TCR_Public/140827.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, August 27, 2014, Vol. 18, No. 238

                            Headlines

A M N N ASSOCIATES: Foreclosure Auction Set for Sept. 15
ACCIPITER COMMUNICATIONS: Plan Filing Period Expires Aug. 27
ACCIPITER COMMUNICATIONS: Oct. 15 Hearing on Cash Collateral Use
ADVANCED MICRO DEVICES: 10-Q Shows $36MM Net Loss in 2nd Qtr.
AEOLUS PHARMACEUTICALS: Posts $1.6 Million Net Income in Q3

AFFIRMATIVE INSURANCE: Incurs $7.2MM Net Loss in Second Quarter
ALION SCIENCE: Incurs $13.3 Million Net Loss in 3rd Quarter
ALION SCIENCE: Further Extends Exchange Offer, Unit Offering
ALLIED IRISH: Posts EUR411 Million Profit in H1 2014
ALLY FINANCIAL: Presented at ABS Investors Conference

AMERICAN MEDIA: Further Amends Credit Agreement with JPMorgan
AMINCOR INC: Approves Grants of Options to Executive Officers
AMSTERDAM HOUSE: Court Set Sept. 30 as Claims Bar Date
ARAMID ENTERTAINMENT: Hires Maples and Calder as Counsel
ARKANOVA ENERGY: Incurs $1 Million Net Loss in Third Quarter

ASHER INVESTMENT: Grosses to Handle Litigation Matters
ASPEN GROUP: Raises $1.6 Million From Securities Offering
ATLANTIC COAST: Posts $225,000 Net Income in Second Quarter
ATP OIL: Ch. 7 Trustee Sues Execs Over Reckless Spending
AXESSTEL INC: Expects to Report $98,000 Net Loss in Q2

BANK OF THE CAROLINAS: Has 500,000 Authorized B Preferred Stock
BANK OF THE CAROLINAS: Posts $600,000 Net Income in 2nd Quarter
BAY AREA FINANCIAL: Solicitation Period Extended to Oct. 10
BEAZER HOMES: Incurs $12.3 Million Net Loss in Third Quarter
BG MEDICINE: Incurs $2.2 Million Net Loss in Second Quarter

BON-TON STORES: Appoints New Member to Its Board of Directors
BON-TON STORES: Names President and Chief Executive Officer
BSD MEDICAL: Has Until Feb. 4 to Comply with Nasdaq Listing Rules
BURGER KING: Tim Horton's Deal No Impact on Moody's 'B2' CFR
CAESARS ENTERTAINMENT: U.S. Bank Resigns as Indenture Trustee

CAESARS ENTERTAINMENT: Executes Waiver Agreement Under Indentures
CENTRAL FEDERAL: Reports $39,000 Net Earnings in Second Quarter
CONTINENTAL BUILDING: Moody's Hikes Corporate Family Rating to B2
CORINTHIAN COLLEGES: Lenders Permit Sale of Assets to Raise Cash
CRUMBS BAKE SHOP: Sale of Assets to Lemonis Fischer Approved

CTI BIOPHARMA: Sees Net Financial Standing of $12.5MM at June 30
DBSI INC: No Acquittal For Former Execs in Ponzi Scheme Suit
DESIGNLINE CORP: Center for Transportation's Granted Stay Relief
DETROIT, MI: Mum on Proposal to Use Art as Collateral
DETROIT, MI: Ch. 9 Plan Will Boost Economy, Tax Expert Says

DETROIT, MI: Fitch to Rate $99.8MM Sewage Revenue Bonds 'BB+'
DETROIT, MI: Moody's Rates $774.3MM Water Revenue Bonds 'Ba2'
DETROIT, MI: Moody's Rates 2 Sewer Sr. Bond Tranches 'B2'
DETROIT SERVICE: S&P Lowers Rating on 2011 Revenue Bonds to 'BB-'
DOGWOOD PROPERTIES: Court Confirms 3 Amended Reorganization Plan

DOMUM LOCIS: Blocks Lloyds' Plea for Relief From Stay
DOMUM LOCIS: Fights Lloyds' Objection to Cash Collateral Use
DOMUM LOCIS: Taps Cypress LLP as General Bankruptcy Counsel
DOMUM LOCIS: Files Schedules of Assets and Liabilities
DUNE ENERGY: Incurs $33.2 Million Net Loss in Second Quarter

DIALOGIC INC: Had $2MM Q2 Loss, Warns of Possible Bankruptcy
DYNAMIC INVESTMENTS: Voluntary Chapter 11 Case Summary
EDWARD I. NWOKEDI: Former Counsel Awarded $24,000 in Fees
EMPIRE RESORTS: Incurs $10.3 Million Net Loss in Second Quarter
ENERGY FUTURE: Extends Bid Submission Deadline for Oncor

EXIDE TECHNOLOGIES: Seeks to Hire A&M to Provide Project Manager
EXIDE TECHNOLOGIES: Wants to Hire FTI as Forensic Accountants
FAB UNIVERSAL: NYSE MKT Delisting Proceedings Ongoing
FALCON STEEL: Taps Western Operations as Financial Consultant
FALCON STEEL: Hires Decker Jones as Special Corporate Counsel

FALCON STEEL: Taps Rylander Clay as Accountants
FALCON STEEL: Names Greater Yield as Management Consultants
FCC HOLDINGS: Case Summary & 40 Largest Unsecured Creditors
FIRST FINANCIAL: Incurs $2.4 Million Net Loss in Second Quarter
FLINTKOTE COMPANY: Seeks Extension of Plan Filing Date Until 2015

FOUR OAKS: Files Second Quarter Form 10-Q
FREE LANCE-STAR: Can Continue Using Cash Collateral Until Aug. 29
FREESEAS INC: Crede May Sell 7.5 Million Common Shares
FREESEAS INC: Regains Compliance with Nasdaq's Equity Rule
FRIENDLY CHURCH OF GOD: Case Summary & 4 Unsecured Creditors

GENERAL MOTORS: States Offer Fast Track for Plaintiffs
GENERAL STEEL: Reports $16.5 Million Net Loss in Second Quarter
GEOMET INC: Posts $57.7 Million Net Income in Second Quarter
GIBSON ENERGY: S&P Revises Outlook to Positive & Affirms 'BB' CCR
GLOBAL ENERGIES: Court Rules Involuntary Case Filed in Bad Faith

GOLDEN LAND: Taps DelBello Donnellan as Attorneys
GOLDEN LAND: Case Dismissal Hearing Delayed to Sept. 10
GREENSHIFT CORP: Amends Second Quarter Report with SEC
HDGM ADVISORY: KFH et al. File 2nd Amended Conversion Motion
HMK MATTRESS: Earnings Results No Impact on Moody's B3 Rating

HORIZON LINES: Incurs $1.6 Million Net Loss in Second Quarter
HOWSE IMPLEMENT: Case Summary & 20 Largest Unsecured Creditors
IMH FINANCIAL: Incurs $1.4 Million Net Loss in Second Quarter
IMH FINANCIAL: Desert Stock No Longer Owns B-4 Common Stock
INFOLINK GLOBAL: Fla. Court Rejects Prontocom Appeal

INT'L TECHNOLOGIES: Case Summary & 20 Top Unsecured Creditors
INVERSIONES ALSACIA: Extends Sr. Sec. Notes Forbearance Agreement
IVANHOE RANCH: Status Conference, Ch.7 Conversion Bid on Sept. 3
IXIA: Aims to File Late Financial Reports by Sept. 12
JOHN D. OIL: Fails to Pay $6MM to RBS by the Deadline

KB HOME: Fitch Affirms 'B+' Issuer Default Rating
KDC FOODS: Gray Plant Beats Co.'s Fraud Suit in 7th Circuit
KRATON PERFORMANCE: S&P Revises Outlook & Affirms 'B+' CCR
LAKELAND INDUSTRIES: Prepays $500,000 Subordinated Debt
LDK SOLAR: Secures Funding Commitments for Offshore Restructuring

LEAP ACADEMY: S&P Assigns 'BB-' Rating on $10MM 2014 Revenue Bonds
LEVEL 3: Unit to Sell $1 Billion Senior Notes Due 2022
LEVEL 3: Unit Offering $1 Billion Senior Notes Due 2022
LIBERTY HARBOR: Court Adjourns Plan Hearing to Sept. 30
LONGVIEW POWER: Plan Requires Successful Trial in District Court

MAUI LAND: Posts $477,000 Net Income in Second Quarter
MAXIM CRANE: Moody's Hikes Corp. Family Rating to 'B3'
MF GLOBAL: Trustee Seeks Permission to Repay $295MM to Creditors
MINERAL PARK: Case Summary & 30 Largest Unsecured Creditors
MOMENTIVE PERFORMANCE: Court Rejects Exit Plan

MONROE HOSPITAL: Wants Sept. 2 as Schedules Filing Deadline
MOUNTAIN PROVINCE: Incurs C$1.74-Mil. Net Loss in Second Quarter
NATROL INC: Has Final Nod to Pay Critical Vendors' Claims
NORTEL NETWORKS: Deal Resolving U.S. Debt Recovery Claim OK'd
NUVILEX INC: Delays Fiscal 2014 Form 10-K

NYTEX ENERGY: Auditors Doubt Going Concern Status
O&G LEASING: Court Resets Status Conference Hearing to Sept. 2
OPTIMUMBANK HOLDINGS: Earns $1.3 Million in Second Quarter
PALM HEALTH: List of Unsecured Committee Members Amended
PETRON ENERGY: Authorized Shares Lowered to 2 Billion

PGI INCORPORATED: Incurs $1.9 Million Net Loss in Second Quarter
PHOENIX PAYMENT: Stockholder Balks at Sale & Bidding Protocol
PIER 35 EVENTS: Travelocity Gift Card Suit Prompts Ch. 11 Filing
PORTER BANCORP: Incurs $672,000 Net Loss in Second Quarter
RADNOR HOLDINGS: Debtor Lawyer Can Represent Largest Creditor

REVEL AC: Ravel Hotel Can't Jump-Start Trademark Suit
RIVER GLEN: Case Summary & 8 Largest Unsecured Creditors
SAFEWAY INC: Agrees to Dismiss Delaware Stockholder Litigation
SAN BERNARDINO, CA: Moves to Cut Firefighters' Benefits
SCOOTER STORE: Hires AR Assist for Revenue Recovery Services

