's premium
         payments;

      e. Auctioneer will charge each successful bidder its
         standard buyer's premium for its own account as partial
         compensation for auction services provided up to and
         including the actual Auction event.  The buyer's premium
         will be collected by the Auctioneer directly from each
         purchaser in addition to the purchase price as bid for
         auction services.  Payment to the Auctioneer of the
         buyer's premium by the successful bidder is not
         dependent on any other service provided by the
         Auctioneer in connection with the Auction subsequent to
         the actual Auction event, if any.  The Debtors will not
         be liable to Auctioneer for buyer's premium in the event
         that a purchaser fails to live up to its agreement and
         complete a purchase; and

      f. Auctioneer will bear and pay all of the expenses, costs
         and other charges in connection with the sale of the
         Assets, provided, however, that if Debtors request
         changes to the Assets or to the Auctioneer's set-up,
         Auction dates or check-out plans, and the changes result
         in additional expenses, the seller will reimburse the
         Auctioneer for any and all additional and reasonable
         costs and expenses incurred as a result of the changes.

Debtors will file a report of the Sale with the Court at the
conclusion of the Auction.  No further confirmation of sale will
be sought.

The Debtors are informed and believe that Heritage Global is a
disinterested person within the meaning of 11 U.S.C. Section 101,
and accordingly that it is appropriate to employ Heritage Global
under the provisions of 11 U.S.C. Section 327(a).

On July 24, 2014, the Hon. August B. Landis of the U.S. Bankruptcy
Court for the District of Nevada granted the Debtors permission to
employ the Law Office of Nathan A. Schultz, P.C., as counsel.

As reported by the Troubled Company Reporter on June 25, 2014, the
Schultz Firm provided prior to the Petition Date services to
Debtors pursuant to a contract attorney relationship with Fox
Rothschild LLP, the proposed counsel to the Debtor, particularly
in connection with the Debtors' efforts to negotiate a workout
with its prepetition lender Cathay Bank.  On Feb. 10, 2014, the
Debtors disclosed their understanding that "Fox Rothschild
anticipates continuing to utilize the services of the Schultz Firm
on the same contract basis in connection with its representation
of Debtors in the Chapter 11 cases.

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

The Debtors also won approval to hire FTI and Michael Tucker, a
senior managing director of FTI, to serve as the company's chief
restructuring officer.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Pachulski Stang Ziehl &
Jones LLP's Bradford J. Sandler, Esq., Shirley S. Cho, Esq., Jason
Rosell, Esq., and Patricia Jeffries, Esq.; and Larson & Zirzow,
Matthew C. Zirzow, Esq., Zachariah Larson, Esq., and Carey
Shurtliff, Esq., as counsel.


MASHANTUCKET PEQUOT: Moody's Cuts CFR to Caa3 on Covenant Default
-----------------------------------------------------------------
Moody's Investors Service lowered The Mashantucket Pequot Tribal
Nation's Corporate Family Rating to Caa3 from Caa1 and placed the
company ratings on review for downgrade.

Issuer: Mashantucket (Western) Pequot Tribe, CT

Ratings lowered and on review for downgrade:

Corporate Family Rating, to Caa3 from Caa1 and placed under review
for further downgrade

Probability of Default Rating, to Caa3-PD from Caa1-PD and placed
under review for further downgrade

Term loan A due 2018, to B2(LGD2) from B1(LGD2) and placed under
review for further downgrade

Term loan B due 2020, to B2(LGD2) from B1(LGD2) and placed under
review for further downgrade

Term loan C due 2016, to B2(LGD2) from B1(LGD2) and placed under
review for further downgrade

Revolver due 2016, to B2(LGD2) from B1(LGD2) and placed under
review for further downgrade

The Mashantucket Pequot Tribal Nation (MPTN) conducts the gaming
and resort operations of Foxwoods Resort Casino through the
Mashantucket Pequot Gaming Enterprise (Gaming Enterprise), a
wholly-owned, unincorporated division of MPTN.

Ratings Rationale

The downgrade to Caa3, along with the possibility of a further
downgrade, is based on Moody's view that because of non-compliance
with certain bank agreement financial covenants and a challenging
market environment, there is a high degree of risk that MPTN will
not be able to sustain its current capital structure and that some
form of debt restructuring and impairment is likely.

MPTN was not in compliance with the senior leverage and interest
coverage financial maintenance covenants for the period ended June
30, 2014. The lenders now have the option to declare a default and
pursue all available rights and remedies including the right to
block upcoming non-bank debt service payments, the earliest of
which occurs September 30, 2014. At this time, MPTN is current on
all debt service payments, and the lenders have not declared an
event of default.

Compounding the immediate concern related to non-compliance with
bank loan covenants, is the continued decline in the MPTN's Gaming
Enterprise's revenue and earnings, a trend that has kept
debt/EBITDA at over 10 times since the company emerged from a
restructuring in early 2013. All of MPTN's revenue and earnings
come from its Connecticut casino. Connecticut is among the states
suffering the most as competition expands in the region. Like
other regional gaming companies throughout the US, MPTN's earnings
have been unfavorably impacted by a combination of reduced
spending trends by gaming consumers, increased competition, and
more aggressive promotional activity.

The review for downgrade will focus on the outcome of the
company's discussion with its lenders concerning covenants, the
possibility that non-bank debt service payments could be blocked,
and any restructuring.

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


MEDICAL IMAGING: Incurs $9,000 Net Loss for Q2 Ended June 30
------------------------------------------------------------
Medical Imaging Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss of $9,000 on $1.32 million of sales for the
three months ended June 30, 2014, compared with a net loss of
$68,916 on $1.19 million of sales for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed
$3.31 million in total assets, $3.33 million in total liabilities,
and a total stockholders' deficit of $20,461.

The Company incurred net losses of $10,336 for the three months
ended June 30, 2014 as well as a working capital deficit of
$418,415.  These conditions raise substantial doubt to the
Company's ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/v2z1J2

Medical Imaging Corp., formerly Diagnostic Imaging International
Corp., is engaged in providing comprehensive medical diagnostic
imaging services to clients in the United States and Canada
through its wholly owned subsidiaries: Custom Teleradiology
Services, Inc. ("CTS") and Schuylkill Medical Imaging (SMI).
Founded in 2004, CTS is a leading provider of expert remote
reading and reporting of medical diagnostic imaging scans for
rural hospitals, clinics and referring physicians.  SMI is the
premier outpatient diagnostic imaging facility serving patients in
Schuylkill County, Pennsylvania; and has provided high quality
medical diagnostic imaging services to the region for more than 11
years.


MOMENTIVE PERFORMANCE: Judge Urges Settlement on Ch. 11 Plan
------------------------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
Judge Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York urged Momentive Performance Materials and its
creditors to continue negotiations and stop bickering before he
rules on the company's bankruptcy-exit plan.  According to the
report, on Aug. 22, the final day of a contentious, week-long
hearing on the company's plan to slash its debts and exit Chapter
11, Judge Drain heard arguments on a variety of objections to the
plan but he ultimately asked for creditors -- Momentive's highest
ranking bondholders in particular -- to continue negotiations.

                  About Momentive Performance

Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics.  Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company.  In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.

As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.

Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.

As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings.  The Debtors
said that the restructuring will eliminate $3 billion in debt.

The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.

The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases.   Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel.  FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.

Wilmington Trust, National Association, the Trustee for the
Momentive Performance Materials Inc. 10% Senior Secured Notes due
2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25,
2012, by and between Momentive Performance Materials Inc. and The
Bank of New York Mellon Trust Company, National Association, is
represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and
Stephen Moeller-Sally, Esq., at Ropes & Gray LLP.

U.S. Bank National Association -- as successor Indenture Trustee
under the indenture dated as of December 4, 2006, among Momentive
Performance Materials Inc., the Guarantors named in the Indenture,
and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5%
Senior Subordinated Notes due 2016 -- is represented in the case
by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L.
Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and
Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan,
LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at
Maslon Edelman Borman & Brand, LLP.

BOKF, NA -- as successor First Lien Trustee to The Bank of New
York Mellon Trust Company, N.A., as trustee under an indenture
dated as of October 25, 2012, for the 8.875% First-Priority Senior
Secured Notes due 2020 issued by Momentive Performance Materials
Inc. and guaranteed by certain of the debtors -- is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A.
Espana, Esq., at Dechert LLP.

Counsel to Apollo Global Management, LLC and certain of its
affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin,
Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L.
Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP.

Attorneys for Ad Hoc Committee of Second Lien Noteholders are
Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A.
Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP.


N-VIRO INTERNATIONAL: Reports $376K Net Loss During 2nd Quarter
---------------------------------------------------------------
N-Viro International Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $376,534 on $170,091 of revenues for the
three months ended June 30, 2014, compared to a net loss of
$443,711 on $938,133 of revenues for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss of $815,617 on $693,680 of revenues compared to a net loss of
$1.06 million on $1.72 million of revenues for the same period
during the prior year.

The Company's balance sheet at June 30, 2014, showed $1.68 million
in total assets, $2.66 million in total liabilities and a $983,587
total stockholders' deficit.

"The Company has negative working capital of approximately
$1,851,000 at June 30, 2014, has incurred recurring losses and
negative cash flow from operations for the year ended December 31,
2013, and incurred negative cash flow from operating activities
for the first six months of 2014.  Moreover, while the Company
expects to arrange for replacement financing with other lending
institutions, there is no borrowing availability under the line of
credit at June 30, 2014.  The Company has borrowed money from
third parties and related parties and expects to be able to
generate future cash from the exercise of common stock warrants
and new equity issuances, though there can be no assurance given
that such issuances or exercises will be realized.  The Company
has slowed payments to trade vendors, and has renegotiated payment
terms with several existing and prior vendors to lengthen the time
and/or reduce the amount of cash to repay these trade payables.
In 2012 the Company modified all outstanding common stock warrants
to reduce their weighted average exercise price, and in the first
quarter of 2013 further modified all outstanding warrants and
realized $124,000 in exercises.  Beginning in March 2014, the
Company's operations in Volusia County, Florida, which now
represent substantially all revenue, were voluntarily delayed
while the Company employed additional personnel and moved assets
to the Company's new site in Bradley, Florida.  The Company
considers its relationship with the current landlord to be
satisfactory overall as we work to reduce and eventually terminate
operations on their site.  While operations resumed in Bradley in
June 2014, this reduction in revenue, while temporary, materially
reduced available cash to fund current or prior expenses incurred.
These factors raise substantial doubt as to the Company's ability
to continue as a going concern," the Company said in the Form
10-Q.

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

                         http://is.gd/MGt8bh

On Aug. 8, 2014, N-Viro Energy Limited, a capital-sourcing entity
for N-Viro International Corporation, notified its Board of
Directors it had received GBP179,000, or approximately US$298,000,
which represents the first close of funding in its efforts to
raise capital and commitments for corporate and project funding.
N-Viro Energy Limited expects to close on the second tranche of
funding in September 2014 for an estimated GBP350,000, or
approximately US$582,000 at Aug. 7, 2014's exchange rate, although
there are no assurances of the amount or timeframe for this second
tranche of funding.

At present, NVIC holds 45% of the Class C voting shares that
select Directors for N-Viro Energy Limited.  Michael Burton-
Prateley, who is an NVIC board member, is the beneficial owner of
20% of N-Viro Energy Limited Class C stock.  The initial Directors
of N-Viro Energy Limited include Timothy R. Kasmoch and Robert W.
Bohmer, the Company's CEO and executive vice president,
respectively, and Mr. Burton-Prateley.

                      About N-Viro International

Toledo, Ohio-based N-Viro International Corporation owns and
sometimes licenses various N-Viro processes and patented
technologies to treat and recycle wastewater and other bio-organic
wastes, utilizing certain alkaline and mineral by-products
produced by the cement, lime, electrical generation and other
industries.

N-Viro International reported a net loss of $1.64 million on $3.37
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $1.63 million on $3.58 million of revenues
during the prior year.

UHY LLP, in Farmington Hills, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company's recurring losses, negative cash flow from operations
and net working capital deficiency raise substantial doubt about
its ability to continue as a going concern.


NEW MILLENNIUM MANAGEMENT: Corral Tran Singh Allowed $3,880 Fee
---------------------------------------------------------------
Bankruptcy Judge Letitia Z. Paul says Corral Tran Singh, LLP, with
Susan Tran as attorney in charge, counsel to New Millennium
Management, LLC, should be allowed a fee in the amount of $3,880.

In its fee application, the firm seeks allowance of $11,700 in
fees, and $121.00 in expenses, for the period from January 5, 2014
through February 25, 2014.  Among others, the time records reflect
that the firm billed $3,340 for settlement negotiations with
TexHou Investment Group, Ltd., which filed a motion to convert the
case to Chapter 7, or for appointment of a Chapter 11 Trustee.

At the hearing on the fee application, Susan Tran testified that
the firm's services were of benefit to the bankruptcy estate in
that "it did give the Debtor a fair shot at having a Chapter 11
trustee appointed, instead of automatically going into
liquidation."

A copy of the Court's Aug. 18, 2014 Memorandum Opinion is
available at http://is.gd/Y2H0pSfrom Leagle.com.

                 About New Millennium Management

New Millennium Management, L.L.C., filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
13-35719-H3-11) on Sept. 13, 2013.  Its primary business is the
operation of a commercial building located at 810 Waugh, Houston,
Texas.

Judge Letitia Z. Paul presides over the case.  Margaret Maxwell
McClure, Esq., at the Law Office of Margaret M. McClure, served as
the Debtor's counsel.  McClure was later replaced by Susan Tran,
Esq., at Corral Tran Singh, LLP.

In its petition, the Debtor estimated under $10 million in both
assets and debts.

The petition was signed by David L. Sheller, managing member.

Randy W. Williams was appointed as Chapter 11 Trustee on February
28, 2014.  The case was converted to a case under Chapter 7 of the
Bankruptcy Code on June 2, 2014.


NMBFIL INC: Court Confirms Protections of Sec. 362
--------------------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware issued an order confirming the protections of Section
362 of the Bankruptcy Code in the Chapter 11 case of NMBFiL, Inc.

Pursuant to the order, commencing on Aug. 15, 2014, all persons
and all foreign or domestic governmental units are stayed,
restrained and enjoined from:

   (a) commencing or continuing any judicial, administrative or
       other proceeding against the Debtor, including the issuance
       or employment of process that was or could have been
       commenced before NMBFil's Chapter 11 case was commenced;

   (b) recovering a claim against NMBFiL that arose before the
       Petition Date;

   (c) taking any action to obtain possession of property of
       NMBFiL or of property from NMBFiL;

   (d) taking any action to create, perfect or enforce any lien
       against property of NMBFiL, to the extent that that lien
       secures a claim that arose before the Petition Date;

   (e) taking any action to collect, assess or recover a claim
       against NMBFiL that arose before the Petition Date; and

   (f) offsetting any debt owing to NMBFiL that arose before the
       Petition Date against any claim against NMBFiL.

                          About NMBFiL

Medina, Ohio-based NMBFiL, Inc., filed a bare-bones Chapter 11
bankruptcy petition (Bankr. D. Del. Case No. 14-11942) on Aug. 15,
2014, without stating a reason.

The case is assigned to Judge Peter J. Walsh.  Daniel J.
DeFranceschi, Esq., at Richards, Layton & Finger, in Wilmington,
Delaware, serves as counsel.

On May 31, 2010, Specialty Products Holding Corp. and Bondex
International, Inc., both of which are affiliates of Debtor
NMBFil, Inc., each filed a petition for relief under Chapter 11 of
the Bankruptcy Code.  Debtor NMBFiL intends to file a motion
requesting that its Chapter 11 case be jointly administered with
the Initial Debtors' Chapter 11 cases for administrative purposes
only.


NEWLEAD HOLDINGS: Asher Enterprises No Longer a Shareholder
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Asher Enterprises, Inc., disclosed that as of
Aug. 18, 2014, it ceased to beneficially own shares of common
stock of NewLead Holdings Ltd.  Asher Enterprises previously owned
3,298,026 shares of common stock or 9.9 percent equity stake at
April 23, 2014.  A full-text copy of the regulatory filing is
available for free at http://is.gd/4nTd6G

                      About NewLead Holdings Ltd.

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

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

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


NEWLEAD HOLDINGS: Inronridge Sought Add'l 6MM Common Shares
-----------------------------------------------------------
Ironridge Global IV, Ltd., on Aug. 13, 2014, requested an
additional 2.8 million common shares of NewLead Holdings Ltd. and,
on Aug. 21, 2014, Ironridge requested an additional 3.2 million
common shares of the Company, according to NewLead Holdings'
regulatory filing with the U.S. Securities and Exchange
Commission.  As of Aug. 21, 2014, Ironridge has requested 14.5
million shares, 7.3 million of which have been requested but not
issued.

As of July 31, 2014, Ironridge has invested $2.5 million in the
Company and force funded another $2.5 million, which was
immediately returned pending resolution of the arbitration, and,
as disclosed to the Company by Ironridge, has sold the common
shares of the Company issued to it for aggregate proceeds of $32.3
million.

As of Aug. 21, 2014, the Company had approximately 33.4 million
shares outstanding.

A full-text copy of the Form 8-K disclosure is available for free
at http://is.gd/18QU1f

                    About NewLead Holdings Ltd.

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

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

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


ORIENT PAPER: Seeking to Raise Funds to Pay Off Debt
----------------------------------------------------
Orient Paper, Inc., filed its quarterly report on Form 10-Q,
disclosing net income of $3.57 million on $37.84 million of
revenue for the three months ended June 30, 2014, compared with
net income of $3.66 million on $33.04 million of revenue for the
same period in 2013.

The Company's balance sheet at June 30, 2014, showed $224.21
million in total assets, $58.15 million in total liabilities and
total stockholders' equity of $166.07 million.

As of June 30, 2014, the Company had current assets of $32.22
million and current liabilities of $40.95 million (including
amounts due to related parties for $2.41 million), resulting in a
working capital deficit of approximately $8.73 million; while as
of Dec. 31, 2013, the Company had current assets of $25.95 million
and current liabilities of $28.37 million (including amounts due
to related parties for $2.27 million), resulting in a working
capital deficit of approximately $2.42 million.  The Company is
currently seeking to restructure the term of its liabilities by
raising funds through long-term loans to pay off liabilities with
shorter terms.  Its ability to continue as a going concern is
dependent upon obtaining the necessary financing or negotiating
the terms of the existing short-term liabilities to meet the
Company's current and future liquidity needs.  Although management
believes it can secure financial resources to satisfy the
Company's current liabilities and the capital expenditure needs in
the next 12 months, there are no guarantees that these financial
resources will be secured.  Therefore, there is a substantial
doubt about the ability of the Company to continue as going
concern, according to the regulatory filing.

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

                       http://is.gd/BPUXMt

Orient Paper, Inc. is one of the leading paper manufacturers in
northern China.  The Hebei, China-based Company conducts its
operations through Hebei Baoding Orient Paper Milling Company
Limited (Orient Paper HB), which produces printing paper and
corrugating medium paper, and Baoding Shengde Paper Co., Ltd
(Orient Paper Shengde), which produces digital photo paper.


ORO EAST MINING: Incurs $694K Net Loss for Second Quarter
---------------------------------------------------------
Oro East Mining, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $694,627 on $nil of net sales of metal
concentrates for the three months ended June 30, 2014, compared
with a net loss of $391,106 on $nil of net sales of metal
concentrates for the same period last year.

The Company's balance sheet at June 30, 2014, showed
$1.09 million in total assets, $2.25 million in total liabilities,
and a total stockholders' deficit of $1.17 million.

The Company has an accumulated deficit of $5.94 million and a
negative working capital of $1.96 million at June 30, 2014.  The
Company's ability to continue as a going concern is dependent upon
its ability to generate future profitable operations and/or to
obtain the necessary financing to meet its obligations and repay
its liabilities arising from normal business operations when they
come due.  Management's plan includes obtaining additional funds
by equity and debt financing and/or related party advances, but
there is no assurance of additional funding being available.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/iIWWVF

Oro East Mining, Inc., an exploration stage company, focuses on
mining gold, silver, copper, iron ore, and other industrial
mineral deposits in the Philippines.  It holds interests in the
MPSA 320-2010-XI property, a tenement claim covering an area of
7,855 hectares located in the municipalities of Lupon and
Tarragona in the Davao Oriental Province, Island Region of
Mindanao, the Philippines.  The company was formerly known as
Accelerated Acquisitions I, Inc. and changed its name to Oro East
Mining, Inc. in September 2010. Oro East Mining, Inc. was founded
in 2008 and is headquartered in Oakland, California.


PACIFIC GOLD: Incurs $695,000 Second Quarter Net Loss
-----------------------------------------------------
Pacific Gold Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $695,652 on $0 of revenue for the three months ended June 30,
2014, compared to a net loss of $515,379 on $0 of revenue for the
same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss of $986,355 on $0 of revenue compared to a net loss of
$736,264 on $0 of revenue for the same period during the prior
year.

As of June 30, 2014, the Company had $1.09 million in total
assets, $3.80 million in total liabilities and a $2.71 million
total stockholders' deficit.

The Company had an accumulated deficit of $45,555,610 and a
working capital deficit of $1,215,449 at June 30, 2014.

During the six months ended June 30, 2014, the company financed
its operations through the sale of securities, proceeds received
from sale of mining claims, and issuance of debt.

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

                         http://is.gd/FVOaN8


                          About Pacific Gold

Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the
identification, acquisition, and development of prospects believed
to have gold mineralization.  Pacific Gold through its
subsidiaries currently owns claims, property and leases in Nevada
and Colorado.

Pacific Gold reported a net loss of $463,422 in 2013 following a
net loss of $16.62 million in 2012.

Silberstein Ungar, PLLC, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2013.  The independent auditors noted that the Company has
incurred losses from operations, has negative working capital, and
is in need of additional capital to grow its operations so that it
can become profitable.  These factors raise substantial doubt
about the Company's ability to continue as a going concern.


PETROSONIC ENERGY: Has $552K Net Loss for Q2 Ended June 30
----------------------------------------------------------
Petrosonic Energy Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $552,525 on $nil of revenues for the
three months ended June 30, 2014, compared to a net loss of
$953,303 on $nil of revenues for the same period last year.

The Company's balance sheet at June 30, 2014, showed $2.14 million
in total assets, $852,484 in total liabilities and total
stockholders' equity of $1.29 million.

The Company has suffered recurring net losses since inception, has
an accumulated deficit at June 30, 2014 and does not have
sufficient working capital for its planned activities, which
raises substantial doubt about its ability to continue as a going
concern, according to the regulatory filing.

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

                       http://is.gd/Z6RJFF

Petrosonic Energy, Inc., a development stage company, focuses on
the treatment and upgrading of heavy oil through sonicated solvent
de-asphalting.  The company was formerly known as Bearing Mineral
Exploration, Inc. and changed its name to Petrosonic Energy, Inc.
in May 2012.  Petrosonic Energy, Inc. was founded in 2008 and is
headquartered in Los Angeles, California.


PFS HOLDING: Moody's Puts 'B2' CFR on Review for Downgrade
----------------------------------------------------------
Moody's Investors Service placed PFS Holding Corporation's B2
Corporate Family Rating ("CFR") on review for downgrade following
the company's second quarter earnings, which reflected
dramatically deteriorated operating performance due to integration
challenges faced with a recent acquisition, and loss of the right
to distribute the Royal Canin product line. This has also
negatively impacted the company's credit metrics and liquidity
profile relative to what Moody's expected at the time the ratings
were assigned.

"The company's leverage exceeds 7 times, which is what Moody's
have laid out could contribute to a downgrade," said Nancy
Meadows, a Vice President and Senior Analyst at Moody's. "As part
of the review process, Moody's will need to understand what the
company's plans are to get credit metrics back in a range
appropriate for the B2 rating," she added.

Ratings Rationale

The review will focus on PFS's plans to stabilize the business
operations and restore revenue growth in the second half of 2014
and beyond. Moody's will also assess PFS's financial position
including projected liquidity, cash flow, credit metrics, and
acquisition strategy.

The following ratings were placed on review for downgrade:

PFS Holding Corporation

-- Corporate Family rating at B2;

-- Probability of Default Rating at B2-PD;

-- $260 million senior secured first lien term loan expiring in
   January 2021 at B2 (LGD 3);

-- $130 million second lien term loan due 2022 at Caa1 (LGD 5);

Easton, Pennsylvania-based PFS Holding Corporation (along with its
operating subsidiary Phillips Pet Food & Supplies), is a pet food
and pet supply distributor in the U.S., servicing independent pet
retail stores, online retailers and other channels such as
groomers and other specialty outlets. For the twelve months ended
June 30, 2014, the company posted pro forma revenues of
approximately $1 billion. The company was acquired by Thomas H.
Lee Partners in January 2014. Pro forma for the acquisition,
Thomas H. Lee owns the majority of the equity, with a meaningful
minority stake held by management.

The principal methodology used in this rating was the Global
Distribution & Supply Chain Services published in November 2011.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.


PILOT TRAVEL: Moody's Affirms 'Ba2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service changed the ratings outlook for Pilot
Travel Centers LLC to stable from negative and affirmed the
company's ratings, including its Ba2 senior secured bank ratings,
Ba2 Corporate Family Rating (CFR) and Ba3-PD Probability of
Default Rating (PDR).

"The stabilization of the outlook is due to the elimination of the
uncertainty of the financial impact of the U.S Justice
Department's investigation into the company's diesel fuel discount
programs and the related lawsuits filed against it by trucking
companies," Moody's Senior Analyst Mickey Chadha stated. "Pilot
has settled a majority of the lawsuits related to this matter
including a class action lawsuit and Moody's do not expect that
the monetary penalty under the agreement with the Justice
Department or the payments pertaining to the settlement of the
lawsuits will have material impacts on Pilot's credit metrics,"
Chadha further stated.

Under the criminal enforcement agreement the company will not be
prosecuted, assuming it follows the terms of the agreement,
including paying a monetary penalty over the next two years which
the government has set at $92 million and cooperating fully with
the federal government's investigation of fraudulent conduct
within the company's diesel fuel sales discount programs. The
agreement stems from an April 2013 search on the company's
Knoxville headquarters by the FBI and the Internal Revenue Service
in an investigation into fraud allegations in its fuel rebate
program. Since then, a number of former Pilot employees have
pleaded guilty to charges that they deliberately reduced promised
rebates to many trucking firms throughout the country.

Ratings Rationale

Pilot's Ba2 CFR reflects the company's relatively good debt
protection metrics, meaningful scale, geographic reach, relatively
diverse profit stream, and good liquidity. The ratings are
constrained by Pilot's reliance on high volume, low margin fuel
sales, some regional concentration, and concern that financial
policies with respect to dividends and acquisitions could become
more aggressive.

The following ratings are affirmed:

Corporate Family Rating at Ba2

Probability of Default Rating at Ba3-PD

$300 million senior secured term loan due 2016 at Ba2 LGD3

$800 million senior secured term loan due 2016 at Ba2 LGD 3

$900 million senior secured revolving credit facility due 2016 at
Ba2 LGD3

$343 million senior secured term loan due 2018 at Ba2 LGD3

$1,000 million senior secured term loan due 2018 at Ba2 LGD3

$700 million senior secured term loan due 2019 at Ba2 LGD3

$200 million senior secured term loan due 2016 at Ba2 LGD3

The stable outlook reflects Moody's view that Pilot's operating
performance will remain good and debt protection metrics will not
materially deteriorate from current levels that liquidity will
remain good.