SECURITY NATIONAL: Hires NAI Farbman as Broker
SEGA BIOFUELS: Judge Dalis Confirms Amended Chapter 11 Plan
SHIROKIA DEVELOPMENT: Section 341(a) Meeting Set on Sept. 18
SOLAR POWER: Delays Form 10-Q for Second Quarter
SPANISH BROADCASTING: Incurs $3.2 Million Net Loss in Q2

SPECIALTY HOSPITAL: Court Approves KCC Hiring Over UST Objection
STILLWATER ASSET: Bankruptcy Court Approves Disclosure Statement
SUNTECH POWER: JPLs File Docs Against Venue Transfer Bid
TACTICAL INTERMEDIATE: Court Approves Sale of Massif Assets
TACTICAL INTERMEDIATE: Taps Klehr Harrison as Counsel

TACTICAL INTERMEDIATE: Hires Prime Clerk as Administrative Advisor
TACTICAL INTERMEDIATE: Taps Houlihan Lokey as Financial Advisor
TACTICAL INTERMEDIATE: Taps FTI Consulting to Provide CRO
TAYLOR BEAN: Bank of America Settles Bankruptcy Case for $26.4M
THERAPEUTICSMD INC: Files Updated Business Disclosure

TRIGEANT HOLDINGS: Case Summary & Largest Unsecured Creditors
UNITED BANCSHARES: Files Q2 Form 10Q, Raises Going Concern Doubt
UNITEK GLOBAL: Moody's Alters Outlook to Neg. & Affirms Caa2 CFR
URANIUM ONE: Moody's Affirms Ba3 CFR & Revises Outlook to Neg.
VERITEQ CORP: Delays Form 10-Q for Second Quarter

WEST CORP: Posts $47.7 Million Net Income in Second Quarter
WESTMORELAND COAL: Incurs $63.4-Mil. Net Loss in Second Quarter
WINDSOR PETROLEUM: Files Ch. 11 Plan & Disclosure Statement
WORLD SURVEILLANCE: Wayne Jackson Appointed as Director
WPCS INTERNATIONAL: Reports $11.2-Mil. Net Loss in Fiscal 2014

YARWAY CORPORATION: Removal Period Extended Until Dec. 14
YRC WORLDWIDE: Incurs $4.9 Million Net Loss in Second Quarter
ZOGENIX INC: Intends to Enforce Rights to Zohydro

* Bankruptcy Court Had Exclusive Jurisdiction on Dischargeability
* Ruling Leaves Cloud on Whistleblowers
* Seyfarth Aims to Toss Suit Over Disclosure in Law360 Article

* Argentina Revokes BNY Mellon's Operating Approval


                             *********


A M N N ASSOCIATES: Foreclosure Auction Set for Sept. 15
--------------------------------------------------------
Peak Foreclosure Services, Inc., the Trustee under a 2012 Deed of
Trust, executed by A M N N Associates, LLC, as Trustor, and
Pacific Premier Bank, as Beneficiary, will sell at public auction
to the highest bidder for cash the real property at 625 South
Santa Fe Street, Santa Ana, CA 92705.

The auction will be held September 15, 2014, at 12:00 p.m., at the
north front entrance to the County Courthouse, 700 Civic Center
Drive West, in the City of Santa Ana, County of Orange,
California.

The sale will be made to pay the remaining principal sum of the
note(s) secured by the Deed of trust, in the total amount of
$464,713.94.  Accrued interest and additional advances, if any,
may increase the figures prior to sale.

The Bank elects to conduct a unified foreclosure sale pursuant to
the provisions of California Commercial Code section, 9601(a) (1)
(B) et seq., and to include in the non-judicial foreclosure sale
of personal property.

Pacific Premier Bank is located at 1600 Sunflower Ave., 2nd Floor,
Costa Mesa, California, 92626.

The Trustee may be reached at:

     PEAK FORECLOSURE SERVICES, INC.
     5900 Canoga Avenue, Suite 220
     Woodland Hills, CA 91367
     Tel: (818) 591-9237
     By: Georgina Rodriguez, Trustee Sales Officer


ACCIPITER COMMUNICATIONS: Plan Filing Period Expires Aug. 27
------------------------------------------------------------
The Hon. George B. Nielsen of the U.S. Bankruptcy Court for the
District of Arizona has extended, at the behest of Accipiter
Communications, Inc., the exclusive right for the Debtor to file a
plan of reorganization to Aug. 27, 2014, and the time period
within which the Debtor has the exclusive right to solicit
acceptance of the plan to Oct. 26, 2014.

As reported by the Troubled Company Reporter on Aug. 4, 2014,
Debtor said that there is "cause" under Sec. 1121(d) of the
Bankruptcy Code for granting the extension because the extension
would "facilitate movement towards a fair and equitable resolution
of the case."  Since filing its Chapter 11 petition on March 28,
2014, the Debtor has been engaged in active negotiations with its
secured lender, Rural Utilities Service of the U.S. Department of
Agriculture (RUS), and the Official Committee of Unsecured
Creditors.  The Debtor believes the parties are close to working
out a consensual plan.

               About Accipiter Communications, Inc.

Accipiter Communications, Inc., a Phoenix-based company that
provides telecommunications services to unserved or underserved,
mostly rurally-situated residences and businesses in central
Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz.
Case No. 14-04372) in its hometown on March 28, 2014.

Accipiter provides telecommunications services to 1,409
residential subscribers and 231 business subscribers, including an
elementary school, an enforcement agency, a fire station, two
municipal water supply facilities, and a bank.

The Debtor is able to provide telecommunications services to rural
customers only by participating in two federal programs: revenue
subsidies from the federal Universal Service Fund, which is
administered under the authority of the Federal Communications
Commission, and capital debt financing provided under a rural
telecommunications loan program administered by the Rural
Utilities Service, an agency of the U.S. Department of
Agriculture.

As of the Petition Date, the Debtor owed $20.8 million in
aggregate principal to the RUS.  The Debtor believes there is
approximately $414,000 in prepetition general unsecured claims
held by trade vendors or other parties against the Debtor.  The
Debtor is a privately held company, with 55.4% of the stock held
by Lewis van Amerongen.  In its schedules, the Debtor listed
$31,250,731 in total assets and $21,628,826 in total liabilities.

The bankruptcy case is assigned to Judge George B. Nielsen Jr.

The Debtor has tapped Perkins Coie LLP as counsel.

Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these
three creditors to serve in the Official Committee of Unsecured
Creditors.  The Committee retained Stinson Leonard Street LLP as
counsel.


ACCIPITER COMMUNICATIONS: Oct. 15 Hearing on Cash Collateral Use
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona will hold on
Oct. 15, 2014, at 9:30 a.m. the hearing on Accipiter
Communications, Inc.'s motion for interim and final orders
authorizing the use of cash collateral.

As reported by the Troubled Company Reporter on Aug. 15, 2014, the
Court signed off a second stipulated order authorizing the
Debtor's use of cash collateral.  The stipulation was entered
among the Debtor, and the United States, on behalf of the Rural
Utilities Service of the U.S. Department of Agriculture.  The
Debtor would use the cash collateral to construct and operate a
telecommunications network in rural areas located in certain
portions of Maricopa and Yavapai Counties.  As adequate protection
for any diminution in the value of the collateral, the Debtor will
grant the prepetition lender adequate protection payment,
replacement lien, subject to carve out on certain expenses.

On Aug. 18, 2014, the Official Committee of Unsecured Creditors
filed an objection to the extent of adequate protection liens on
the grounds that, after the Committee has completed its due
diligence, the Committee asserts that RUS has overstated the
extent of its perfected liens over Debtor's prepetition property.
The Committee says that the resulting post-petition property of
the Debtor should therefore remain unencumbered and not be subject
to adequate protection liens.  The Committee has reviewed the
claimed liens and has determined that the Debtor's cash and
accounts receivable were not cash collateral.

A copy of the objection is available for free at:

                       http://is.gd/RS58rG

The United States filed on Aug. 19, 2014, a response to the
Committee's objection.  Well prior to March 28, 2014, the United
States, acting through the RUS, perfected liens on all property
(except vehicles) of the Debtor.  The United States says that
because this interest expressly covered Debtor's accounts
receivable and associated proceeds, and because Debtor has
admitted that virtually all of its cash comes from accounts
receivable, the objection filed by the Committee lacks merit, and
RUS should be permitted to continue to receive adequate protection
substantially of a kind reflected in the Court's interim
stipulated orders dated May 6, May 16, and July 14, 2014,
authorizing cash collateral use and granting adequate protection.

A copy of the response is available for free at:

                      http://is.gd/QO2mVR

The Chapter 11 status hearing is also set for Oct. 15, 2014, at
9:30 a.m.

               About Accipiter Communications, Inc.

Accipiter Communications, Inc., a Phoenix-based company that
provides telecommunications services to unserved or underserved,
mostly rurally-situated residences and businesses in central
Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz.
Case No. 14-04372) in its hometown on March 28, 2014.

Accipiter provides telecommunications services to 1,409
residential subscribers and 231 business subscribers, including an
elementary school, an enforcement agency, a fire station, two
municipal water supply facilities, and a bank.

The Debtor is able to provide telecommunications services to rural
customers only by participating in two federal programs: revenue
subsidies from the federal Universal Service Fund, which is
administered under the authority of the Federal Communications
Commission, and capital debt financing provided under a rural
telecommunications loan program administered by the Rural
Utilities Service, an agency of the U.S. Department of
Agriculture.

As of the Petition Date, the Debtor owed $20.8 million in
aggregate principal to the RUS.  The Debtor believes there is
approximately $414,000 in prepetition general unsecured claims
held by trade vendors or other parties against the Debtor.  The
Debtor is a privately held company, with 55.4% of the stock held
by Lewis van Amerongen.  In its schedules, the Debtor listed
$31,250,731 in total assets and $21,628,826 in total liabilities.

The bankruptcy case is assigned to Judge George B. Nielsen Jr.

The Debtor has tapped Perkins Coie LLP as counsel.

Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these
three creditors to serve in the Official Committee of Unsecured
Creditors.  The Committee retained Stinson Leonard Street LLP as
counsel.


ADVANCED MICRO DEVICES: 10-Q Shows $36MM Net Loss in 2nd Qtr.
-------------------------------------------------------------
Advanced Micro Devices, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $36 million on $1.44 billion of net revenue for the
three months ended June 28, 2014, as compared with a net loss of
$74 million on $1.16 billion of net revenue for the quarter ended
June 29, 2013.

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

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

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

                        http://is.gd/TmjWN3

                     About Advanced Micro Devices

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

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

                          *     *     *

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

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

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


AEOLUS PHARMACEUTICALS: Posts $1.6 Million Net Income in Q3
-----------------------------------------------------------
Aeolus Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $1.57 million on $4.98 million of contract revenue
for the three months ended June 30, 2014, as compared with a net
loss of $786,000 on $844,000 of contract revenue for the same
period in 2013.

For the nine months ended June 30, 2014, the Company reported net
income of $445,000 on $7.21 million of contract revenue as
compared with a net loss of $2.54 million on $3.04 million of
contract revenue for the same period last year.

As of June 30, 2014, the Company had $4.88 million in total
assets, $3.25 million in total liabilities and $1.63 million in
total stockholders' equity.

The Company had cash and cash equivalents of $1,272,000 on
June 30, 2014, and $869,000 on Sept. 30, 2013.

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

                         http://is.gd/kaI945

                    About Aeolus Pharmaceuticals

Mission Viejo, California-based Aeolus Pharmaceuticals, Inc., is a
Southern California-based biopharmaceutical company leveraging
significant government investment to develop a platform of novel
compounds in oncology and biodefense.  The platform consists of
over 200 compounds licensed from Duke University and National
Jewish Health.

The Company's lead compound, AEOL 10150, is being developed as a
medical countermeasure ("MCM") against the pulmonary sub-syndrome
of acute radiation syndrome ("Pulmonary Acute Radiation Syndrome"
or "Lung-ARS") as well as the gastrointestinal sub-syndrome of
acute radiation syndrome ("GI-ARS").  Both syndromes are caused by
acute exposure to high levels of radiation due to a radiological
or nuclear event.  It is also being developed for use as a MCM for
exposure to chemical vesicants such as chlorine gas, sulfur
mustard gas and nerve agents.

Aeolus Pharmaceuticals reported a net loss of $3.20 million on
$3.92 million of contract revenue for the fiscal year ended
Sept. 30, 2013, as compared with net income of $1.69 million on
$7.29 million of contract revenue during the prior fiscal year.

Grant Thornton LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that the Company has incurred recurring losses and negative cash
flows from operations, and management believes the Company does
not currently possess sufficient working capital to fund its
operations through fiscal 2014.  These conditions, along with
other matters...raise substantial doubt about the Company's
ability to continue as a going concern.


AFFIRMATIVE INSURANCE: Incurs $7.2MM Net Loss in Second Quarter
---------------------------------------------------------------
Affirmative Insurance Holdings, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $7.24 million on $46.96 million of
total revenues for the three months ended June 30, 2014, as
compared to net income of $1.48 million on $72.78 million of total
revenues for the same period last year.

For the six months ended June 30, 2014, the Company incurred a net
loss of $6.57 million on $92.49 million of total revenues as
compared with a net loss of $4.76 million on $136.59 million of
total revenues for the same period during the prior year.

As of June 30, 2014, the Company had $367.19 million in total
assets, $476.04 million in total liabilities and a $108.84 million
total stockholders' deficit.

Michael McClure, chief executive officer, stated, "We are
disappointed that we continue to have adverse development from
prior years.  In the second quarter, we booked $5.8 million of
additional loss reserves primarily for bodily injury claims in
Louisiana and California during 2012 and the first half of 2013.
These additional reserves reduced operating income by $7.9 million
after consideration of the adjustment to ceding commissions on our
quota share reinsurance agreements."

"The Company's recent history of recurring losses from operations
and its probable failure to comply with certain financial
covenants in its senior secured and subordinated credit facilities
in 2014 raises substantial doubt about the Company's ability to
continue as a going concern," according to the Company's Form 10-Q
Report.

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

                          http://is.gd/T0eV2U

                      About Affirmative Insurance

Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a
distributor and producer of non-standard personal automobile
insurance policies for individual consumers in targeted geographic
markets.  Non-standard personal automobile insurance policies
provide coverage to drivers who find it difficult to obtain
insurance from standard automobile insurance companies due to
their lack of prior insurance, age, driving record, limited
financial resources or other factors.  Non-standard personal
automobile insurance policies generally require higher premiums
than standard automobile insurance policies for comparable
coverage.

Affirmative Insurance reported net income of $30.71 million on
$246.12 million of total revenues for the year ended Dec. 31,
2013, as compared with a net loss of $51.91 million on $209.76
million of total revenues in 2012.

KPMG LLP, in Dallas, 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's
recent history of recurring losses from operations and its
probable failure to comply with certain financial covenants in the
senior secured and subordinated credit facilities in 2014 raise
substantial doubt about its ability to continue as a going
concern.


ALION SCIENCE: Incurs $13.3 Million Net Loss in 3rd Quarter
-----------------------------------------------------------
Alion Science and Technology Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $13.26 million on $207.37 million of
contract revenue for the three months ended June 30, 2014, as
compared to a net loss of $7.08 million on $220.94 million of
contract revenue for the same period last year.

The Company also reported a net loss of $48.51 million on $585.72
million of contract revenue for the nine months ended June 30,
2014, as compared with a net loss of $27.23 million on $646.55
million of contract revenue for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $606.59
million in total assets, $825.21 million in total liabilities,
$61.03 million in redeemable common stock, $20.78 million in
common stock warrants, $130,000 in accumulated other comprehensive
loss and a $300.56 million accumulated deficit.

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

                         http://is.gd/rA1ojL

                        Extends Exchange Offer

Alion Science announced that its revised exchange offer, consent
solicitation and unit offering relating to its 10.25% Senior Notes
due 2015 has been extended from 9:00 a.m., New York City time, on
Aug. 14, 2014, to 9:00 a.m., New York City time, on Aug. 18, 2014.
The Company also announced that it has modified the minimum tender
condition in the exchange offer, consent solicitation and unit
offering from 90% to 89.25% of the outstanding principal amount of
Unsecured Notes.  The Transactions are part of the previously
announced transaction in which the Company is seeking to refinance
its existing indebtedness.

The Company has also extended the Early Tender Date and expiration
date of the unit offering from 5:00 p.m., New York City time, on
Aug. 13, 2014, to 5:00 p.m., New York City time, on Aug. 15, 2014.

As of 5:00 p.m., New York City time, on Aug. 13, 2014, according
to Global Bondholder Services Corporation, the Information and
Exchange Agent, approximately $210,906,000, or 89.75%, of the
aggregate principal amount of outstanding Unsecured Notes had been
validly tendered for exchange and not withdrawn in the exchange
offer and consent solicitation.

Goldman, Sachs & Co. has been retained to act as the dealer
manager and solicitation agent in connection with the exchange
offer and consent solicitation.  The information and exchange
agent for the Transactions is Global Bondholder Services
Corporation.

Separately, on Aug. 14, 2014, Alion Science  disclosed the
following non-public information.

  "Consolidated EBITDA (as defined in the Company's Credit
   Agreement with Wells Fargo Bank dated May 2, 2014, as amended)
   for the twelve months ended June 30, 2014, was approximately
   $64.4 million, and for the three months ended June 30, 2014,
   was approximately $15.6 million."

A full-text copy of the Form 8-K Report filed with the SEC is
available for free at http://is.gd/uvSBIV

                        About Alion Science

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

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

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

                           *     *     *

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

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


ALION SCIENCE: Further Extends Exchange Offer, Unit Offering
------------------------------------------------------------
Alion Science and Technology Corporation further extended its
previously announced exchange offer, consent solicitation and unit
offering relating to its 10.25% Senior Notes due 2015.  The
transactions are part of the transaction in which the Company is
seeking to refinance its existing indebtedness.

As of 5:00 p.m., New York City time, on July 29, 2014, according
to Global Bondholder Services Corporation, the Information and
Exchange Agent, approximately $ 213,241,000, or 90.74%, of the
aggregate principal amount of outstanding Unsecured Notes had been
validly tendered for exchange and not withdrawn in the exchange
offer and consent solicitation pursuant to the following options
in the exchange offer.

The Company has extended the Early Tender Date from 5:00 p.m., New
York City time, on Aug. 1, 2014, to 5:00 p.m., New York City time,
on Aug. 12, 2014.  The Company has also extended the Expiration
Date of the exchange offer and consent solicitation from 9:00
a.m., New York City time, on Aug. 11, 2014, to 9:00 a.m., New York
City time, on Aug. 13, 2014.

The Company has extended the expiration date of the unit offering
to 5:00 p.m., New York City time, on Aug. 12, 2014.  As of 5:00
p.m. on July 29, 2014, according to Global Bondholder Services
Corporation, holders of Unsecured Notes have elected to purchase
approximately 93 units in the unit offering for an aggregate
purchase price of approximately $55,800.  The election to purchase
units in the unit offering cannot be revoked, except that a valid
withdrawal of Unsecured Notes in the exchange offer will be deemed
to have revoked any election to purchase units in the unit
offering, and except as required by law.

For each $1,000 principal amount of Unsecured Notes accepted for
exchange in the exchange offer that are validly tendered (and not
validly withdrawn) at or prior to 5:00 p.m., New York City time,
on Aug. 12, 2014, holders will receive an additional $15.00 in
cash.  Holders who tender after 5:00 p.m., New York City time, on
Aug. 12, 2014, but prior to the Expiration Date, will not be
entitled to receive the Early Tender Payment.

A registration statement relating to the exchange offer, consent
solicitation and unit offering was declared effective by the
Securities and Exchange Commission on May 9, 2014.  On July 29,
2014, the Company filed a new registration statement on Form S-1
with the U.S. Securities and Exchange Commission to reflect the
amended terms of the Transactions and register additional
securities in connection with the Exchange Offer but it has not
yet become effective.  These amended terms, which have the support
of ASOF II Investments, LLC and Phoenix Investment Adviser LLC,
the largest holders of the Company's outstanding Unsecured Notes,
pursuant to an amended refinancing support agreement, were changed
in order to obtain an understanding in principle with a large
financial institution concerning placement of new first lien term
loans in the aggregate principal amount of $285 million subject to
documentation and other conditions precedent, which financing is
required in order for the Company to consummate the Transactions.
The Company cannot complete the Transactions, including the
issuance of any New Securities, the acceptance of any existing
Unsecured Notes for exchange or the acceptance of any offers to
purchase the Units, prior to the time the New Registration
Statement has become effective.

The new first lien financing and the amended refinancing support
agreement with ASOF II Investments, LLC, and Phoenix Investment
Adviser LLC are conditioned upon at least 90% of the outstanding
aggregate principal amount of Unsecured Notes being validly
tendered in the exchange offer.  In connection with the filing of
the New Registration Statement, tenders of Unsecured Notes may be
withdrawn, and the related consents may be revoked, at any time at
or prior to the Expiration Date.  The amended terms of the
Transactions, including descriptions of the Third-Lien Notes, the
material differences between the Third-Lien Notes and the
Unsecured Notes, the unit offering, and other information relating
to the Transactions are contained in the amended and restated
preliminary prospectus dated July 29, 2014 filed with the New
Registration Statement.

The Company continues to take all actions necessary to complete
the Transactions and the new first lien financing.  The completion
of the Transactions and the new first lien financing is subject to
the conditions described in the amended and restated preliminary
prospectus, including the satisfaction or waiver by the Company of
the minimum tender condition, which requires that at least 90% of
the outstanding aggregate principal amount of Unsecured Notes be
validly tendered (and not validly withdrawn) in the exchange offer
and that the New Registration Statement is declared effective
under the Securities Act of 1933, as amended, and is not subject
to any stop order suspending its effectiveness or any proceedings
seeking a stop order.  Subject to applicable law and certain of
our contractual agreements, the Company may waive certain
conditions applicable to the Transactions, including the minimum
tender condition, and may extend, terminate or amend the
Transactions, without extending the Expiration Date, except as
required by law.

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

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

They can also be obtained free of charge at http://www.gbsc-
usa.com/Alion, the SEC's Web site (http://www.sec.gov),or by
contacting Alion Science and Technology Corporation, 1750 Tysons
Boulevard, Suite 1300, McLean, Virginia 22102, (703) 918-4480,
Attention: Kevin Boyle, Senior Vice President, General Counsel &
Secretary.

Goldman, Sachs & Co. has been retained to act as the dealer
manager and solicitation agent in connection with the exchange
offer and consent solicitation.  The information and exchange
agent for the Transactions is Global Bondholder Services
Corporation.

                        About Alion Science

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

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

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

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

                         Bankruptcy Warning

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

                           *     *     *

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

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


ALLIED IRISH: Posts EUR411 Million Profit in H1 2014
----------------------------------------------------
Allied Irish posted EUR411 million profit on EUR807 million of net
interest income for the half year ended June 30, 2014, as compared
with a loss of EUR758 million on EUR595 million of net interest
income for the half year ended June 30, 2013.

At June 30, 2014, Allied Irish had EUR110.6 million in total
assets, EUR99.4 million in total liabilities and EUR11.2 million
in shareholders' equity.

"AIB has achieved its stated aim of returning to sustainable
profitability on a post provision basis in 2014 with our half year
results reflecting strong improvements in margins, funding
position and capital ratios.  The Group has demonstrated its
capacity to support economic recovery with loan approvals,
including the UK, of c.EUR5.6bn, up 33% year on year.  Our
mortgage arrears and overall levels of impaired loans are reducing
and our performance in the first half of the year saw a material
reduction in provision charges.  As the Irish economy and the bank
recovers, we remain focused on growth and maximising value for the
Irish State, as 99.8% shareholder, and all other stakeholders over
time."

Full details on AIB's H1 2014 financial performance including all
relevant disclosures and notes to financial statements is
available for free at http://bankrupt.com/misc/ALLIED_H12014.pdf

                       About Allied Irish Banks

Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a
major commercial bank based in Ireland.  It has an extensive
branch network across the country, a head office in Dublin and a
capital markets operation based in the International Financial
Services Centre in Dublin.  AIB also has retail and corporate
businesses in the UK, offices in Europe and a subsidiary company
in the Isle of Man and Jersey (Channel Islands).

Since the onset of the global and Irish financial crisis, AIB's
relationship with the Irish Government has changed significantly.

As at Dec. 31, 2010, the Government, through the National Pension
Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary
shares of the Company (the share of the voting rights at
shareholders' general meetings), 10,489,899,564 convertible non-
voting ("CNV") shares and 3.5 billion 2009 Preference Shares.  On
April 8, 2011, the NPRFC converted the total outstanding amount of
CNV shares into 10,489,899,564 ordinary shares of AIB, thereby
increasing its holding to 92.8% of the ordinary share capital.

In addition to its shareholders' interests, the Government's
relationship with AIB is reflected through formal and informal
oversight by the Minister and the Department of Finance and the
Central Bank of Ireland, representation on the Board of Directors
(three non-executive directors are Government nominees),
participation in NAMA, and otherwise.

Allied Irish incurred a loss of EUR1.59 billion for the year ended
Dec. 31, 2013, a loss of EUR3.55 billion in 2012 and a net loss of
$2.32 billion in 2011.


ALLY FINANCIAL: Presented at ABS Investors Conference
-----------------------------------------------------
Members of management of Ally Financial Inc. provided a
presentation to ABS investors on June 30, 2014.  A copy of the
presentation materials is available for free at:

                        http://is.gd/478ya3

                        About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

As of March 31, 2014, the Company had $148.45 billion in total
assets, $133.99 billion in total liabilities and $14.45 billion in
total equity.

                           *     *     *

As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'.  "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.

In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).

As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the Ba3 corporate family and B1 senior unsecured ratings
of Ally Financial, Inc. and revised the outlook for the ratings to
positive from stable.  Moody's affirmed Ally's ratings and revised
its rating outlook to positive based on the company's progress
toward sustained improvements in profitability and repayment of
government assistance received during the financial crisis.


AMERICAN MEDIA: Further Amends Credit Agreement with JPMorgan
-------------------------------------------------------------
American Media, Inc., JPMorgan Chase Bank, N.A., as administrative
agent, and the lenders from time to time party to the Revolving
Credit Agreement, dated as of Dec. 22, 2010, entered into
Amendment No. 3 to the Credit Agreement with lenders constituting
the Required Lenders.

Pursuant to the Credit Agreement Amendment and subject to the
Credit Parties' compliance with the requirements set forth
therein, the Consenting Lenders have agreed to:

    (i) waive until the earlier of (x) Aug. 15, 2014 and (y)
        immediately prior to the consummation of the proposed
        merger transaction disclosed in the Current Report on Form
        8-K filed on July 9, 2014, any potential Default or Event
        of Default arising from the failure to furnish to the
        Administrative Agent (A) the financial statements, reports
        and other documents as required under Section 5.01(a) of
        the Credit Agreement with respect to the fiscal year of
        the Company ended March 31, 2014 and (B) the related
        deliverables required under Sections 5.01(c) and 5.03(b)
        of the Credit Agreement;

   (ii) permit the proposed transactions disclosed in the Prior
        8-K Filing, including amending the definition of "Change
        in Control" and permitting the issuance of additional 10%
        Second Lien Senior Secured PIK Notes due 2018;

  (iii) consent to the sale of certain assets of the Loan Parties;

   (iv) restrict any payment or distribution in respect of the 11
        1/2% First Lien Senior Secured Notes due 2017 on or prior
        to June 15, 2015, subject to certain exceptions, including
        the payment of regularly scheduled interest and any
        mandatory prepayments and mandatory offers to purchase
        under the First Lien Notes; and

    (v) amend the maximum first lien leverage ratio covenant.

A copy of the Amended Credit Agreement is available for free at:

                       http://is.gd/9wcsGm

                       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 of $55.54 million on $348.52
million of total operating revenues for the fiscal year ended
March 31, 2013, as compared with net income of $22.29 million on
$386.61 million of total operating revenues for the fiscal year
ended March 31, 2012.

As of Dec. 31, 2013, the Company had $565.84 million in total
assets, $692.81 million in total liabilities, $3 million in
redeemable noncontrolling interest, and a $129.97 million total
stockholders' deficit.

                           *     *     *

As reported by the TCR on Nov. 20, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Boca Raton, Fla.-
based 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 has 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.


AMINCOR INC: Approves Grants of Options to Executive Officers
-------------------------------------------------------------
Pursuant to a unanimous written consent, dated as of May 23, 2014,
the Board of Directors of Amincor, Inc., approved the grant of
options to purchase common stock to John R. Rice, III, president
and director, Joseph F. Ingrassia, vice-president, interim chief
financial officer and director and Robert L. Olson, director and
certain management and employees of the Company and certain
officers and employees of its subsidiary companies.  Messrs. Rice,
Ingrassia were each granted 120,000 options and Mr. Olson was
granted 40,000 options.

The options granted have an exercise price of $0.25. 50% of the
options vest and are exercisable on the first anniversary of the
grant date and 100% of the options vest and are exercisable on the
second anniversary of the grant date, so long as the optionee is
still employed by the Company or its subsidiaries.

The options are valid for 5 years from the grant date and will
expire thereafter.  Each optionee will sign a Non-Qualified Stock
Option Agreement with the Registrant which more fully details the
terms and conditions of the grant.

                          About Amincor Inc.

New York, N.Y.-based Amincor, Inc., is a holding company
operating through its operating subsidiaries Baker's Pride, Inc.,
Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor
Other Assets, Inc.

BPI is a producer of bakery goods.  Tyree performs maintenance,
repair and construction services to customers with underground
petroleum storage tanks and petroleum product dispensing
equipment.

Through its wholly owned subsidiaries, Environmental Quality
Services, Inc., and Advanced Waste & Water Technology, Inc., EHC
provides environmental and hazardous waste testing and water
remediation services in the Northeastern United States.

Other Assets, Inc., was incorporated to hold real estate,
equipment and loan receivables.  As of March 31, 2013, all of
Other Assets' real estate and equipment are classified as held for
sale.