A downgrade could occur in the event that liquidity contracted
beyond current levels or debt protection metrics weaken due to a
sustained deterioration in operating performance or an adverse
impact of pending litigation. The adoption of an aggressive
financial policy or growth strategy that negatively impacted debt
protection metrics or liquidity could also pressure the ratings.
Specifically, ratings could be downgraded if debt to EBITDA
exceeded 4.5 times, EBITA coverage of interest fell below 1.75
times.

An upgrade would require a sustained improvement in debt
protection metrics driven in part by stronger operating
performance of its fuel business, with gross margins from Pilot's
non- fuel businesses remaining stable. A higher rating would also
require good liquidity. Quantitatively, an upgrade would require
sustained debt to EBITDA below 3.5 times, EBITA coverage of
interest of above 4.0 times, and retained cash flow to net debt of
about 25%.

Pilot Travel Centers LLC is a partnership that owns and operates
over 500 truck stops across the U.S. and Canada. In addition to
fuel, Pilot locations have convenience stores, fast food
restaurants, and other amenities. Annual revenues are
approximately $32 billion.

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


PLY GEM HOLDINGS: To Buy Simonton Windows From Fortune Brands
-------------------------------------------------------------
Ply Gem Holdings, Inc., through its subsidiary, Ply Gem
Industries, has signed an agreement with Fortune Brands Home &
Security, Inc., to acquire Simonton Windows -- one of America's
leading vinyl window and patio door manufacturers with revenues of
more than $300 million.  As part of the deal, Ply Gem will also
acquire all assets of SimEx, a vinyl and PVC foam extrusion
manufacturing operation in West Virginia, from Fortune Brands.
The transaction, valued at approximately $130 million, aligns with
Ply Gem's plans for growing strategically while contributing to
earnings growth through targeted acquisitions of complementary
specialty product lines.

The transaction combines two leading low-maintenance, energy-
efficient residential window businesses under the Ply Gem
umbrella, and is expected to:
   * Create a more comprehensive, balanced portfolio by combining
     Simonton's strength in the repair and remodeling (R&R) market
     with Ply Gem's leadership in the new construction market.
   * Establish a stronger national residential windows platform
     with manufacturing scale and channel distribution advantages
     to serve both R&R and new construction customers.
   * Generate opportunities for operational efficiencies to
     enhance customer service and propel future profitability and
     growth, core tenets of Ply Gem's strategic vision.

"The addition of Simonton Windows is in full alignment with our
strategic growth plan and will better balance the mix of end
markets that we serve while strengthening our core capabilities
and contributing significantly to revenues in the future," said
Gary E. Robinette, Ply Gem's president and CEO.  "A prominent
brand, Simonton has consistently been ranked a leader in the J.D.
Powers Window and Patio Doors Satisfaction StudySM and is known
for exceptional quality and service.  Simonton Windows ideally
complements our existing portfolio of window products."

Robinette adds, "Simonton is a perfect fit for the Ply Gem
culture, and we are confident this new addition will help us
achieve synergies and competitive advantages that drive growth in
top line sales and customer and shareholder value."

Expected to close in October pending regulatory approval, Ply Gem
is funding the deal through a combination of cash-on-hand and new
debt.  After giving effect to anticipated cost savings and
synergies, the acquisition is expected to be credit accretive.

Ply Gem will operate Simonton Windows as a stand-alone business
unit, similar to the way the company's existing Siding and Window
groups operate today.  Simonton customers will continue to be
serviced through its existing relationships.

"We will be very pleased to welcome the experienced Simonton
management team to Ply Gem when the deal is closed,' said
Robinette.  "We look forward to working with them -- and all
Simonton associates -- in the years ahead to build and maintain
the best exterior building products company in the industry," said
Robinette.

Headquartered in Columbus, Ohio, Simonton produces ENERGY STAR-
qualified vinyl replacement and new construction windows and
doors, including a line of impact resistant products, at
manufacturing facilities in West Virginia, Illinois and
California.

                            About Ply Gem

Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.

Ply Gem Holdings reported a net loss of $79.52 million in 2013, a
net loss of $39.05 million in 2012 and a net loss of $84.50
million in 2011.

                           *     *     *

In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'.  "The ratings upgrade reflects our expectation that the
company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree at that time.


PURADYN FILTER: Posts $251K Net Loss in June 30 Quarter
-------------------------------------------------------
Puradyn Filter Technologies Incorporated filed its quarterly
report on Form 10-Q, disclosing a net loss of $251,517 on $772,880
of net sales for the three months ended June 30, 2014, compared
with a net loss of $474,215 on $600,390 of net sales for the same
period in 2013.

The Company's balance sheet at June 30, 2014, showed $1.58 million
in total assets, $12.21 million in total liabilities, and a total
stockholders' deficit of $10.63 million.

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

                       http://is.gd/orgMcB

                      About Puradyn Filter

Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated
(OTC BB: PFTI) designs, manufactures and markets the puraDYN's Oil
Filtration System.

Puradyn Filter reported a net loss of $1.33 million on $2.53
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $2.22 million on $2.56 million of net sales
during the prior year.

The Company's balance sheet at March 31, 2014, showed $1.56
million in total assets, $11.96 million in total liabilities and a
$10.40 million total stockholders' deficit.

Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has a net loss of $1,333,292,
negative cash flow from operations of $957,941, a working capital
deficiency of $769,907 and a stockholders' deficiency of
$10,227,875.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


QUEST SOLUTION: Launches New Intellectual Property Division
-----------------------------------------------------------
Quest Solution, Inc., announced the creation of a wholly owned
division focused on commercializing Intellectual Property, Patents
and Distribution of industry-specific technologies in an array of
new verticals.  The new division will operate under the
stewardship of recent Quest Solution advisory board members Augie
Sick and Jim Holt, each of whom bring considerable technology
expertise, operational successes and a bounty of contacts.

Quest Solution disclosed its first agreement in this new division
via a global exclusive distribution agreement with Rampart
Detection Systems of Canada.  Quest Solution will become the
exclusive distributor of Rampart's unique technology for
Intelligent Bulk Solids Handling inside of the Mining, Minerals
and Metals industry.  The purpose of this division is to
significantly grow margins and recurring revenue generation for
Quest Solution.

Jim Holt said, "Rampart's solutions significantly lower costs,
improve profits and eliminate catastrophic events that occur at
mines with their conveyor systems.  With conveyor belts sometimes
costing $5 million and hopper crushers costing $30 million or more
and downtime running into the millions, these solutions have
proven to be very affordable systems."  Holt continued, "Rampart's
Belt Guard family of products utilizes proprietary applied work in
electrodynamics using sensors and signal processing software to
detect conditions and situations that could shut down operations.
Application of this set of solutions can be used on Conveyors,
Haul Trucks, and Hopper Crushers."

No shares were issued or cash expended in conjunction with this
transaction.

The Company intends to announce other verticals for the new
Division and as current negotiations consummate into executed
agreements.

                      About Quest Solution

Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions.  The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services.  The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references.  Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.

Amerigo Energy reported a net loss of $1.12 million in 2013
following a net loss of $191,364 in 2012.

As of June 30, 2014, the Company had $20.89 million in total
assets, $20.96 million in total liabilities and a $68,629 total
stockholders' deficit.

L.L. Bradford & Company, LLC, Las Vegas, NV, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has an accumulated deficit that raises substantial doubt about its
ability to continue as a going concern.


REVEL AC: Final DIP Financing Hearing Moved to Aug. 28
------------------------------------------------------
The hearing to consider final approval of Revel AC Inc.'s request
to obtain debtor-in-possession financing has been moved to August
28.

Revel AC previously won interim approval from U.S. Bankruptcy
Judge Gloria Burns to borrow $25 million from Wells Fargo Bank
N.A. and other lenders, of which $1.9 million is available only
for issuance of letters of credit.  The loan will increase to
$41.9 million once the company gets the bankruptcy judge's final
approval.

The interim order also authorized the company to use cash
collateral securing its pre-bankruptcy debt.  The interim order
can be accessed for free at http://is.gd/IBlCIS

The proposed financing drew flak from Revel AC's creditors,
including Mudrick Capital Management LP, Konami Gaming Inc., Stone
Concrete Inc., IDEA Boardwalk LLC, and a group of tenants
represented by the law firm Porzio, Bromberg & Newman PC.

Mudrick, Konami and Stone Concrete expressed similar concerns that
the final order would prime their liens for the benefit of lenders
without giving them "adequate protection."

Mudrick has "first priority" liens in $70 million of proceeds,
which may be realized by Revel AC under the State Economic
Redevelopment and Growth Incentive Grant Agreement.

Meanwhile, IDEA Boardwalk LLC and the tenants won't drop their
objections unless the final order is revised to clarify that
"superpriority" claims and liens provided to lenders do not attach
to their possessory leasehold interests as well as charges being
held in trust by Revel AC.

IDEA Boardwalk's counsel can be reached at:

         Barry Roy, Esq.
         Jeffrey Cooper, Esq.
         RABINOWITZ, LUBETKIN & TULLY LLC
         293 Eisenhower Parkway, Suite 100
         Livingston, New Jersey 07039
         Phone: (973) 597-9100
         E-mail: broy@rltlawfirm.com
                jcooper@rltlawfirm.com

Konami Gaming's counsel can be reached at::

         Joseph Garemore, Esq.
         BROWN & CONNERY LLP
         360 Haddon Avenue
         Westmont, NJ 08108
         Phone: (856) 854-8900
         E-mail: jgaremore@brownconnery.com

Mudrick Capital's counsel can be reached at:

         Jennifer Del Medico, Esq.
         George R. Howard, Esq.
         JONES DAY
         222 East 41st Street
         New York, New York 10017
         Phone: (212) 326-3939
         Fax: (212) 755-7306
         E-mail: jdelmedico@jonesday.com
                 grhoward@jonesday.com

Stone Concrete's counsel can be reached at:

         David Kasen, Esq.
         KASEN & KASEN
         1874 E. Marlton Pike, Suite 3
         Cherry Hill, NJ 08003
         Phone (856) 424-4144
         Fax (856) 424-7565
         E-mail: dkasen@kasenlaw.com

The tenants' counsel can be reached at:

         Warren Martin Jr., Esq.
         Robert Schechter, Esq.
         Rachel Segall, Esq.
         PORZIO, BROMBERG & NEWMAN PC
         100 Southgate Parkway
         P.O. Box 1997
         Morristown, New Jersey 07962
         Phone: (973) 538-4006
         Fax: (973) 538-5146
         E-mail: wjmartin@pbnlaw.com
                 rmschechter@pbnlaw.com
                 rasegall@pbnlaw.com

                          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.


RICEBRAN TECHNOLOGIES: Posts $15.7-Mil. Net Loss in Second Quarter
------------------------------------------------------------------
RiceBran Technologies filed its quarterly report on Form 10-Q,
disclosing a net loss of $15.7 million on $11.34 million of
revenues for the three months ended June 30, 2014, compared with a
net loss of $2.51 million on $9.39 million of revenues for the
same period last year.

The Company's balance sheet at June 30, 2014, showed
$54.31 million in total assets, $32.13 million in total
liabilities, and total stockholders' equity of $16.58 million.

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

                       http://is.gd/3k8ZsN

RiceBran Technologies is a human food ingredient, nutritional
supplement and animal nutrition company focused on processing and
marketing products derived from raw rice bran (RRB).  The Company
is headquartered in Scottsdale, Arizona.


RONALD W. DEMASI: Court Rules on Motion to Substitute Plaintiff
---------------------------------------------------------------
Ravi Kondapalli sued debtor Ronald DeMasi to have $205,714.47 in
judgment debts DeMasi allegedly owes to Gulf Coast Endoscopy
Center of Venice, LLC and Anesthesia Associates of Southwest
Florida, LLC determined to be nondischargeable under Bankruptcy
Code Sec. 523(a)(2). GCEC and Anesthesia Associates had apparently
assigned their Sec.523(a)(2) claim to Kondapalli, a member of both
entities. The Court ruled that Kondapalli lacked standing to bring
a Sec. 523(a)(2) claim on behalf of GCEC and Anesthesia Associates
since fraud claims are nonassignable under Florida law. The Court
must now decide whether GCEC and Anesthesia Associates can
substitute in as the proper plaintiffs after the deadline for
bringing a dischargeability action has expired.

In an Aug. 18, 2014 Memorandum Opinion available at
http://is.gd/1Ws6u5from Leagle.com, Bankruptcy Judge Michael G.
Williamson held that under Federal Rule of Civil Procedure 17,
substitution should be allowed where the failure to name the
proper plaintiff in the original complaint was the result of an
understandable mistake.

"Here, there is no evidence that the assignment by GCEC and
Anesthesia Associates was made in bad faith or in an effort to
deceive DeMasi. The Court can only conclude that Kondapalli
originally sued in his own name because he was unaware that fraud
claims are nonassignable under Florida law. Because the failure to
name GCEC and Anesthesia Associates was an understandable mistake,
the Court concludes that those entities can substitute in as the
proper parties, and their substitution will relate back to the
original filing of the dischargeability complaint," the judge
said.

Kondapalli and DeMasi were members of three limited liability
companies: GCEC, Anesthesia Associates, and Gulf Coast Digestive
Health, LLC. GCEC was formed in 1999 to construct and operate a
surgical center, and Anesthesia Associates was formed two years
later to provide anesthesia services at the surgical center. Gulf
Coast Digestive was a new medical practice Kondapalli and DeMasi
(and others) created in 2005. All three entities contracted with
Surgical Synergies, Inc. ("SSI"), which was in the business of
providing billing and collection services to ambulatory surgical
centers.