As of March 31, 2014, the Company had $27.09 million in total
assets, $43.81 million in total liabilities and a $16.71 million
total deficit.


AMSTERDAM HOUSE: Court Set Sept. 30 as Claims Bar Date
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York set
Sept. 30, 2014, at 5:00 p.m. (prevailing Eastern Time) as the
deadline for creditors ?- except governmental units -? to file
proofs of claims against Amsterdam House Continuing Care
Retirement Community Inc..  Governmental units have until Jan. 20,
2015, at 5:00 p.m. (prevailing Eastern Time) to file claims.

Original proofs of claim must be filed either by U.S. mail,
overnight courier, or hand delivery to this address:

         Harborside Claims Processing Center
         c/o Kurtzman Carson Consultants LLC
         2335 Alaska Avenue
         El Segundo, CA 90245.

                       About Amsterdam House

Amsterdam House Continuing Care Retirement Community, Inc., owns
and operates Harborside, an upscale retirement community is
situated on 8.9 acres in Port Washington, New York.  Harborside
-- http://www.theamsterdamatharborside.com/-- is Nassau County's
first and only CCRC licensed under Article 46 of the New York
Public Health Law.  CCRCs provide senior citizens with a full
range of living accommodations and healthcare services during
their retirement years.  Harborside currently offers 329 units of
varying sizes for independent, enriched, and skilled nursing care.

Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip,
New York, to implement a prenegotiated bankruptcy-exit plan.

The case is assigned to Judge Alan S Trust.

Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as
the Debtor's counsel.  Grant Thornton LLP serves as financial
advisors, Herbert J. Sims & Co., Inc., serves as investment
bankers, and Kurtzman Carson Consultants LLC acts as claim and
noticing agent.

The Company said that total assets were $286 million and debt was
$437 million as of April 30, 2014.


ARAMID ENTERTAINMENT: Hires Maples and Calder as Counsel
--------------------------------------------------------
Aramid Entertainment Fund Limited and its debtor-affiliates seek
permission from the Hon. Sean H. Lane of the U.S. Bankruptcy Court
for the Southern District of New York to employ Maples and Calder
as special counsel for the Debtors with respect to matters arising
in, or under the laws of, the Cayman Islands, nunc pro tunc to the
June 13, 2014 petition date.

Maples and Calder will provide legal services as requested by the
Debtors with respect to matters in, or under the laws of, the
Cayman Islands.

The Debtors propose to compensate Maples and Calder for services
rendered at its hourly rates that are in effect from time to time.

Maples and Calder will also be reimbursed for reasonable out-of-
pocket expenses incurred.

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

The Court for the Southern District of New York will hold a
hearing on the application on Sept. 10, 2014, at 10:00 a.m.
Objections, if any, are due Sept. 3, 2014, at 5:00 p.m.

Maples and Calder can be reached at:

       Aristos Galatopoulos, Esq.
       MAPLES AND CALDER
       PO Box 309, Ugland House
       South Church Street
       George Town, Grand Cayman KY1-1104
       Cayman Islands
       Tel: +1 (345) 814-5241
       Fax: +1 (345) 949-8080
       E-mail: aristos.galatopoulos@maplesandcalder.com

                    About Aramid Entertainment

Aramid Entertainment Fund Limited has been engaged in the business
of providing short and medium term liquidity to producers and
distributors of film, television and other media and entertainment
content by way of loans and equity investments.

On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic
Partners (Cayman) Limited were appointed under Cayman law as the
joint voluntary liquidators of AEF and two affiliates.

On June 13, 2014, the JVLs authorized AEF and two affiliates to
file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead
Case No. 14-11802) in Manhattan on June 13, 2014.

The Debtors have tapped Reed Smith, LLP, in New York, as counsel
and Kinetic Partners (Cayman) Limited as crisis managers.

AEF estimated at least $100 million in assets and between
$10 million to $50 million in liabilities.


ARKANOVA ENERGY: Incurs $1 Million Net Loss in Third Quarter
------------------------------------------------------------
Arkanova Energy Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $999,806 on $231,847 of total revenue for the three
months ended June 30, 2014, as compared with a net loss of
$455,129 on $195,477 of total revenue for the same period last
year.

For the nine months ended June 30, 2014, the Company reported a
net loss of $2.43 million on $657,665 of total revenue as compared
with a net loss of $1.34 million on $616,158 of total revenue for
the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $3.29 million
in total assets, $14.35 million in total liabilities and a $11.06
million total stockholders' deficit.

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

                         http://is.gd/sAWZLL

                          About Arkanova

Austin, Tex.-based Arkanova Energy Corporation is a junior
producing oil and gas company and is also engaged in the
acquisition, exploration and development of prospective oil and
gas properties.  It holds mineral leases in Delores County, Lone
Mesa State Park, Colorado and leasehold interests located in
Pondera and Glacier Counties, Montana.

In their report on the consolidated financial statements for the
fiscal year ended Sept. 30, 2013, MaloneBailey LLP expressed
substantial doubt about its ability to continue as a going
concern, citing that the Company has incurred cumulative losses
since inception and has negative working capital.


ASHER INVESTMENT: Grosses to Handle Litigation Matters
------------------------------------------------------
Asher Investment Properties LLC is seeking approval from the
bankruptcy court to employ Michael F. Frank and Peggi A. Gross as
its special litigation counsel.

The Debtor explained that aside from representing the Debtor in
proceeding brought by Garry Itkin and Anna Charnow, trustees of
the Itkin Living Trust dated March 12, 2008, the Grosses will also
represent the Debtor with respect to all litigation and contested
matters including, without limitation, the contested matter
commenced by Itkin's filing of a motion to dismiss the Debtor's
bankruptcy case.

As reported in the Troubled Company Reporter on Aug. 5, 2014, the
Debtor requires the services of special litigation counsel to
represent it in connection with the prosecution of a lawsuit the
Debtor intends to file against Garry Itkin, Trustee of the Itkin
Living Trust dated March 12, 2008 ("Itkin") seeking, among other
things:

   -- a determination of the amount of Itkin's secured claim
      against the Estate;

   -- a declaration that Itkin is not a member of the Debtor;

   -- alternatively, a determination of the nature and extent of
      Itkin's membership interest in the Debtor; and

   -- damages for breach of contract (the "Itkin Litigation").

Frank and Gross will be paid at these hourly rates:

       Michael F. Frank          $425
       Peggi A. Gross            $250

Mr. Frank and Ms. Gross will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Ms. Gross does not have a pre-petition claim against the Estate.
Mr. Frank has a pre-petition claim against the Estate in the sum
of $19,587.50 for services rendered and costs incurred in
connection with representing the Debtor in its litigation against
Itkin and strategic options between May 17, 2014 and the filing of
the petition for relief on June 6, 2014.

Mr. Frank requested that the Debtor provide him with a $5,000
postpetiton retainer to be deposited into Frank's Client Trust
Account and applied to fees and expenses for post-petition
services pursuant to the U.S. Trustee's Professional Fee Statement
Procedure.

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

The Itkin Living Trust dated March 12, 2008 (the "Itkin Trust") is
a secured creditor and a 50% member of Debtor.  The Itkin Trust's
co-Trustee, Garry Itkin, is also the managing member of the Debtor
based on the express terms of Debtor's restated operating
agreement.  The Itkin Trust objects to the employment of Michael
Frank saying that the Court should deny the Application to Employ
Special Counsel because Michael Frank is not disinterested and
represents interests adverse to the estate.

             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.


ASPEN GROUP: Raises $1.6 Million From Securities Offering
---------------------------------------------------------
Aspen Group, Inc., raised $1,631,500 from the sale of 10,525,809
shares of common stock and 5,262,907 five-year warrants
exercisable at $0.19 per share in a private placement offering to
seven accredited investors, including Sophrosyne Capital LLC and
Charlestown Capital Advisors, LLC.  Ms. Janet Gill, Aspen's chief
financial officer, invested $100,750 in the offering.

In connection with the offering, Aspen agreed to register the
shares of common stock and the shares of common stock underlying
the warrants.  Aspen reimbursed the Lead Investors for legal
expenses in the amount of $45,000 and paid other expenses of
approximately $30,000.  The net proceeds to Aspen were $1,556,500.
Aspen intends to use the net proceeds for working capital,
expansion of marketing and pay the initial principal installment
of $560,000 due on its outstanding debenture.  In connection with
the offering, Aspen agreed to appoint two director designees of
the Lead Investors for a two year period.

As a result of this private placement, Aspen issued 3,473,259
shares of common stock to prior investors who had price protection
on their investments and reduced the exercise and conversion price
on 14,451,613 outstanding warrants and its outstanding debenture
to $0.155.

All of the securities were issued and sold in reliance upon the
exemption from registration contained in Section 4(a)(2) of the
Securities Act of 1933 and Rule 506 promulgated thereunder.  These
securities may not be offered or sold in the United States in the
absence of an effective registration statement or exemption from
the registration requirements under the Act.  The investors are
accredited investors and there was no general solicitation.

                         About Aspen Group

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.

The Company reported a net loss of $6.01 million on $2.68 million
of revenues for the year ended Dec. 31, 2012, as compared with a
net loss of $2.13 million on $2.34 million of revenues during the
prior year.  As of Jan. 31, 2014, the Company had $3.67 million in
total assets, $5.29 million in total liabiities and a $1.62
million total stockholders' deficit.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the transition period ending April 30, 2013.  The independent
auditors noted that the Company has a net loss allocable to common
stockholders and net cash used in operating activities for the
four months ended April 30, 2013, of $1,402,982 and $918,941,
respectively, and has an accumulated deficit of $12,740,086 at
April 30, 2013.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


ATLANTIC COAST: Posts $225,000 Net Income in Second Quarter
-----------------------------------------------------------
Atlantic Coast Financial Corporation reported net income of
$225,000 on $6.93 million of total interest and dividend income
for the three months ended June 30, 2014, as compared with a net
loss of $1.55 million on $7.38 million of total interest and
dividend income for the same period in 2013.

For the six months ended June 30, 2014, the Company reported net
income of $431,000 on $13.85 million of total interest and
dividend income as compared with a net loss of $3.59 million on
$14.92 million of total interest and dividend income for the same
period last year.

The Company's balance sheet at June 30, 2014, showed $710.08
million in total assets, $639.72 million in total liabilities and
$70.36 million in total stockholdera' equity.

Commenting on the second quarter, John K. Stephens, Jr., president
and chief executive officer, said, "Our second quarter results
demonstrate that Atlantic Coast is making steady headway toward
its long-term goals, and our dedication to improving our product
base and expanding our reach within the local community is helping
to lead the way.  This progress would not be possible without the
outstanding work of Atlantic Coast's people, including our many
new hires who accounted for a nearly 20% increase in our employee
base and who are providing a catalyst for new growth initiatives.
Every day our employees help create a better bank, while
continuing to focus their efforts on the needs of our clients.
While we still face challenges, our plan is working and our core
business continues to grow stronger.  I believe the prospects for
Atlantic Coast are clear and bright."

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

                         http://is.gd/ch0deY

                         About Atlantic Coast

Atlantic Coast Financial Corporation is the holding company for
Atlantic Coast Bank, a federally chartered and insured stock
savings bank.  It is a community-oriented financial institution
serving northeastern Florida and southeastern Georgia markets.
Investors may obtain additional information about Atlantic Coast
Financial Corporation on the Internet at
www.AtlanticCoastBank.net, under Investor Information.

Atlantic Coast reported a net loss of $11.40 million in 2013, a
net loss of $6.66 million in 2012 and a net loss of $10.28
million in 2011.


ATP OIL: Ch. 7 Trustee Sues Execs Over Reckless Spending
--------------------------------------------------------
Law360 reported that the Chapter 7 trustee of the estate of ATP
Oil & Gas Corp. filed suit in Texas bankruptcy court claiming the
company's senior management failed to properly plan, budget or
take the appropriate proactive action to lessen the company's
damages caused by the Deepwater Horizon oil spill.  According to
the report, trustee Rodney Tow claimed that following the 2010 oil
spill, ATP spent money on long-term projects the company could no
longer afford given the impact of the oil spill on ATP's business.

                        About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel.  Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent.  ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue.  Trade suppliers have claims
for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.


AXESSTEL INC: Expects to Report $98,000 Net Loss in Q2
------------------------------------------------------
Axesstel, Inc., filed a Form 8-K report with the U.S. Securities
and Exchange Commission to:

   -- update information regarding the Company's plans to restate
      its financial statements and file its annual report for the
      year ended Dec. 31, 2013;

   -- announced preliminary results of operations for the three
      and six month periods ended June 30, 2014; and

   -- report on developments related to liquidity and capital
      resources.

The Company previously disclosed that it would be restating its
previously issued unaudited financial statements contained in its
quarterly report on Form 10-Q for the quarter ended March 31,
2013, and the two subsequent quarterly reports for the periods
ended June 30, 2013, and Sept. 30, 2013, because of errors related
to the incorrect recognition of $3.9 million of revenue from sales
to two customers in the first quarter of 2013.

The Company stated its intention to include restated financial
information for the first nine months of 2013 in its Annual Report
on Form 10-K for the year ended Dec. 31, 2013, and that it
expected to file its Annual Report on Form 10-K in early May 2014.
Due to continued cash constraints, the Company has not yet
completed the audit of the Company's financial statements for the
year ended Dec. 31, 2013, or the review of the financial
statements for the quarterly periods ended March 31 and June 30,
2014.  The Company currently expects to file its Annual Report on
Form 10-K for the year ended December 31, 2013 and its Quarterly
Reports on Form 10-Q for the quarters ended March 31, 2014 and
June 30, 2014, on or about Dec. 15, 2014.

The Company expects to report a net loss of $98,000 on $4.29
million of revenues for the three months ended June 30, 2014.

"We are actively evaluating strategic alternatives to expand our
operating base and to provide additional financing capabilities or
working capital.  We do not have any material contacts or
commitments in place for such a transaction or financing at this
time.  Those strategic alternatives may not be available on
favorable terms, or at all."

"Based on the current trading value of our common stock, if we
issue equity or debt securities to acquire an additional business
or raise additional capital, our existing stockholders will
experience substantial dilution, and the new equity or debt
securities may have rights, preferences and privileges senior to
those of our existing stockholders.  If we are unsuccessful in
achieving and sustaining profitability and we cannot obtain
additional funds on commercially reasonable terms or at all, we
will likely be required to curtail significantly or cease our
operations," the Company stated in the Report.

A full-text copy of the Form 8-K Report is available at:

                       http://is.gd/I9VFwP

                           About Axesstel

Axesstel Inc., based in San Diego, Calif., develops fixed wireless
voice and broadband access solutions for the worldwide
telecommunications market.  The Company's product portfolio
includes fixed wireless phones, wire-line replacement terminals,
and 3G and 4G broadband gateway devices used to access voice
calling and high-speed data services.

Axesstel disclosed net income of $4.31 million for the year ended
Dec. 31, 2012, as compared with net income of $1.09 million during
the prior year.  The Company's balance sheet at Sept. 30, 2013,
showed $9.23 million in total assets, $23.33 million in total
liabilities and a $14.10 million total stockholders' deficit.


BANK OF THE CAROLINAS: Has 500,000 Authorized B Preferred Stock
---------------------------------------------------------------
Bank of the Carolinas Corporation amended its articles of
incorporation for the purpose of fixing the preferences,
limitations, and relative rights of a new series of its preferred
stock, designated as Junior Participating Preferred Stock, Series
B.  The creation of the Series B Preferred Stock is required under
the terms of the Company's Tax Benefits Preservation Plan dated as
of July 11, 2014.

There are 500,000 authorized shares of Series B Preferred Stock.
The board of directors may increase or decrease the number of
authorized shares, subject to certain restrictions.  Unless
otherwise provided in articles of amendment relating to a
subsequent series of the Company's preferred stock, the Series B
Preferred Stock ranks junior to all other series of the Company's
preferred stock and senior to the Company's common stock with
respect to the payment of dividends and the distribution of
assets.

Holders of the Series B Preferred Stock are entitled to quarterly
cash dividends payable on the first business day of March, June,
September, and December each year.  The quarterly dividend is
equal to 1,000 times the aggregate per share amount of all cash
dividends and 1,000 times the aggregate per share amount of all
non-cash dividends and distributions declared on the Company's
common stock since the immediately preceding quarterly dividend
payment date, subject to certain exceptions and adjustments.
In the event any dividend or distribution on the Series B
Preferred Stock has been declared but is unpaid, the Company
generally may not (i) declare or pay dividends or distributions on
any shares of stock ranking junior to the Series B Preferred
Stock, including the Company's common stock, (ii) declare or pay
dividends or distributions on any shares of stock ranking equally
with the Series B Preferred Stock, except dividends paid ratably
on both the Series B Preferred Stock and the Parity Stock, (iii)
redeem any shares of Junior Stock, or (iv) redeem any shares of
Series B Preferred Stock or Parity Stock.

Each share of Series B Preferred Stock is generally entitled to
1,000 votes on all matters submitted to a vote of the Company's
shareholders, subject to adjustment in certain circumstances.
Shares of the Series B Preferred Stock are generally not
transferable, except by a registered holder (i) to an affiliate of
such registered holder; (ii) to the Company; (iii) in a public
distribution; (iv) in a transaction after which no transferee or
group of transferees would hold 2% or more of any class of the
Company's common stock; or (v) to a transferee that owns at least
50% of the Company's common stock prior to such transfer.

Upon any liquidation, dissolution, or winding up of the Company,
no distribution may be made to the holders of shares of Junior
Stock unless the holders of the Series B Preferred Stock have
received $100 per share plus any declared but unpaid dividends.
Holders of the Series B Preferred Stock are also entitled to
receive, subject to certain adjustments, an amount equal to 1,000
times the aggregate amount to be distributed to holders of shares
of Junior Stock or Parity Stock, except distributions made ratably
on the Series B Preferred Stock and the Parity Stock.

In the event the Company enters into any consolidation, merger,
share exchange, combination, or other transaction in which the
shares of the Company's common stock are exchanged for or changed
into other stock or securities, cash or any other property, or any
combination of the foregoing, then in any such case each share of
Series B Preferred Stock will be similarly exchanged or changed
into an amount per share, subject to certain adjustments, equal to
1,000 times the aggregate amount of stock, securities, cash or any
other property, as the case may be, into which or for which each
share of the Company's common stock is changed or exchanged.
The shares of Series B Preferred Stock will not be redeemable.
As of July 30, 2014, no shares of Series B Preferred Stock have
been issued.  The Company does not intend to issue any shares of
Series B Preferred Stock unless required under the terms of its
Tax Benefits Preservation Plan.

                    About Bank of the Carolinas

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

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

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


BANK OF THE CAROLINAS: Posts $600,000 Net Income in 2nd Quarter
---------------------------------------------------------------
Bank of the Carolinas Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing net income available to common stockholders of $599,000
on $3.78 million of total interest income for the three months
ended June 30, 2014, as compared to a net loss available to common
stockholders of $1.30 million on $3.74 million of total interest
income for the same period last year.

Net loss available to common stockholders for the six months ended
June 30, 2014, was $1.17 million on $7.53 million of total
interest income as compared with a net loss available to common
stockholders of $1.41 million on $7.56 million of total interest
income for the same period during the prior year.

As of June 30, 2014, the Company had $427.82 million in total
assets, $423.04 million in total liabilities and $4.77 million in
total stockholders' equity.

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

                         http://is.gd/GzMzI9

                     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.


BAY AREA FINANCIAL: Solicitation Period Extended to Oct. 10
-----------------------------------------------------------
Bay Area Financial Corporation remains in control of its fate
after the Bankruptcy Court in Los Angeles, California, granted the
Debtor's request for extension of its exclusivity periods to
solicit votes on its plan of reorganization.

The Court held that for purposes of maintaining the Debtor's
exclusive right to file a plan, the time period within which only
the Debtor may solicit and obtain acceptance of its Plan is
extended from August 11, 2014 through and including October 10,
2014.  The Order is without prejudice to the Debtor's rights to
seek further extensions as the Debtor deems necessary and
appropriate.

The Court granted the extension without the benefit of a hearing
as there was no objection filed.