The case is, Ravi Kondapalli, et al., Plaintiffs, v. Ronald W.
DeMasi, M.D., Defendant, Adv. Proc. No. 8:13-ap-00890-MGW (Bankr.
M.D. Fla.).

Counsel for Ravi Kondapalli are:

         Stuart J. Levine, Esq.
         Heather A. DeGrave, Esq.
         WALTERS, LEVINE, KLINGENSMITH & THOMISON
         1819 Main Street Suite 1110
         Sarasota, FL 34236
         E-mail: slevine@walterslevine.com
                 hdegrave@walterslevine.com

              - and -

         Zala L. Forizs, Esq.
      McINTYRE THANASIDES BRINGGOLD ELLIOTT GRIMALDI & GUITO, P.A.
         501 East Kennedy Boulevard, Suite 1900
         Tampa, FL 33602
         Tel: 813-899-6059
         E-mail: zala@mcintyrefirm.com

Counsel for Ronald W. DeMasi are:

         David S. Jennis, Esq.
         Kathleen L. DiSanto, Esq.
         JENNIS & BOWEN, P.L.
         400 North Ashley Drive, Suite 2540
         Tampa, FL 33602
         Tel: 813-229-1700
         Fax: 813-229-1707

Ronald W. DeMasi and Susan J. DeMasi filed for Chapter 11
bankruptcy (Bankr. M.D. Fla. Case No. 13-08406) on June 26, 2013.


SALLY BEAUTY: New $1BB Share Repurchase No Impact on Moody's CFR
----------------------------------------------------------------
Moody's Investors Service stated that Sally Beauty Holdings,
Inc.'s, parent company of Sally Holdings LLC ("Sally"), new $1
billion share repurchase authorization would have no immediate
impact on either the Ba2 Corporate Family Rating or the stable
outlook.

Sally Holdings LLC, based in Denton, Texas, is an international
retailer and distributor of beauty supplies. Its two subsidiaries,
Sally Beauty Supply and Beauty Systems Group, sell and distribute
beauty products to individual retail consumers and salon
professionals. Products are distributed through a network of over
4,700 stores in 13 countries. Revenue exceeded $3.7 billion for
the latest twelve months ended June 30, 2014.

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


SALUBRIOUS PHARMACEUTICAL: Section 341(a) Meeting Set on Sept. 16
-----------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Salubrious
Pharmaceutical LLC will be held on Sept. 16, 2014, at 9:00 a.m. at
RM 105, 21051 Warner Center Lane, Woodland Hills, Calif.

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.

Salubrious Pharmaceutical filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-13835) in San Fernando
Valley, California, on Aug. 15, 2014.   George H. Nelson, signed
the petition as manager/member.  The case is assigned to
Judge Maureen Tighe.

The company tapped Timothy Quick, Esq., at the Law Offices of
Timothy K Quick, in Los Alamitos, California, as counsel.

The Woodland Hills, California-based company estimated $50 million
to $100 million in assets and less than $1 million in debt.


SAMARITAN ALLIANCE: Entitled to $340,397 in Medicaid Underpayment
-----------------------------------------------------------------
Bankruptcy Judge Joan A. Lloyd in Kentucky issued a "Memorandum-
Opinion and Proposed Findings of Facts and Conclusions of Law"
dated August 18, 2014, recommending that the District Court for
the Eastern District of Kentucky grant Samaritan Alliance LLC
relief on its claims of Medicaid underpayment in the amount of
$340,397.98.

Samaritan Alliance, which operated the Samaritan Hospital in
Fayette County, Kentucky, and the Commonwealth of Kentucky Cabinet
for Health and Family Services, the state agency charged with
implementing the Federal Medicaid Program in Kentucky, are
embroiled in litigation over allegations that the Cabinet
misapplied the state regulation governing reimbursements for
certain outpatient services, thus substantially underpaying
Medicaid reimbursements due to Samaritan.

A copy of the Court's August 18 decision is available at
http://is.gd/aw1yiGfrom Leagle.com.

The case is, SAMARITAN ALLIANCE, LLC d/b/a SAMARITAN HOSPITAL,
PLAINTIFF v. COMMONWEALTH OF KENTUCKY, CABINET FOR HEALTH AND
FAMILY SERVICES, et al., DEFENDANTS, Adv. Proc. No. 12-5009
(Bankr. E.D. Ky.).

Lexington, Kentucky-based Samaritan Alliance, L.L.C., dba
Samaritan Hospital and fdba James Noble Rural Health Care Clinic
-- http://www.samaritanhospital.com/-- provided a range of health
and wellness services.  Samaritan and other affiliates filed for
Chapter 11 bankruptcy protection (Bankr. E.D Ky. Case No. 07-
50735) on April 16, 2007.

The debtor-affiliates are Associated Physicians Services of
Lexington, L.L.C.; Associated Healthcare Systems of Lexington,
L.L.C.; Integrated Health Plus, L.L.C. and Kentucky Internal
Medicine Group, P.L.L.C.

Judge William S. Howard was first assigned to the Chapter 11 case.

W. Thomas Bunch, II, Esq., and Thomas Bunch, Sr., Esq., at Bunch &
Brock, Attorneys-at-Law, served as counsel to the Debtors.

Samaritan said total assets are $21,054,795 and total liabilities
are $25,645,512 in its petition.


SEARS HOLDINGS: Widens Net Loss to $573 Million in 2nd Quarter
--------------------------------------------------------------
Sears Holdings Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss attributable to common shareholders of $573 million on
$8.01 billion of revenues for the 13 weeks ended Aug. 2, 2014,
compared to a net loss attributable to shareholders of $194
million on $8.87 billion of revenues for the 13 weeks period ended
Aug. 3, 2013.

For the 26 weeks ended Aug. 2, 2014, the Company reported a net
loss attributable to shareholders of $975 million on $15.89
billion of revenues compared to a net loss attributable to
shareholders of $473 million on $17.32 billion of revenues for the
26 weeks ended Aug. 3, 2013.

As of Aug. 2, 2014, Sears Holdings had $16.43 billion in total
assets, $15.51 billion in total liabilities and $919 million in
total equity.

Cash and cash equivalents and Aug. 2, 2014, were $829 million.

"We have continued to show progress in our transformation, as
demonstrated by our year-over-year increase in online and multi-
channel sales, and with our member sales now representing 73% of
eligible sales," said Edward S. Lampert, Sears Holdings' Chairman
and chief executive officer.  "However, our second quarter
earnings are unacceptable and we are taking steps to address our
performance on several levels.  This includes reducing costs as we
evolve our business model, investing in our Shop Your Way and
Integrated Retail customer initiatives, rationalizing our physical
footprint and improving pricing and promotions.  As we move
through the transformation, our new programs are becoming more
prominent both in how we run the company and in how we serve our
members, and we are pleased with how our members are responding."

Mr. Lampert continued, "As we progress with our transformation by
investing in new programs and platforms, we continue to bear the
costs of two promotional models, which adversely impacts margins.
There is more work to be done to get results where we expect them
to be. Like any transformation, we must first overcome the burden
of the initial costs before we can enjoy the benefits.  We have a
large and valuable portfolio of assets that provide us with the
flexibility we need to fund our transformation as we proactively
work to return Sears Holdings to profitable growth and deliver
shareholder value."

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

                        http://is.gd/i6XElI

                            About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused
on seamlessly connecting the digital and physical shopping
experiences to serve members. Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $1.36 billion in 2013, a net
loss of $930 million in 2012 and a net loss of $3.14 billion in
2011.

                            *    *     *

Moody's Investors Service in January 2014 downgraded Sears
Holdings Corporate Family Rating to Caa1 from B3.  The rating
outlook is stable.

The downgrade reflects the accelerating negative performance of
Sears' domestic business with comparable sales falling 7.4% for
the quarter to date ending January 6th, 2014 compared to the prior
year. The company now expects domestic Adjusted EBITDA to decline
to a range of ($80 million) to $20 million for the fourth fiscal
quarter, compared with $365 million in the year prior period. For
the full year, Sears expects domestic Adjusted EBITDA loss between
$(308) million and $(408) million, as compared to $557 million
last year. Moody's expects full year cash burn (after capital
spending, interest and pension funding) to be around $1.2 billion
in 2013 and we expect Sears' cash burn to remain well above $1
billion in 2014. "Operating performance for fiscal 2013 is
meaningfully weaker than our previous expectations, and we expect
negative trends in performance to persist into 2014" said Moody's
Vice President Scott Tuhy.  He added "While Sears noted improved
engagement metrics for its "Shop Your Way" Rewards program,
Moody's remains uncertain when these improved engagement metrics
will lead to stabilization of operating performance."

As reported by the TCR on March 26, 2014, Standard & Poor's
Ratings Services affirmed its ratings on the Hoffman Estate, Ill.-
based Sears Holdings Corp., including the 'CCC+' corporate credit
rating.


SID #521, DOUGLAS COUNTY: Chapter 9 Case Summary & Top Creditors
----------------------------------------------------------------
Debtor: Sanitary and Improvement District #521
        Douglas County, Nebraska
        10250 Regency Circle, Suite 300
        Omaha, NE 68114

Bankruptcy Case No.: 14-81592

Chapter 9 Petition Date: August 21, 2014

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Debtor's Counsel: Mark James LaPuzza, Esq.
                  PANSING HOGAN ERNST & BACHMAN, LLP
                  10250 Regency Circle, Suite 300
                  Omaha, NE 68114
                  Tel: (402) 397-5500
                  Fax: (402) 397-4853
                  Email: mjlbr@pheblaw.com

Estimated Assets: $1 million to $10 million

Estimated Debts: $10 million to $50 million

The petition was signed by Rick North, Chairman.

Debtor's 20 Largest Unsecured Creditors:

   Entity               Nature of Claim    Claim Amount
   ------               ---------------    ------------
Elk Ridge Office, LLC                       $1,243,283
c/o Rick North
11506 Nicholas ST #100
Omaha, NE 68154

Daniel Hirschfeld                           $1,125,835
3606 4 th Avenue
Kearney, NE 68845

Plains LTD                                    $872,856
2404 W 48 th ST Place
Kearney, NE 68845

Allan G Lozier and                            $775,722
Dianne S Lozier, Trustees of the
Allan G Lozier Revocable Trust
ATTN: Barb Molck
6336 Pershing Dr
Omaha, NE 68110

Joy A Sommerhalder, Trustee                   $661,307
Joy A Sommerhalder Trust
9501 Firethorn Lane
Lincoln, NE 68520

Delphin L Sommerhalder, Trustee               $534,281
Delphin L Sommerhalder Trust
9501 Firethorn Lane
Lincoln, NE 68520

National Financial Services LLC               $418,832
FFC: Elkhorn Valley Bank
ACCT AK7-463024
Newport Office Center III
499 Washington BLVD, 5th Floor
Jersey City, NJ 07310

Steve Saylan & Jacki Saylan                   $406,001
9738 Ascot Dr
Omaha, NE 68114-3846

James C Cripe & Sharon M Cripe                $280,046
10077 Fieldcrest Dr
Omaha, NE 68114

Rodney Vandeberg                              $280,001
2202 Chase St
Falls City, NE 68355

Booge Properties                              $241,142

Wells Fargo Bank NE                           $238,001

Lamp Rynearson & Assoc Inc                    $175,271

Steven Nathan & Donna Nathan                  $168,000

DA Davidson & Co as cust for                  $164,134
Christopher R Held SEP IRA

First Westroads Bank                          $140,000
Warrant Account

DA Davidson & Co as cust for                  $129,317
Donald Gary Kathol RLVR IRA

Richard B Peterson, Trustee of the            $125,296
Richard B Peterson REV LIV Trust

Hubert H Friedman, Trustee
Friedman Inter Vivos                          $112,000

Howard J Kaslow                                $98,000


SNOWDEN PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                    Case No.
     ------                                    --------
     Snowden Properties, LLC                   14-00912
     P.O. Box 1983
     Martinsburg, WV 25402

     Burke Street Properties, LLC              14-00913
     P.O. Box 1983
     Martinsburg, WV 25402

Chapter 11 Petition Date: August 21, 2014

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

Judge: Hon. Patrick M. Flatley

Debtors' Counsel: Mary Binns-Davis, Esq.
                  MCNEER HIGHLAND MCMUNN AND VARNER, L.C.
                  P.O. Box 2509
                  Martinsburg, WV 25402
                  Tel: 304-264-4621
                  Fax: 304-264-8623
                  Email: mbdavis@wvlawyers.com

                                     Estimated      Estimated
                                       Assets      Liabilities
                                     ----------    -----------
Snowden Properties, LLC              $1MM-$10MM    $1MM-$10MM
Burke Street Properties              $1MM-$10MM    $500K-$1MM

The petitions were signed by Stephen Snowden, member.

A list of Snowden Properties, LLC 's three largest unsecured
creditors is available for free at:

            http://bankrupt.com/misc/wvnb14-00912.pdf

A list of Burke Street's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/wvnb14-00913.pdf


SUSQUEHANNA BANK: Moody's Hikes Preferred Shelf rating to (P)Ba2
----------------------------------------------------------------
Moody's Investors Service has upgraded the long-term ratings of
Susquehanna Bancshares, Inc. and its subsidiaries, including its
bank subsidiary, Susquehanna Bank. The holding company's senior
debt rating was upgraded to Baa2 from Baa3. The bank's standalone
bank financial strength rating was affirmed at C-. Its standalone
Baseline Credit Assessment was changed to baa1 from baa2, and its
long-term deposit rating was upgraded to Baa1 from Baa2. The
bank's short-term rating was affirmed at Prime-2. Following the
rating action, the outlook on all ratings is stable. This rating
action concludes Moody's review for upgrade that began on 25 June
2014.