Pursuant to Bankruptcy Code Sec. 1121, the 120-day exclusive
period in which only the Debtor may file a plan of reorganization
expired on April 9, 2014.  The initial 180-day exclusive period in
which only the Debtor may solicit acceptance of a plan expired on
June 9, 2014.  The Debtor timely filed its Plan on April 8, 2014,
within the initial Plan Exclusivity Period, without having to
request an extension.

In July 2014, as reported by the Troubled Company Reporter,
Bankruptcy Judge Thomas B. Donovan entered an order authorizing
Bay Area Financial to sell real property free and clear of liens
and interests, fixing procedures for overbids at hearing on
confirmation of sale, and authorizing payment to real estate
brokers.

As reported by the TCR on June 24, 2014, the Debtor sought court
approval to sell a six-unit apartment building in San Pedro,
California.  In its motion, the company proposed to sell the
property for $1.282 million to Bond Nichols Revocable Trust.  The
property will be sold "free and clear of all liens" and is subject
to overbid.

The Court approved the overbid procedure requested in the motion.
There were no overbidders at the July 9, 2014 hearing.

Judge Donovan approved on July 8, 2014, Bay Area Financial's first
amended disclosure statement describing the first amended plan of
reorganization/liquidation, and set the confirmation hearing for
Aug. 20, 2014, at 10:00 a.m.  The TCR reported on April 15, 2014,
that under the plan, Class 1 consists of secured tax claims, which
are primarily claims for property taxes on the various real estate
parcels owned by the company.  A copy of the Debtor's latest
disclosure statement explaining its proposed plan is available for
free at http://is.gd/Cht1qs

                   About Bay Area Financial

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

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

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

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


BEAZER HOMES: Incurs $12.3 Million Net Loss in Third Quarter
------------------------------------------------------------
Beazer Homes USA, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $12.35 million on $354.67 million of total revenue for
the three months ended June 30, 2014, as compared with a net loss
of $5.78 million on $314.43 million of total revenue for the same
period in 2013.

For the nine months ended June 30, 2014, the Company had a net
loss of $25.46 million on $917.86 million of total revenue as
compared with a net loss of $45.81 million on $849.24 million of
total revenue for the same period last year.

As of June 30, 2014, the Company had $1.97 billion in total
assets, $1.75 billion in total liabilities and $219 million in
total stockholders' equity.

"For the third quarter, we recorded strong gross margins, higher
average sales prices and a sales absorption rate that was among
the highest in our peer group," said Allan Merrill, CEO of Beazer
Homes.  "This led to a substantial improvement in Adjusted EBITDA
and enabled us to report income from homebuilding operations in
our third quarter for the first time in nearly a decade.  We
believe our improved operational and financial results will allow
us to report a full year of profitability for fiscal 2014 and
further growth in the years ahead."

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

                        http://is.gd/D3uU39

                         About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

Beazer Homes incurred a net loss of $33.86 million for the year
ended Sept. 30, 2013, a net loss of $145.32 million for the year
ended Sept. 30, 2012, and a net loss of $204.85 million for the
year ended Sept. 30, 2011.

                           *     *     *

Beazer carries a 'B-' issuer credit rating, with "negative"
outlook, from Standard & Poor's.

In the Jan. 30, 2013 edition of the TCR, Moody's Investors Service
raised Beazer Homes USA, Inc.'s corporate family rating to 'Caa1'
from 'Caa2' and probability of default rating to 'Caa1-PD' from
'Caa2-PD'.  The ratings upgrade reflects Moody's increasing
confidence that Beazer's credit metrics, buoyed by a stregthening
housing market, will gradually improve for at least the next two
years and that the company may be able to return to a modestly
profitable position as early as fiscal 2014.

As reported by the TCR on Sept. 10, 2012, Fitch Ratings has
upgraded the Issuer Default Rating (IDR) of Beazer Homes USA, Inc.
(NYSE: BZH) to 'B-' from 'CCC'.  The upgrade and the stable
outlook reflect Beazer's operating performance so far this year,
its robust cash position, and moderately better prospects for the
housing sector during the remainder of this year and in 2013.  The
rating is also supported by the company's execution of its
business model, land policies, and geographic diversity.


BG MEDICINE: Incurs $2.2 Million Net Loss in Second Quarter
-----------------------------------------------------------
BG Medicine, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.16 million on $799,000 of total revenues for the three
months ended June 30, 2014, as compared with a net loss of $4.83
million on $1 million of total revenues for the same period in
2013.

For the six months ended June 30, 2014, the Company reported a net
loss of $4.34 million on $1.53 million of total revenues as
compared with a net loss of $10.24 million on $1.89 million of
total revenues for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $11.24
million in total assets, $7.25 million in total liabilities and
$3.98 million in total stockholders' equity.

The Company's primary sources of liquidity have included its cash
balances, sales of its equity securities, term loan, product
revenue from sales of the BGM Galectin-3 Test, and service revenue
from the HRP initiative.  As of June 30, 2014, the Company had
$9.5 million of cash.

"We continue to rigorously manage our finances and remain focused
on delivering on what we believe are the critical catalysts for
our growth,' said Paul R. Sohmer, M.D., president and chief
executive officer of BG Medicine.  "We are in the process of
shifting our focus to begin setting the stage for the anticipated
U.S. market introduction of galectin-3 automated testing by our
partners, Abbott and bioMerieux.  To this end, we are focusing on
conducting a series of clinical research studies that seek to
affirm the potential clinical utility and impact of galectin-3
testing in heart failure and related disorders, we continue to
support and promote the publication of the results of clinical
research studies and, in collaboration with our partners, are
evaluating how best to deploy our marketing and sales resources to
help drive future sales.  Notwithstanding the modest revenue
growth that we are achieving from the sales of our products to the
majority of our clinical laboratory customers, we no longer expect
our full year 2014 revenues to exceed our 2013 revenues, in light
of the decrease in year-to-date revenues from our largest clinical
laboratory customer and the lack of predictability of sales
relating to independent research studies.  Nevertheless, for the
full year 2014, we continue to expect to decrease our operating
cash burn as compared to 2013."

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

                        http://is.gd/apTPgs

                         About BG Medicine

Waltham, Mass.-based BG Medicine is a diagnostics company focused
on the development and commercialization of novel cardiovascular
diagnostic tests to address significant unmet medical needs,
improve patient outcomes and contain healthcare costs.  The
Company is currently commercializing two diagnostic tests, the
first of which is the BGM Galectin-3 test, a novel assay for
measuring galectin-3 levels in blood plasma or serum for use as an
aid in assessing the prognosis of patients diagnosed with heart
failure.  The Company's second diagnostic test is the CardioSCORE
test, which is designed to identify individuals at high risk for
near-term, significant cardiovascular events, such as heart attack
and stroke.

BG Medicine reported a net loss of $15.84 million on $4.07 million
of total revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $23.76 million on $2.81 million of total
revenues during the prior year.

Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's recurring losses from operations, recurring
cash used in operating cash flows and stockholders' deficit raise
substantial doubt about its ability to continue as a going
concern.


BON-TON STORES: Appoints New Member to Its Board of Directors
-------------------------------------------------------------
The Bon-Ton Stores, Inc.'s Board of Directors has unanimously
elected Daniel T. Motulsky to its Board, effective Aug. 1, 2014.

Mr. Motulsky, 52, was a managing director and global head of
Consumer & Retail of Lazard from 2000 to June 2014, having joined
the firm in 1998.  Lazard is a global financial advisory and asset
management firm that engages in investment banking, asset
management and other financial services primarily with
institutional clients.

Prior to his service with Lazard, Mr. Motulsky was a partner of
Tanner & Co., Inc., a merchant banking and mergers and
acquisitions advisory firm.  He previously served as an investment
banker with Salomon Brothers Inc and began his career as a
software design engineer at VLSI Technology, Inc.  Mr. Motulsky
received a B.S. with Distinction in Electrical Engineering and
Computer Science from Stanford University in 1985.

Tim Grumbacher, Chairman of the Board, stated, "We are very
pleased to welcome Dan as a member of our Board of Directors.  Dan
possesses extraordinary experience in the consumer and retail
industries, which I believe will be invaluable to Bon-Ton.  We
welcome Dan's insight and counsel as we continue to execute our
business strategies for profitable growth and increased
shareholder value."

In 2013, the Company paid Lazard Freres & Co., for which Mr.
Motulsky was a Managing Director and Global Head of Consumer &
Retail, a fee of $350,000 in connection with the offering of the
Company's 8.00% Second Lien Senior Secured Notes due 2021.

                       About Bon-Ton Stores

The Bon-Ton Stores, Inc., 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.  For further information, please visit the investor
relations section of the Company's Web site at
http://investors.bonton.com.

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

                           *     *     *

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

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

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


BON-TON STORES: Names President and Chief Executive Officer
-----------------------------------------------------------
The Bon-Ton Stores, Inc., announced the appointment of Kathryn
Bufano to the position of president and chief executive officer of
the Company, effective Aug. 25, 2014.  She will also be elected to
the Board of Directors.  Ms. Bufano replaces president and chief
executive officer Brendan Hoffman, who is a current member of the
Board.  As previously announced, Mr. Hoffman elected not to renew
his three-year employment agreement and will resign as president
and chief executive officer and as a member of the Board effective
with the election of Ms. Bufano.  Mr. Hoffman will play an
important role in working through a transition period with Ms.
Bufano.  This follows his active role in conversations with Ms.
Bufano during the recruitment process.

Ms. Bufano has served as president and chief merchandising officer
of Belk Inc. since August 2010 and previously served as its
president, merchandising and marketing from January 2008 to August
2010.  From 2006 to January 2008, Ms. Bufano was the chief
executive officer of Vanity Shops, Inc.  Ms. Bufano pursued higher
education from 2003 to 2006, and from 2002 to 2003 she was
executive vice president, general manager Soft-lines for Sears
Roebuck & Company.  Prior to 2002, Ms. Bufano served as president,
chief merchandising officer for Dress Barn, Inc. and in various
positions in the Macy's East and Lord & Taylor divisions of
Federated Department Stores.