Rating Actions:

Issuer: Susquehanna Bancshares, Inc.

  Preferred Shelf, Upgraded to (P)Ba1 from (P)Ba2

  Preferred Shelf Non-Cumulative, Upgraded to (P)Ba2 from (P)Ba3

  Subordinate Shelf, Upgraded to (P)Baa3 from (P)Ba1

  Senior Unsecured Shelf, Upgraded to (P)Baa2 from (P)Baa3

  Senior Unsecured Regular Bond/Debenture, Upgraded to Baa2 from
  Baa3

  Outlook, Changed To Stable From Rating Under Review

Issuer: Susquehanna Bank

  Bank Financial Strength Rating, Affirmed C-

  Adjusted Baseline Credit Assessment, Changed to baa1 from baa2

  Baseline Credit Assessment, Changed to baa1 from baa2

Issuer Rating, Upgraded to Baa1 from Baa2

  Long Term OSO Rating, Upgraded to Baa1 from Baa2

  Long Term Deposit Rating, Upgraded to Baa1 from Baa2

  Short Term OSO Rating, Affirmed P-2

  Short Term Deposit Rating, Affirmed P-2

  Outlook, Changed To Stable From Rating Under Review

Issuer: Susquehanna Capital I

  Pref. Stock Preferred Stock, Upgraded to Ba1 (hyb) from
  Ba2 (hyb)

  Outlook, Changed To Stable From Rating Under Review

Issuer: Susquehanna Capital II

  Pref. Stock Preferred Stock, Upgraded to Ba1 (hyb) from
  Ba2 (hyb)

  Outlook, Changed To Stable From Rating Under Review

Ratings Rationale

The upgrade reflects Susquehanna's improved risk profile,
specifically its reduced commercial real estate (CRE)
concentration, strong risk discipline, and its solid credit
performance.

Regarding Susquehanna's risk profile, Moody's said management has
reduced the bank's CRE concentration noticeably. At its peak at 30
September 2009, the bank's CRE exposure was a high 4.5 times
tangible common equity (TCE), with construction and land
development representing 1.9 times TCE. At 30 June 2014,
Susquehanna's CRE and construction and land development
concentrations were down to 2.3 times and 0.7 times TCE,
respectively. Moody's said that although this exposure may again
rise in the future, the rating agency expects the exposure to be
far less than its historical highs.

Regarding Susquehanna's strong credit discipline, Moody's said the
bank has recently taken a more conservative approach to loan
growth, particularly in light of deteriorating industry
underwriting trends. This is in contrast with many other regional
US banks. Susquehanna's total loans grew less than 4% for the year
ended 30 June 2014. Moody's added that Susquehanna's exposure to
the national syndicated loan markets is relatively modest, which
is credit positive because banks that participate in these markets
often have limited influence in setting underwriting standards or
determining the outcome of a workout of a problematic credit.

Moody's added that Susquehanna's credit discipline is reflected in
its good performance during the financial crisis and its current
strong asset quality metrics. During the most recent downturn, the
bank's losses in the CRE portfolio peaked at only 3.3% in Q4 2009,
which was comparatively low. At 30 June 2014, the bank's
nonperforming assets (NPAs including nonaccruals, 90+ days past
due, OREO, and accruing troubled debt restructurings) were 1.2% of
loans plus OREO or 10.1% of TCE plus reserves, which are
comparatively low ratios.

Notwithstanding the upgrade, Moody's noted that Susquehanna still
faces earnings pressure in the current protracted low interest
rate environment. In addition, the bank's capital and core funding
profile are modestly weaker than similarly-rated peer medians.
These factors act as constraints on further upward rating
migration.


TAMM OIL: Incurs $35,000 Net Loss for June 30 Quarter
-----------------------------------------------------
Tamm Oil and Gas Corp. filed its quarterly report on Form 10-Q
disclosing a net loss of $35,500 for the three months ended June
30, 2014, compared with a net loss of $15,126 for the same period
in 2013.

The Company's balance sheet at June 30, 2014, showed
$2.44 million in total assets, $499,303 in total liabilities and
total stockholders' equity of $1.94 million.

As shown in the accompanying unaudited condensed consolidated
financial statements for the three months ended June 30, 2014 and
2013, the Company has incurred losses of $35,500 and $15,126,
respectively. In addition, as of June 30, 2014, the Company had a
working capital deficit of $498,541, and no revenue generating
operations. These factors, among others, indicate that the Company
may be unable to continue as a going concern, according to the
regulatory filing.

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

                     http://is.gd/XuSYRH

Tamm Oil and Gas Corp., a petroleum exploration company,
identifies, acquires, and develops oil sands prospects in Canada.
It leases 21 sections of oil sands leases in the Peace River
region of Northern Alberta. The company was formerly known as Hola
Communications, Inc. and changed its name to Tamm Oil and Gas
Corp. in November 2007. Tamm Oil and Gas Corp. was founded in 2005
and is based in Steinhausen, Switzerland.


TERRA TECH: Reports $4.55-Mil. Net Loss in Q2 Ended June 30
-----------------------------------------------------------
Terra Tech Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss of $4.55 million on $3.71 million of total
revenues for the three months ended June 30, 2014, compared with a
net loss of $1.08 million on $665,365 of total revenues for the
same period in 2013.

The Company's balance sheet at June 30, 2014, showed $8.87 million
in total assets, $7.15 million in total liabilities and total
stockholders' equity of $1.72 million.

The Company has incurred net losses for the three months ended
June 30, 2014 and has accumulated a deficit of approximately $24.3
million at June 30, 2014.  The Company has not been able to
generate sufficient cash from operating activities to fund its
ongoing operations.  There is no guarantee that the Company will
be able to generate enough revenue and/or raise capital to support
its operations.  These factors raise substantial doubt about the
Company's ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/vHJrpi

Terra Tech Corp., through Grow Technology Ltd., is engaged in the
integration of best of breed hydroponic equipment with proprietary
technology to create sustainable solutions for the cultivation of
indoor agriculture.   Terra Tech is based in Irvine, California.


TOUCHPOINT METRICS: Has Profit in 1st Half Following 2013 Loss
--------------------------------------------------------------
Touchpoint Metrics, Inc., filed its quarterly report on Form 10-Q
disclosing a net income of $126,694 on $612,905 of total revenue
for the three months ended June 30, 2014, compared with a net loss
of $139,851 on $273,325 of total revenue for the same period last
year.

The Company's balance sheet at June 30, 2014, showed $1.17 million
in total assets, $375,818 in total liabilities and total
stockholders' equity of $793,414.

For the six months ended June 30, 2014, the Company had net income
of $12,271.  In addition, the Company had a net loss of $715,656
for the year ended Dec. 31, 2013.  These circumstances result in
substantial doubt as to the Company's ability to continue as a
going concern.  The Company's ability to continue as a going
concern is dependent upon the Company's ability to continue to
generate sufficient revenues to operate profitably, or raise
additional capital through debt financing and/or through sales of
common stock, according to the regulatory filing.

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

                       http://is.gd/ZF421d

San Francisco, Calif.-based Touchpoint Metrics, Inc., is engaged
in the business of developing and delivering technology-enabled
products and services that improve customer experience management
capabilities for corporations.


TOYS R US: Bondholders Form Group to Seek Covenant Relief
---------------------------------------------------------
Lisa Allen and Richard Collings, writing for The Deal, reported
that certain bondholders of Toys "R" Us Inc. have formed a group
to seek covenant modifications with a goal of making refinancing
for the retailer easier.  According to The Deal, citing a
bondholder, one path toward refinancing -- and a hoped-for
turnaround -- would be to pursue a sale-leaseback deal for its
domestically owned properties.

The Deal, further citing the investor, said though the company's
earliest debt maturities aren't until 2016, given the favorable
state of credit markets and the uncertainty surrounding the
company's operations and the retail industry in general, Toys "R"
Us should kick a refinancing effort into gear in the next month or
so.

                           *     *     *

The Troubled Company Reporter, on July 1, 2014, reported that
Fitch Ratings has downgraded the issue ratings on Toys 'R' Us,
Inc.'s (Toys, HoldCo) $450 million 10.375% senior unsecured notes
due August 2017 and $400 million 7.375% senior unsecured notes due
October 2018 to 'CCC-/RR5' from 'CCC/RR4'. Fitch has also affirmed
the Issuer Default Ratings (IDRs) on Toys 'R' Us, Inc. and its
various domestic subsidiaries at 'CCC'.


TRANS ENERGY: Presented at Enercom's Oil & Gas Conference
---------------------------------------------------------
Trans Energy, Inc.'s Chairman Steve Lucado and President John Corp
presented on Wednesday, Aug. 20, 2014, at EnerCom's The Oil & Gas
Conference(R) 19 being held at the Westin Denver Hotel located in
Denver, Colorado, the Company disclosed in a document filed with
the U.S. Securities and Exchange Commission.

The presentation focused on the Company's development efforts in
the Marcellus Shale, specifically in Marion, Marshall, and Wetzel
counties in Northern West Virginia.  The presentation covered
these topics:

   * General information about Trans Energy, Inc.

   * Discussion of drilling results

   * Production history and future drilling plans

   * Wet gas economics

   * Debt refinancing

   * Other information

                        About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

Trans Energy reported a net loss of $17.7 million in 2013
following a net loss of $21.2 million in 2012.  The Company's
balance sheet at March 31, 2014, showed $94.21 million in total
assets, $103.56 million in total liabilities and a $9.34 million
total stockholders' deficit.


TUNICA-BILOXI GAMING: S&P Cuts ICR to 'CCC' on Weaker Performance
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Marksville, La.-based gaming operator Tunica-Biloxi Gaming
Authority (TBGA), including our issuer credit rating, to 'CCC'
from 'B-'.  The rating outlook is negative.

S&P do not assign recovery ratings to Native American debt issues
because there are sufficient uncertainties surrounding the
exercise of creditor rights against a sovereign nation, including
whether the Bankruptcy Code would apply, whether a U.S. court
would ultimately be the appropriate venue to settle such a matter,
and to what extent a creditor would be able to enforce any
judgment against a sovereign nation.  The 'CCC' issue-level rating
on the unsecured notes is at the same level as the issuer credit
rating, reflecting the senior position of the debt in the capital
structure.

The downgrade reflects significant underperformance in the first
six months of 2014 relative to S&P's previous expectations and its
view that TBGA does not currently have a credible plan to address
its late-2015 notes maturity.  S&P believes recent operating
trends increase the likelihood that TBGA may not be able to
successfully refinance its notes prior to maturity and may instead
pursue a restructuring transaction.  Through June 2014, revenue
and EBITDA declined in the high-single-digit area and mid-20%
area, respectively, compared with S&P's previous forecast for low-
single-digit revenue declines and low- to mid-single-digit EBITDA
declines for the full-year 2014.  Increased competition within
TBGA's markets since late-2012, driven by the opening of L'Auberge
Casino Hotel in Baton Rouge and the Jena Band of Choctaw Indians'
Class II casino, has lowered visitation from customers in Baton
Rouge and Alexandria, two primary feeder markets for the casino
(the Paragon Casino Resort).  Under S&P's updated forecast for
EBITDA to decline in the 20% area, S&P estimates that EBITDA
coverage of fixed charges (defined as interest expense, S&P's
expectation for maintenance capital expenditures, and minimum
distributions to the Tunica-Biloxi Tribe of Louisiana (the Tribe))
will be under 1x through 2014, with minimal excess cash balances
to cover the shortfall.  In 2015, under S&P's base-case forecast,
it estimates that the Tribe will need to reduce distributions
significantly in order to meet full-year fixed charges.

S&P has limited transparency into the Tribe's financial policy and
financial position, particularly concerning the level of
flexibility within its budget and its ability to reduce
distributions below current levels.  While the Tribe has
demonstrated a willingness and ability to reduce distributions
over time (distributions have declined in step with declines in
free cash flow over the past few years), at this point, S&P is
unable to assess the viability of a further and sustained
reduction in distributions over the next year.

S&P's assessment of TBGA's business risk profile as "vulnerable"
reflects its narrow business position as an operator of a single
casino in a highly competitive operating environment that requires
a high level of promotional spending.  TBGA's limited ability to
adjust costs in a down cycle, resulting in a high degree of EBITDA
volatility also factors into the assessment.  In addition, the
Tribe has stated that its plans to let its management contract
with Exceptional Gaming & Entertainment LLC expire at the end of
Aug. 2014, at which time the Tribe will take over management of
Paragon.  The rating incorporates the potential for operating
disruption during the management transition, particularly during a
period where performance is already weak.


UNITEK GLOBAL: Shares Now Trade on OTC Markets
----------------------------------------------
UniTek Global Services, Inc., confirmed its previous disclosure
that trading in the Company's common stock on The NASDAQ Stock
Market will be suspended effective with the open of business on
Aug. 21, 2014, according to a press release filed with the U.S.
Securities and Exchange Commission.

The Company's common stock will be eligible to trade on the OTC
Markets - OTC Pink Tier effective with the open of business on
Aug. 21, 2014.  The Company anticipates that its symbol, UNTK,
will remain unchanged.  For quotes or further information on OTC
Markets and the OTC Pink Tier, visit http://www.otcmarkets.com/

                 About UniTek Global Services

UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.

UniTek Global reported a net loss of $52.07 million on $471.93
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $77.73 million on $437.59 million of revenues
in 2012.  The Company's balance sheet at Dec. 31, 2013, showed
$270.54 million in total assets, $259.08 million in total
liabilities and $11.45 million in total stockholders' equity.

                        Bankruptcy Warning

"An event of default under either of our credit facilities could
result in, among other things, the acceleration and demand for
payment of all the principal and interest due and the foreclosure
on the collateral.  As a result of such a default or action
against collateral, we could be forced to enter into bankruptcy
proceedings, which may result in a partial or complete loss of
your investment," the Company said in the Annual Report for the
year ended Dec. 31, 2013.

                           *     *     *

In the Oct. 17, 2013, edition of the TCR, Moody's Investors
Service assigned a Caa2 Corporate Family Rating to UniTek Global
Services, Inc.  UniTek's Caa2 CFR reflects the company's high
interest burden, delay in filing 2013 quarterly reports with the
SEC, lower than anticipated future revenues from one of its main
customers, and need to address internal control weaknesses over
financial reporting as of December 31, 2012 as cited in the
company's Form 10-K for the year ended Dec. 31, 2012.

As reported by the TCR on Oct. 17, 2013, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Blue Bell,
Pa.-based UniTek Global Services Inc. to 'B-' from 'CCC'.  "The
ratings upgrade to 'B-' reflects our belief that the company
is no longer vulnerable and dependent on favorable developments to
meet its financial commitments over the next few years," said
Standard & Poor's credit analyst Michael Weinstein.


UNIVERSITY GENERAL: Delays 10-Q Over Cost Containment Efforts
-------------------------------------------------------------
University General Health System, Inc., filed with the U.S.
Securities and Exchange Commission a Notification of Late Filing
on Form 12b-25 with respect to its quarterly report on Form 10-Q
for the quarter ended June 30, 2014.

According to the Company: "Our recently announced cost containment
and restructuring efforts have contributed to additional delays in
our ability to complete the Form 10-Q for the quarter ended June
30, 2014 by the prescribed due date.  We are diligently working on
completing the Form 10-Q and anticipate its filing as soon as
practicable."

The Company did not timely file its annual report on Form
10-K for the period ended Dec. 31, 2013.  This report was filed on
July 2, 2014.  In addition, the Company has not filed its
quarterly report on Form 10-Q for the periods ended March 31 and
June 30, 2011.

                      About University General

University General Health System, Inc., located in Houston, Texas,
is a diversified, integrated multi-specialty health care provider
that delivers concierge physician- and patient-oriented services.
UGHS currently operates one hospital and two ambulatory surgical
centers in the Houston area.  It also owns a revenue management
company, a hospitality service provider and facility management
company, three senior living facilities and manages six senior
living facilities.

University General reported a net loss attributable to common
shareholders of $35.70 million on $163.98 million of total
revenues for the year ended Dec. 31, 2013, as compared with a net
loss attributable to common shareholders of $3.97 million on
$113.22 million of total revenues for the year ended Dec. 31,
2012.

As of Dec. 31, 2013, the Company had $183.26 million in total
assets, $186.91 million in total liabilities, $2.97 million in
series C convertible preferred stock, and a $6.61 million total
deficit.

Moss, Krusick & Associates, LLC, in Winter Park, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has negative working capital and
relative low levels of cash and cash equivalents.  These
conditions raise substantial doubt about its ability to continue
as a going concern, the auditors said.


USMART MOBILE: Incurs $282,000 Net Loss in Second Quarter
---------------------------------------------------------
USmart Mobile Device Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
a net loss of $282,104 on $451,371 of net sales for the three
months ended June 30, 2014, compared to a net loss of $648,107 on
$25 million of net sales for the same period a year ago.

The Company also reported a net loss of $574,679 on $1.01 million
of net sales for the six months ended June 30, 2014, compared to
net income of $240,227 on $39.46 million of net sales for the same
period in 2013.

As of June 30, 2014, the Company had total net current liabilities
of $13,082,384.

"We will continue to seek additional sources of available
financing on acceptable terms; however, there can be no assurance
that we will be able to obtain the necessary additional capital on
a timely basis or on acceptable terms, if at all.  In addition, if
the results are negatively impacted and delayed as a result of
political and economic factors beyond management's control, our
capital requirements may increase," the Company said in the
Report.

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

                         http://is.gd/XFaeIk

                         About USmart Mobile

Del.-based USmart Mobile, previously known as ACL Semiconductors
Inc., is currently engaged in the production, manufacturing and
distribution of smartphones, electronic products and components in
Hong Kong Special Administrative Region and the People's Republic
of China through its operating subsidiaries.

USmart Mobile reported a net loss of $13.8 million on $72.2
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $4.86 million on $161 million of net sales for
the year ended Dec. 31, 2012.

Albert Wong & Co. LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that the
Company's financial statements are prepared using the generally
accepted accounting principles applicable to a going concern,
which contemplates the realization of assets and liquidation of
liabilities in the normal course of business.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


VALITAS HEALTH: Moody's Lowers CFR to Caa1, Sees Covenant Waivers
-----------------------------------------------------------------
Moody's Investors Service downgraded Valitas Health Services,
Inc.'s Corporate Family Rating to Caa1 from B3, its Probability of
Default Rating to Caa1-PD from B3-PD, and its senior secured bank
credit facility ratings to B3 from B2. The rating outlook remains
negative.

The rating action reflects the company's continued operating
performance weakness and the further deterioration of credit
metrics beyond Moody's previous expectations, attributable to
recent contract losses, margin declines from competitive pricing
pressure on renewed contracts, and delays in the realization of
earnings from certain start-up contracts. The downgrade also
reflects Moody's concerns related to the minimal cushion under the
company's financial covenants, due to earnings volatility and
approaching step-downs, and Moody's expectation that a waiver or
an amendment will be required over the next twelve months.

Ratings downgraded:

Valitas Health Services, Inc.

  Corporate Family Rating to Caa1 from B3

  Probability of Default Rating to Caa1-PD from B3-PD

  Senior secured revolving credit facility, to B3 (LGD 3) from B2
  (LGD 3)

  Senior secured term loan B, to B3 (LGD 3) from B2 (LGD 3)

The rating outlook is negative.

Ratings Rationale

Valitas' Caa1 Corporate Family Rating reflects the company's high
financial leverage, operating headwinds due to recent contract
losses, margin compression due to competitive pricing pressure on
renewed contracts, and delays in the realization of earnings from
certain start-up contracts. The credit profile is also constrained
by risks associated with the company's considerable customer
concentration, and liquidity concerns related to the company's
modest cash flow and weak cushion under the company's credit
facility financial maintenance covenants. Moody's expect the
company to continue to face near-term earnings pressure following
recent contract losses and certain underperforming state
Department of Corrections ("DOC") contracts. The ratings are
supported by Valitas' solid scale and market position as the
largest provider of healthcare services to correctional facilities
in a highly fragmented sector, and recent business wins which
Moody's expect will provide earnings and cash flow improvement
over the next 12 to 18 months.

The negative rating outlook reflects Moody's expectation that
credit metrics will remain constrained due to elevated costs and
start-up delays, the challenging competitive environment, and a
weak liquidity profile. In addition, Moody's believes that a
waiver or amendment may need to be obtained over the next few
quarters if the company fails to remain in compliance with
financial covenants.

The ratings could be upgraded if the company exhibits growth in
EBITDA from new contract opportunities or repays debt such that
adjusted debt to EBITDA approaches 6.0 times on a sustained basis,
free cash flow to debt is sustained above 3%, and cushion under
the company's credit facility financial covenants improves.

The ratings could be downgraded if operating performance
deteriorates further, or if it appears likely that the company
will breach a covenant and cannot obtain a waiver. The ratings
could also be downgraded if the company experiences a loss of key
DOC contract resulting in further erosion of credit metrics.

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

Headquartered in Brentwood, Tennessee, Valitas Health Services,
Inc., ("Valitas") through its operating subsidiaries, Corizon,
Inc. and Corizon Health, Inc., is a leading provider of contract
healthcare services to correctional facilities owned or operated
by state and local governments in United States. Valitas is
majority owned by Beecken Petty O'Keefe & Company, a Chicago based
private equity management firm. For the twelve months ended June
30, 2014, Valitas reported revenue of approximately $1.4 billion.


VENOCO INC: S&P Puts 'B-' CCR on CreditWatch Negative
-----------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' corporate
credit ratings on Denver-based Venoco Inc. and parent company
Denver Parent Corp. (DPC) on CreditWatch with negative
implications.  At the same time, S&P placed its 'CCC+' issue
rating on Venoco's senior unsecured notes on CreditWatch with
positive implications.  The recovery rating on these notes is '5'
indicating the likelihood of modest (10% to 30%) recovery in the
event of default.  The 'CCC' issue-level rating on DPC's notes
remain unchanged.  The recovery rating on these notes is '6'
indicating the likelihood of negligible (0% to 10%) recovery in
the event of default.

"The negative CreditWatch placement of the Venoco and DPC
corporate credit ratings follows Venoco's announcement that it has
limited borrowing availability under its revolving credit facility
and expects to be out of compliance with the debt to EBITDA
leverage requirement for the facility as of Sept. 30, 2014," said
Standard & Poor's credit analyst Ben Tsocanos.

The company also announced that it has reached an agreement to
sell its West Montalvo oil and gas producing properties for $200
million and use proceeds to repay borrowings under the revolver.
S&P expects the sale to close by Oct. 15, 2014.  S&P views the
asset sale as necessary for improving liquidity to a sustainable
level and avoiding acceleration under its debt agreements.  The
CreditWatch placement reflects uncertainty regarding the
completion and timing of the sale and the likelihood that the
company receives waivers for its covenants in the event that it is
out of compliance on Sept. 30, 2014.

The positive CreditWatch placement of the 'CCC+' issue-level
rating on Venoco's senior unsecured notes reflect S&P's recovery
criteria which states S&P will apply current hydrocarbon prices in
the event an entity's corporate credit rating is lowered into the
CCC category.  The current robust crude oil price assumptions
could potentially provide very high recoveries to the unsecured
note holders in such a scenario.

The 'CCC' issue-level rating on the DPC payment-in-kind (PIK)
toggle notes remains unchanged.  S&P's recovery rating for the PIK
notes is '6' reflecting the potential for negligible (0% to 10%)
recovery in a default scenario.

S&P intends to resolve the CreditWatch placement near the closing
date of the West Montalvo sale, which S&P expects by Oct. 15,
2014.  If the sale does not occur, S&P believes there is a
potential for downgrades of two notches of both Venoco and DPC
based on S&P's view that the asset sale is necessary to improve
liquidity to a sustainable level and to avoid acceleration under
its debt agreements.  There is also a potential that S&P could
raise the issue rating on Venoco's senior unsecured notes by one
notch, given that the application of current robust crude oil
price assumptions could potentially provide very high recoveries
to the unsecured noteholders.


VERITEQ CORP: Incurs $5.5 Million Net Loss in Second Quarter
------------------------------------------------------------
Veriteq Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $5.55 million on $21,000 of sales for the three months ended
June 30, 2014, compared to a net loss of $1.54 million on $0 of
sales for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss of $933,000 on $95,000 of sales compared to a net loss of
$2.85 million on $0 of sales for the same period during the prior
year.

As of June 30, 2014, the Company had $7.04 million in total
assets, $14.16 million in total liabilities and a $7.12 million
total stockholders' deficit.

As of June 30, 2014, cash was $0.1 million compared to $13,000 at
Dec. 31, 2013.

"We are in the development stage, have incurred operating losses
since our inception and have a working capital deficit.  Our cash
position is critically low, and payments critical to our survival
are not being made in the ordinary course.  Failure to raise
capital in the coming days to fund our operations and generate
positive cash flow to fund such operations will have a material
adverse effect on our financial condition.  These factors raise
substantial doubt about our ability to continue as a going
concern," the Company stated in the Form 10-Q.

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

                        http://is.gd/T65KIP

                        Amends Q1 Form 10-Q

The Company has amended its quarterly report on Form 10-Q for the
three-months ended March 31, 2014, filed with the SEC on May 14,
2014, for the purpose of correcting information in Part I, Items
1, 2 and 4 and Part II, Item 6.  In connection with the
preparation of the Company's quarterly report on Form 10-Q for the
period ended June 30, 2014, the Company identified an error
relating to the accounting for the financing transaction.

On Nov. 13, 2013, the Company entered into a financing transaction
which included notes in the principal amount of $1,816,667.  The
notes are convertible into shares of the Company's common stock at
an initial exercise price of $0.75 per share.  The notes provided
for the initial conversion price to be reset to lower amounts in
the event the Company issues its common stock or is deemed to have
issued its common stock at a price below the conversion price in
effect at that time.  This provision results in what is referred
to as an embedded derivative and should have been bifurcated and a
liability recorded at fair value upon the issuance of the notes
and on Dec. 31, 2013, and on March 31, 2014, in the Original
Report.  This oversight resulted in an understatement of the
derivative liability of $2.1 million and $3.1 million at March 31,
2014, and Dec. 31, 2013, respectively.

Accordingly, the Company restated its previously filed financial
statements to reflect the fair value of this embedded derivative
liability as a non-cash current liability on the Company's
Unaudited Condensed Consolidated Balance Sheets at March 31, 2014,
and Dec. 31, 2013, and to reflect the change in the fair value
from Dec. 31, 2013, to March 31, 2014 and from Dec. 14, 2011, to
March 31, 2014, in the Company's Unaudited Condensed Consolidated
Statement of Operations, Unaudited Condensed Consolidated
Statement of Comprehensive Losses, Unaudited Condensed
Consolidated Statement of Changes in Stockholders' Deficit and
Unaudited Condensed Consolidated Statement of Cash Flows.  The
correction of the error did not impact any assets.

As previously reported, the Company had total liabilities of
$15.19 million at March 31, 2014.  As restated the Company had
$17.24 million of total liabilities at March 31, 2014.

The Company previously reported total stockholders' deficit of
$7.21 million at March 31, 2014.  As restated, total stockholders'
deficit at March 31, 2014, was $9.26 million.

As previously reported, net income for the three months ended
March 31, 2014, was $3.55 million.  As a result of the
restatement, the Company had net income of $4.62 million at
March 31, 2014.

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

                        http://is.gd/Dv8eG0

                            About VeriTeQ

VeriTeQ Corporation (formerly known as Digital Angel Corporation)
-- http://www.veriteqcorp.com/-- develops innovative, proprietary
RFID technologies for implantable medical device identification,
and dosimeter technologies for use in radiation therapy treatment.
VeriTeQ offers the world's first FDA cleared RFID microchip
technology that can be used to identify implantable medical
devices, in vivo, on demand, at the point of care.  VeriTeQ's
dosimeters provide patient safety mechanisms while measuring and
recording the dose of radiation delivered to a patient in real
time.

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.  As of March 31, 2014, the Company had $7.97
million in total assets, $15.19 million in total liabilities and a
$7.21 million total stockholders' deficit.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


VERITY CORP: Incurs $124,000 Net Loss in June 30 Quarter
--------------------------------------------------------
Verity Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing
a net loss attributable to the Company of $124,291 on $1.74
million of total revenues for the three months ended June 30,
2014, compared to a net loss attributable to the Company of
$477,522 on $1.42 million of total revenues for the same period in
2013.

The Company also reported a net loss attributable to the Company
of $803,399 on $2.44 million of total revenues for the nine months
ended June 30, 2014, compared to a net loss attributable to the
Company of $7.02 million on $2.10 million of total revenues for
the ame period last year.

As of June 30, 2014, the Company had $2.24 million in total
assets, $5.83 million in total liabilities and a $3.59 million
total stockholders' deficit.

Cash flows used by operating activities were $492,622 for the nine
months ended June 30, 2014, as compared to $1,502,718 for the nine
months ended June 30, 2014.  Negative cash flow is a direct result
of operating expenses exceeding revenues generated during the nine
months ended June 30, 2014, and 2013.

"As of June 30, 2014, Verity did not have and continues to not
have sufficient cash on hand to pay present obligations as they
become due.  In addition, there is no assurance that we will be
able to raise additional capital on acceptable terms, if at all,
to meet our current obligations over the next 12 months," the
Company stated in the Report.

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

                         http://is.gd/cTtMFT

                            About Verity

Sioux Falls, South Dakota-based Verity Corp., formerly AquaLiv
Technologies, Inc., is the parent of Verity Farms II, Inc.,
Aistiva Corporation (formerly AquaLiv, Inc.).  Verity Farms II is
dedicated to providing consumers with safe, high-quality and
nutritious food sources through sustainable crop and livestock
production.  Aistiva's technology alters the behavior of
organisms, including plants and humans, without chemical
interaction.  Aistiva's platform technology influences biological
processes naturally and without chemical interaction.  To date,
Aistiva has released products in the industries of water
treatment, skincare, and agriculture.

Verity Corp. reported a net loss attributable to the Company of
$7.59 million for the year ended Sept. 30, 2013, as compared with
a net loss attributable to the Company of $623,079 during the
prior fiscal year.

Bongiovanni & Associates, CPA's, in Cornelius, North Carolina,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Sept. 30, 2013.  The
independent auditors noted that the Company has suffered recurring
losses, has negative working capital, and has yet to generate an
internal net cash flow that raises substantial doubt about its
ability to continue as a going concern.


VICTORY ENERGY: Posts $1.3 Million Net Income in 2nd Quarter
------------------------------------------------------------
Victory Energy Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $1.29 million on $237,977 of oil and gas revenues
for the three months ended June 30, 2014, compared to a net loss
of $385,032 on $161,910 of oil and gas revenues for the same
period in 2013.

For the six months ended June 30, 2014, the Company reported net
income of $851,671 on $432,960 of oil and gas revenues compared to
a net loss of $838,386 on $255,678 of oil and gas revenues for the
same period a year ago.

The Company's balance sheet at June 30, 2014, showed $5.02 million
in total assets, $1.29 million in total liabilities and $3.72
million in total stockholders' equity.

At June 30, 2014, the Company had a working capital surplus of
$976,951 compared to a working capital deficit of ($331,539) at
Dec. 31, 2013.

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

                        http://is.gd/K7Iw7Q

"We made significant progress toward our strategic goals," said
Kenny Hill, Victory's CEO.  "For the first time in company
history, we closed on almost $9 million of transactions in a
single quarter.  Our divestiture of the Lightnin' Property ($4.0
million proceeds) provided a sound capital foundation for the
acquisition of the 4,560 acre, Fairway Project, growing our
production and our drilling inventory by at least forty additional
well locations.  These two transactions complement each other and
illustrate our ability to increase shareholder value by increasing
proved reserves on a net basis, adding significantly larger
development acreage and leveraging our access to capital through
our Navitus Energy Group relationship (up to $15M) and the Texas
Capital Bank credit facility ($25M)."

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

                         http://is.gd/NlosEW

                         About Victory Energy

Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties.  Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.

Victory Energy reported a net loss of $2.11 million on $735,413 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,384 of total revenues in 2012.

Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit.  These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.


VICTORY ENERGY: Updated Reserve Report Filed
--------------------------------------------
Victory Energy Corporation issued an updated reserve report
showing a 62.6% increase in the PV-10 value of its reserves based
on a report issued by Cambrian Management Ltd., an independent
petroleum reserves engineering firm.  The majority of the increase
is attributed to the Fairway Project acquired in June 2014.

The Cambrian Management Ltd. report showed total reserves of
approximately 205.6 MBOE and a PV-10 of approximately $3.9
million.  These totals include probable reserve based values of
$1.4 million PV-0 and $.8 million PV-10, all of which is
associated with the Fairway Project.  Without the benefit of the
probable reserves at June 30, 2014, PV-10 increase would have been
28.3 % higher than Dec. 31, 2013.

The Fairway Project located in Glasscock and Howard County, Texas,
accounted for the majority of the increases in PDNP, PUD and
Probable reserves.  As of Aug. 1, 2014, four new wells have been
drilled on the Fairway property by Target Energy; four additional
wells will be drilled in 2014.

Under Securities and Exchange Commission guidelines, the commodity
prices used in the June 30, 2014, and Dec. 31, 2013, PV-10
estimates were based on the 12-month unweighted arithmetic average
of the first day of the month prices for the period July 1, 2013
through June 1, 2014, and for the period Jan. 1, 2013, through
Dec. 1, 2013, respectively, adjusted by lease for transportation
fees and regional price differentials and were also used in the
mid-year 2014 report.  For crude oil volumes, the average West
Texas Intermediate posted price of $100.27 per barrel used to
calculate PV-10 at June 30, 2014, was up 3% from the average price
of $96.94 per barrel used to calculate PV-10 at Dec. 31, 2013.
For natural gas volumes, the average Henry Hub spot price of $4.10
per million British thermal units ("MMBTU") used to calculate PV-
10 at June 30, 2014 was up 14% from the average price of $3.60 per
MMBTU used to calculate PV-10 at Dec. 31, 2013.  All prices were
held constant throughout the estimated economic life of the
properties.

"Our updated reserve report is another indication that our
strategy is unfolding as we envisioned," explained Kenny Hill, CEO
of Victory Energy Corporation.  "We focus on acquiring and
developing low-risk vertical wells in the Permian Basin. This
disciplined, capital efficient and repeatable process, coupled
with our unique funding structure, affords us the opportunity to
create significant shareholder value for an extended period of
time."

On Aug. 20, 2014, representatives of Victory Energy Corporation
made a presentation at the Enercom, Inc. Conference in Denver,
Co., a copy of the materials used at the presentation is available
for free at http://is.gd/yIyc9h

                         About Victory Energy

Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties.  Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.

Victory Energy reported a net loss of $2.11 million on $735,413 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,384 of total revenues in 2012.

Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit.  These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.


WAFERGEN BIO-SYSTEMS: Amends Form S-1 Registration Statement
------------------------------------------------------------
Wafergen Bio-Systems, Inc., amended its prospectus with the U.S.
Securities and Exchange Commission relating to the offering of
2,000 Units, with each Unit consisting of 1,143 shares of common
stock and 1,143 warrants to purchase shares of the Company's
common stock at a public offering price of $10,000 per Unit.
The Company amended the Registration Statement to delay its
effective date.

The unit, share and warrant numbers, and the related prices,
reflect a one-for-ten (1-for-10) reverse stock split which
occurred on June 30, 2014.

The underwriters have the option to purchase up to (i) 342,900
additional shares of common stock (based upon an assumed offering
price per share of $8.75, which was the last reported sale price
of the Company's common stock on Aug. 15, 2014), and/or (ii)
additional warrants to purchase up to 342,900 additional shares of
common stock (based upon an assumed offering price per share of
$8.75, which was the last reported sale price of the Company's
common stock on August 15, 2014) solely to cover over-allotments,
if any, at the price to the public less the underwriting discounts
and commissions.  The over-allotment option may be used to
purchase shares of common stock, or warrants, or any combination
thereof, as determined by the underwriters, but those purchases
cannot exceed an aggregate of 15% of the number of shares of
common stock and warrants sold in the primary offering.

The Company's common stock is currently traded on the OTCQB under
the symbol "WGBS."  On Aug. 15, 2014, the closing price of the
Company's common stock was $8.75 per share.  The Company has
applied for listing of its common stock on the Nasdaq Capital
Market under the symbol "WGBS," which listing the Company expects
to occur upon consummation of this offering.

A full-text copy of the amended Form S-1 is available for free at:

                        http://is.gd/u53wTo

                    About WaferGen Bio-systems

Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research.  Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.

WaferGen reported a net loss attributable to common stockholders
of $17.71 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.

The Company's balance sheet at June 30, 2014, showed $9.41 million
in total assets, $7.69 million in total liabilities and $1.71
million in total stockholders' equity.

SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consoliated financial statements for the year
ended Dec. 31, 2013.  The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.



WALTER ENERGY: Bank Debt Trades at 6% Off
-----------------------------------------
Participations in a syndicated loan under which Walter Energy Inc
is a borrower traded in the secondary market at 94.75 cents-on-
the-dollar during the week ended Friday, August 22, 2014,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.69 percentage points from the previous week, The Journal
relates.  Walter Energy Inc. pays 575 basis points above LIBOR to
borrow under the facility.  The bank loan matures on March 14,
2018.  The bank debt carries Moody's B3 rating and Standard &
Poor's B- rating.  The loan is one of the biggest gainers and
losers among 249 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


WESTMORELAND COAL: Files Financial Statements of Acquired Assets
----------------------------------------------------------------
In connection with the Registration Statement on Form S-4 filed by
Westmoreland Coal Company with the U.S. Securities and Exchange
Commission, the Company filed the audited financial statements of
its recently acquired Canadian subsidiaries, Prairie Mines &
Royalty Ltd. and Coal Valley Resources, Inc., as of Dec. 31, 2013,
and 2012 and for each of the three years in the period ended
Dec. 31, 2013.

For the year ended Dec. 31, 2013, Prairie Mines & Royalty Ltd. and
Coal Valley Resources Inc. reported a net loss of C$200.93 million
on C$736.22 million of revenue compared to a net loss of C$5.23
million on C$974.37 million of revenue in 2012.  As of Dec. 31,
2013, the companies had C$1.54 billion in total assets, C$1.57
billion in total liabilities and a C$23.18 million shareholders'
deficit.

A copy of Prairie Mines & Royalty Ltd. and Coal Valley Resources
Inc.'s combined consolidated financial statement is available for
free at http://is.gd/1rx6ZK

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

Westmoreland Coal incurred a net loss applicable to common
shareholders of $6.05 million in 2013, a net loss
applicable to common shareholders of $8.58 million in 2012 and a
net loss applicable to common shareholders of $34.46 million in
2011.  As of Dec. 31, 2013, the Company had $946.68 million in
total assets, $1.13 billion in total liabilities and a $187.87
million total deficit.

                           *     *     *

As reported by the TCR on Nov. 6, 2012, Standard & Poor's
Ratings Services raised its corporate credit rating on Englewood,
Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'.

"The upgrade reflects our view that WLB is less vulnerable to
default after successfully negotiating less restrictive covenant
requirements for an unrated $110 million term loan due 2018," said
credit analyst Gayle Bowerman.  "Our assessment of WLB's business
risk profile as 'vulnerable' and financial risk profile as 'highly
leveraged' are unchanged.  We also revised our liquidity score to
'adequate' based on the covenant relief and additional liquidity
provided under the company's new $20 million asset-based loan
(ABL) facility from 'less than adequate'."

Westmoreland Coal carries a Caa1 corporate family rating from
Moody's Investors Service.


XTREME POWER: Blocks First Wind's Plea for Stay Relief
------------------------------------------------------
Xtreme Power Systems, LLC, and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Western District of Texas to deny First
Wind Holdings, LLC's motion for relief from the automatic stay.

The motion for relief seeks permission to pursue litigation
concerning the Kahuku fire that occurred in August 2012.  The
Debtors say that while all the parties agree that the claims of
First Wind must be liquidated at some point, there is no urgency
to proceed with that litigation now, and open the flood gates to
other claimants that may wish to proceed with litigation in other
forums on proofs of claims that have been filed with the Court.

The Debtors claim that the timing of the motion for relief, which
was not initially thought to be problematic, became a concern due
to delays in the two court-ordered mediations and First Wind's
refusal to waive the 30 and 60-day deadlines for court action on a
motion for relief from stay.

The Court will conduct on Sept. 25, 2014, at 1:30 p.m.(CT) a final
hearing on the motion for relief from automatic stay.  Any party
opposing the relief sought must file a written response to each of
the motions by Sept. 11, 2014.

                       About Xtreme Power

Xtreme Power focuses on the design, engineering, installation, and
monitoring of integrated energy storage systems for power
generators, grid operators and commercial and industrial end
users, among others.  Xtreme Power to be one of the world's
leading grid-scale power control technology provider capable of
integrating the full spectrum of energy generation sources and
battery technologies.

Xtreme Power Inc. and two affiliates filed Chapter 11 bankruptcy
petitions (Bankr. W.D. Tex. Lead Case No. 14-10096) in Austin,
Texas, on Jan. 22, 2014.  Judge Christopher H. Mott presides over
the case.  The Debtor is represented by Shelby A. Jordan, Esq., at
Jordan, Hyden, Womble, Culbreth & Holzer, P.C.  The Debtors tapped
Baker Botts L.L.P. as special counsel, and Gordian Group, LLC, as
investment banker and financial advisor.

Debtor Power Inc. scheduled $7,004,915 in total assets and
$65,743,283 in total liabilities.  Debtor Power Grove scheduled
$5,179,692 in total assets and $31,882,277 in total liabilities.
Power Systems scheduled $4,303,921 in total assets and $87,666,873
in total liabilities.

The Creditors' Committee is represented by Eric J. Taube, Esq.,
Mark C. Taylor, Esq., and Morris D. Weiss, Esq., at Hohmann, Taube
& Summers, LLP, in Austin, Texas.

                           *     *     *

Judge H. Christopher Mott on April 11, 2014, authorized Xtreme
Power, Inc., et al., to sell substantially all of their assets to
Younicos, Inc., for $14 million.  The Court also authorized the
sale of certain assets free and clear of encumbrances to First
Wind Holdings, LLC, for approximately $110,400.

The Debtors initially intended to sell their assets to Horizon
Technology Finance Corporation under a credit of the Debtors' pre-
and postpetition financing up to $2.5 million.  At an auction, the
Debtors declared Shared Investments VI Inc. as the successful
bidder with a $12 million bid but the Court reopened the auction
and allowed Younicos to bid, with Younicos emerging as the highest
bidder at an auction, besting Shared Investments.  Shared
Investments filed a motion for reconsideration, which was objected
to by the Official Committee of Unsecured Creditors.  The motion
for reconsideration was denied by the Court.

Younicos is represented by John Simon, Esq., and Omar Lucia, Esq.,
at Foley & Lardner LLP, in Detroit, Michigan.

Shared Investments is represented by Sabrina L. Streusand, Esq.,
and Richard D. Villa, Esq., at Streusand, Landon & Ozburn, LLP, in
Austin, Texas.

Horizon Technology is represented by A. Lee Hogewood, III, Esq.,
at K&L Gates LLP, in Raleigh, North Carolina.


ZAZA ENERGY: Reports $9.22-Mil. Net Loss for June 30 Quarter
------------------------------------------------------------
ZaZa Energy Corporation filed its quarterly report on Form 10-Q,
disclosing a net loss of $9.22 million on $3.74 million of total
revenues for the three months ended June 30, 2014, compared with a
net loss of $58.15 million on $2.37 million of total revenues for
the same period last year.

The Company's balance sheet at June 30, 2014, showed $62.28
million in total assets, $131.99 million in total liabilities, and
stockholders' deficit of $69.71 million.

In connection with the audit of the Company's financial statements
for the year ended December 31, 2013, its independent registered
public accounting firm at the time issued their report dated March
31, 2014, that included an explanatory paragraph describing the
existence of conditions that raise substantial doubt about the
Company's ability to continue as a going concern due to its
dependency on the success of its 2014 drilling program with the
Company's joint venture partners to generate sufficient cash flows
to maintain positive liquidity.  These conditions continue to be
present as of June 30, 2014.

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

                       http://is.gd/i2t6yV

ZaZa Energy Corporation is an independent oil and gas company
based in Houston.  The Company operates primarily through its
joint ventures in the Eaglebrine trend in East Texas and the Eagle
Ford trend in South Texas.


Z TRIM HOLDINGS: Has $1.57-Mil. Net Loss in Q2 Ended June 30
------------------------------------------------------------
Z Trim Holdings, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.57 million on $212,154 of total
revenues for the three months ended June 30, 2014, compared with
net income of $3.08 million on $382,126 of total revenues for the
same period last year.

The Company's balance sheet at June 30, 2014, showed
$3.1 million in total assets, $2.17 million in total liabilities,
and total stockholders' equity of $930,616.

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

                       http://is.gd/dQ7Rru

                          About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

Z Trim Holdings reported a net loss of $13.43 million in 2013, a
net loss of $9.58 million in 2012 and a net loss of $6.94 million
in 2011.

As of March 31, 2014, the Company had $3.55 million in total
assets, $1.41 million in total liabilities and $2.14 million in
total stockholders' equity.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company does not have enough cash on hand to meet its current
liabilities and has had reoccurring losses as of Dec. 31, 2013.
These conditions raise substantial doubt about its ability to
continue as a going concern.


* Liquidating Trustee Can't Pursue Tax Refund, Appeals Court Says
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the bankruptcy court lacks jurisdiction to compel the
government to pay a refund sought by the trustee of a
liquidating trust, the U.S. Court of Appeals in New York ruled
Aug. 13.  According to the report, U.S. Circuit Judge Dennis
Jacobs reversed a bankruptcy judge's decision directing the
Internal Revenue Service to pay a $3.8 million refund to the trust
liquidating a bankrupt company, saying the bankruptcy court lacked
jurisdiction.

The case is U.S. v. Bond, 12-48903, U.S. Court of Appeals
for the Second Circuit (Manhattan).


* Second Circuit Goes Easy on Keeping Books, Records in Fee Case
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the failure to keep books and records before
bankruptcy, resulting in a default judgment in state court, by
itself doesn't bar discharge in a later bankruptcy, the U.S. Court
of Appeals in New York ruled in a July 25 opinion.  According to
the report, U.S. Circuit Judge Robert D. Sack, writing for the
three-judge panel, went along with the lower courts, saying
discharge provisions are to be construed liberally in favor of the
bankrupt.  The report related that Judge Sack said the discharge
rules are intended to sanction misconduct that undermines the
administration of bankruptcy.

The case is Berger & Associates PC v. Kran (In re Kran), 13-1931,
U.S. Court of Appeals for the Second Circuit (Manhattan).


* Contempt Actions Not Halted by Automatic Stay, Court Says
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that contempt proceedings in state court to collect a
sanction are not enjoined by the so-called automatic stay, the
U.S. Bankruptcy Appellate Panel in San Francisco ruled, following
a 1977 decision by the Ninth Circuit Court of Appeals.  According
to Mr. Rochelle, the three-judge appellate panel said it was
compelled to reverse, based on a 1977 case from the circuit court
called David v. Hooker.  Setting aside the $1,500 contempt
citation, U.S. Bankruptcy Judge Ralph Kirscher said he was bound
by Hooker, which said that contempt proceedings aren't halted by
the automatic stay unless designed to collect the ultimate
obligation or were intended to harass, the report related.

The case is Yellow Express LLC v. Dingley (In re Dingley), 13-
1261, U.S. Ninth Circuit Bankruptcy Appellate Panel (San
Francisco).


* Trustee Earns Fees on All Payments in Dismissed '13'
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that when a Chapter 13 case is dismissed, the standing
trustee is entitled to fees based on all amounts paid out, Chief
District Judge Jerome M. Simandle in Newark, New Jersey, ruled in
the process of trying to harmonize Section 586 of the U.S.
Judiciary Code with Section 1326 of the Bankruptcy Code.
According to the report, upholding the bankruptcy judge, Judge
Simandle decided that the percentage fee is "mandatory on all
payments received, including cases dismissed before confirmation."

The case is Nardello v. Balboa (In re Nardello), 13-6564, U.S.
District Court, District of New Jersey (Newark).


* Goldman Sachs to Pay $3.15-Bil. to Settle Mortgage Claims
-----------------------------------------------------------
Nathaniel Popper, writing for The New York Times' DealBook,
reported that Goldman Sachs said it has agreed to buy back $3.15
billion in mortgage bonds from Fannie Mae and Freddie Mac to end a
lawsuit filed by the Federal Housing Finance Agency.  According to
the report, the agency, had accused Goldman of unloading low-
quality mortgage bonds onto Fannie Mae and Freddie Mac in the run-
up to the financial crisis.


* U.S. Judge Scolds Argentina, Doesn't Hold It in Contempt
----------------------------------------------------------
Alexandra Stevenson, writing for The New York Times' DealBook,
reported that Judge Thomas P. Griesa of the U.S. District Court in
Manhattan said Argentina's attempt to skirt one of his rulings was
"lawless" but stopped short of finding the country in contempt of
court.  According to the report, the federal judge held an
emergency hearing at the request of lawyers for a group of New
York hedge funds that are seeking more than $1.5 billion in bond
payments that Argentina has refused to pay.

The hearing followed the announcement of Argentina's president,
Cristina Fernandez de Kirchner, that her government was proposing
legislation to bypass a ruling by Judge Griesa that has prevented
Argentina from making regular payments to its bondholders.  Hugh
Bronstein and Alejandro Lifschitz, writing for Reuters, reported
that the Argentine government has sent a bill to Congress that
would replace its New York intermediary bank with state-run Banco
Nacion.  According to the county's economy minister, the new plan
aims to protect creditors who participated in two debt
restructurings, Reuters related.

Bob Van Voris, writing for Bloomberg News, related that during the
emergency hearing, Judge Griesa denied a request by the hedge
funds' lawyers, saying that a contempt finding wouldn't add to the
prospects of a settlement between Argentina and its creditors.


* BOND PRICING: For The Week From August 18 to 22, 2014
-------------------------------------------------------

  Company               Ticker  Coupon Bid Price  Maturity Date
  -------               ------  ------ ---------  -------------
Alion Science &
  Technology Corp       ALISCI  10.250    85.500       2/1/2015
Allen Systems
  Group Inc             ALLSYS  10.500    52.250     11/15/2016
Allen Systems
  Group Inc             ALLSYS  10.500    53.000     11/15/2016
Buffalo Thunder
  Development
  Authority             BUFLO    9.375    41.500     12/15/2014
Caesars Entertainment
  Operating Co Inc      CZR     10.000    24.900     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    42.424       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR      6.500    36.000       6/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     12.750    28.900      4/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      5.750    37.000      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    26.300     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    42.250       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     10.000    30.125     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.000    26.250     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    42.250       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     10.000    30.125     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.000    26.250     12/15/2018
Champion
  Enterprises Inc       CHB      2.750     0.250      11/1/2037
Dendreon Corp           DNDN     2.875    64.500      1/15/2016
Endeavour
  International Corp    END     12.000    48.500       6/1/2018
Endeavour
  International Corp    END      5.500    41.750      7/15/2016
Energy Conversion
  Devices Inc           ENER     3.000     7.875      6/15/2013
Energy Future
  Competitive
  Holdings Co LLC       TXU      8.175     1.000      1/30/2037
Energy Future
  Holdings Corp         TXU      5.550    85.000     11/15/2014
FairPoint
  Communications
  Inc/Old               FRP     13.125     1.000       4/2/2018
Federal Home
  Loan Banks            FHLB     1.375    99.700      2/26/2018
Global Geophysical
  Services Inc          GGS     10.500    20.375       5/1/2017
Global Geophysical
  Services Inc          GGS     10.500    18.500       5/1/2017
James River Coal Co     JRCC     7.875    12.500       4/1/2019
James River Coal Co     JRCC     4.500     1.000      12/1/2015
James River Coal Co     JRCC    10.000     6.125       6/1/2018
James River Coal Co     JRCC    10.000     4.963       6/1/2018
James River Coal Co     JRCC     3.125     2.125      3/15/2018
Las Vegas Monorail Co   LASVMC   5.500    10.000      7/15/2019
Lehman Brothers Inc     LEH      7.500    13.500       8/1/2026
MF Global Holdings Ltd  MF       6.250    41.129       8/8/2016
MF Global Holdings Ltd  MF       1.875    44.500       2/1/2016
MModal Inc              MODL    10.750    10.375      8/15/2020
MModal Inc              MODL    10.750    10.125      8/15/2020
Momentive Performance
  Materials Inc         MOMENT  11.500     6.938      12/1/2016
Motors Liquidation Co   MTLQQ    7.200    11.250      1/15/2011
Motors Liquidation Co   MTLQQ    7.375    11.250      5/23/2048
Motors Liquidation Co   MTLQQ    6.750    11.250       5/1/2028
NII Capital Corp        NIHD    10.000    27.550      8/15/2016
NII Capital Corp        NIHD     7.625    15.500       4/1/2021
NII Capital Corp        NIHD     8.875    31.000     12/15/2019
NRG Energy Inc          NRG      8.500   103.577      6/15/2019
OnCure Holdings Inc     RTSX    11.750    48.875      1/15/2017
OnCure Holdings Inc     RTSX    11.750    48.875      5/15/2017
Platinum Energy
  Solutions Inc         PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN  14.250    74.750       3/1/2015
Powerwave
  Technologies Inc      PWAV     1.875     0.125     11/15/2024
Powerwave
  Technologies Inc      PWAV     1.875     0.125     11/15/2024
RAAM Global Energy Co   RAMGEN  12.500    78.133      10/1/2015
Savient
  Pharmaceuticals Inc   SVNT     4.750     0.125       2/1/2018
TMST Inc                THMR     8.000    12.000      5/15/2013
Terrestar Networks Inc  TSTR     6.500    10.000      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250    14.563      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    37.250       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250    14.000      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500    14.500      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    38.750       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250    13.625      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500    14.250      11/1/2016
Tunica-Biloxi
  Gaming Authority      PAGON    9.000    60.750     11/15/2015
Western Express Inc     WSTEXP  12.500    82.250      4/15/2015
Western Express Inc     WSTEXP  12.500    84.000      4/15/2015



                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


                  *** End of Transmission ***