Tim Grumbacher, Chairman of the Board and chief strategic officer,
stated, "We are excited to have an executive with Kathryn's
talents and background assuming the role of President and Chief
Executive Officer of the Company.  Her years of experience in the
department store industry will allow her to refine and drive the
strategic growth initiatives we have put in place over the last
several years.  We look forward to Kathryn joining our team and
leading the future success of our Company."

Mr. Grumbacher continued, "The Board of Directors and I would
personally like to thank Brendan for his leadership, initiative,
accomplishments and dedicated service.  We wish him well in his
future endeavors."

Ms. Bufano commented, "I am excited to have the opportunity to
lead the Bon-Ton team.  I have great confidence in the Company's
future and I look forward to working with management and the Board
in executing a successful strategic plan and increasing
shareholder value."

Ms. Bufano's initial base salary under the Employment Agreement is
$900,000 per year.  The base salary is subject to review during
the term of the Employment Agreement and may be increased, but not
decreased, in the discretion of the Board of Directors.

The Employment Agreement provides that Ms. Bufano will be paid a
signing bonus of $350,000 within thirty days following the
effective date and an additional $250,000 in or about March 2015
at such time as the Company pays bonuses for the 2014 fiscal year,
so long as Ms. Bufano is employed by the Company at that time.

A full-text copy of the Employment Agreement is available for free
at http://is.gd/xWKf6r

                        About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 272  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.


BSD MEDICAL: Has Until Feb. 4 to Comply with Nasdaq Listing Rules
-----------------------------------------------------------------
BSD Medical Corporation disclosed that on Aug. 8, 2014, it
received a letter from the NASDAQ OMX GROUP stating that the bid
price of the Company's common stock for the last 30 consecutive
trading days had closed below the minimum $1.00 per share required
for continued listing under Listing Rule 5550(a)(2).

The Nasdaq notification letter does not result in the immediate
delisting of the Company's common stock, and the stock will
continue to trade uninterrupted on the The Nasdaq Capital Market
under the symbol "BSDM."

BSD management intends to resolve the situation to allow for
continued listing on The Nasdaq Capital Market.

BSD is provided a grace period of 180-calendar days, or until Feb.
4, 2015, to regain compliance with the minimum bid price
requirement.  If at any time during the 180-day grace period, the
minimum closing bid price per share of the Company's common stock
closes at or above $1.00 for a minimum of ten consecutive business
days, BSD will regain compliance and the matter will be closed.
In the event the Company does not regain compliance within this
grace period, it may be eligible to receive an additional 180-day
grace period; provided that BSD meets the continued listing
requirement for market value of publicly held shares and all other
initial listing standards for The Nasdaq Capital Market, with the
exception of the minimum bid price requirement, and provides
written notice of its intention to cure the minimum bid price
deficiency during the second 180-day grace period, by effecting a
reverse stock split, if necessary.  If it appears to the Nasdaq
staff that the Company will not be able to cure the deficiency or
if the Company is not otherwise eligible for the additional grace
period, the Company's common stock will be subject to delisting by
Nasdaq.

                  About BSD Medical Corporation

BSD Medical Corporation -- http://www.BSDMedical.com-- develops,
manufactures, markets and services systems to treat cancer and
benign diseases using heat therapy, which is delivered using
focused radiofrequency (RF) and microwave energy. BSD's product
lines include both hyperthermia and ablation treatment systems.
BSD's hyperthermia cancer treatment systems, which have been in
use for several years in the United States, Europe and Asia, are
used to treat certain tumors with heat (hyperthermia) while
increasing the effectiveness of other therapies such as radiation
therapy. BSD's microwave ablation system has been developed as a
stand-alone therapy to employ precision-guided microwave energy to
ablate (destroy) soft tissue. The Company has developed extensive
intellectual property, multiple products in the market and
established distribution in the United States, Europe and Asia.
Certain of the Company's products have received regulatory
approvals and clearances in the United States, Europe and China.


BURGER KING: Tim Horton's Deal No Impact on Moody's 'B2' CFR
------------------------------------------------------------
Moody's Investors Service stated that the ratings and outlook for
Burger King Capital Holdings, LLC (BKCH) and Burger King
Corporation (BKC) are not currently affected by Burger King
Worldwide Inc.'s (BKW) announcement that it is in discussions
regarding a potential strategic transaction with Tim Hortons, Inc.
(not rated). BKCH has a B2 Corporate Family Rating, B2-PD
Probability of Default Rating and Caa1 unsecured note rating and
BKC has a Ba3 senior secured rating and B3 unsecured rating. BKW
is the publicly traded parent company of BKCH and BKC.

Burger King Corporation owns and operates about 50 and franchises
approximately 13,800 Burger King hamburger quick service
restaurants. Annual revenues are about $1.0 billion, although
systemwide sales are over $16 billion.


CAESARS ENTERTAINMENT: U.S. Bank Resigns as Indenture Trustee
-------------------------------------------------------------
Caesars Entertainment Operating Company, Inc., a subsidiary of
Caesars Entertainment Corporation, entered into five separate
Instruments of Resignation, Appointment and Acceptance, along with
U.S. Bank National Association, as resigning trustee, as a party
to each such Instrument, and, in the case of the indentures
governing CEOC's 11.25% Senior Secured Notes due 2017, 8.5% Senior
Secured Notes due 2020 and 9% Senior Secured Notes due 2020, UMB
Bank, National Association and, in the case of the indentures
governing CEOC's 6.5% Senior Notes due 2016 and 5.75% Senior Notes
due 2017, Law Debenture Trust Company of New York and, in the case
of the indentures governing CEOC's 12.75% Second-Priority Senior
Secured Notes due 2018, 10.00% Second-Priority Senior Secured
Notes due 2015 and 10.00% Second-Priority Senior Secured Notes due
2018, Wilmington Savings Fund Society, FSB, each as a party to the
respective Instruments.

Each Instrument provides, among other things, that (i) the
Resigning Trustee assigns, transfers, delivers, and confirms to
the applicable Successor Trustee all right, title, and interest of
the Resigning Trustee in and to the trust created by the
indentures described in that Instrument, and the Resigning Trustee
resigns as Trustee, Registrar and Paying Agent, and, in the case
of an Instrument with Wilmington Savings, as Collateral Agent and
Notes Custodian, under the applicable indentures, (ii) CEOC
accepts the resignation of the Resigning Trustee as Trustee,
Registrar, Paying Agent, and Agent under the applicable indentures
and appoints each Successor Trustee as Trustee, Registrar and
Paying Agent and, in the case of an Instrument with Wilmington
Savings, as Collateral Agent and Notes Custodian, under the
applicable indentures and (iii) the Successor Trustee accepts its
appointment as Trustee under the applicable indentures and assumes
all the rights, powers, and trusts of the Trustee under those
indentures, and accepts its appointment as Registrar and Paying
Agent and, in the case of Wilmington Savings, as Collateral Agent
and Notes Custodian, under those indentures.

                    About Caesars Entertainment

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

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

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

                           *     *     *

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

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

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

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


CAESARS ENTERTAINMENT: Executes Waiver Agreement Under Indentures
-----------------------------------------------------------------
Caesars Entertainment Operating Company, Inc., and Caesars
Entertainment Corporation executed a Waiver Agreement for the
benefit of UMB Bank, National Association, as the trustee under
the indentures governing the Senior Secured Notes and the
registered and beneficial holders from time to time of CEOC's
11.25% senior secured notes due 2017, 8.5% senior secured notes
due 2020 and 9% senior secured notes due 2020.

Pursuant to the Agreement, if the Trustee or Holders provide a
notice of default in respect of Specified Defaults under any or
all of the Indentures at any time on or after the date of the
Agreement, that notice of default will be deemed to have been
given as of the date of the Agreement for any and all purposes,
and if provided on or after Sept. 19, 2014, each Specified Default
alleged in that notice of default under Section 6.01(c) or (j) of
any or all of the Indentures will become an "Event of Default" if
CEOC does not cure that Specified Default within ten calendar
days.

Subject to written extension by CEOC and CEC, any notice of
default that is provided more than 120 days after the
effectiveness of the Agreement will not have the benefit of the
Agreement.  Notwithstanding the Agreement, CEOC reserved all
rights to challenge whether or not any Specified Defaults
constitute actual defaults under the applicable Indentures.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies.  Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.

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

Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012.

As of June 30, 2014, the Company had $27.06 billion in total
assets, $29.64 billion in total liabilities and a $2.57 billion
total deficit.

                           *     *     *

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

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

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

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


CENTRAL FEDERAL: Reports $39,000 Net Earnings in Second Quarter
---------------------------------------------------------------
Central Federal Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
earnings attributable to common stockholders of $39,000 on $2.47
million of interest and dividend income for the three months ended
June 30, 2014, as compared with a loss attributable to common
stockholders of $554,000 on $1.83 million of interest and dividend
income for the same period in 2013.

The increase in net income for the quarter was primarily due to a
$749,000 increase in net interest income, a $89,000 increase in
noninterest income and a $216,000 decrease in provision expense,
offset by an $402,000 increase in noninterest expense.

For the six months ended June 30, 2014, the Company reported a
loss attributable to common stockholders of $175,000 on $4.68
million of interest and dividend income as compared with a loss
attributable to common stockholders of $1.36 million on $3.54
million of interest and dividend income for the same period last
year.

As of June 30, 2014, the Company had $294.45 million in total
assets, $265.28 million in total liabilities and $29.17 million in
total stockholders' equity.

Timothy T O'Dell, CEO, commented: "We are pleased that our
continued focus on improving key metrics, including improving
credit quality and profitability, continues to pay off and has
resulted in a profitable quarter.  Our key trends continue to
improve and move in the right direction; our net interest income
continues to grow and drive our core earnings, while our
criticized and classified assets continue to decline."

"In addition, we have invested in infrastructure by adding depth
in credit and loan administration along with customer support.
Also, we are focusing on core deposit growth and seeking to expand
non-credit fee income by emphasizing corporate treasury management
relationships.  Ongoing efforts to improve our margin continue to
reflect a positive trend.  All of these initiatives are directed
toward increasing earnings while at the same time improving our
operating risk profile.  Business banking continues to perform
well particularly in developing quality loans and relationships.
Residential mortgage lending volumes also are increasing.  We
remain grateful to our customers for entrusting us with their
business."

Cash and cash equivalents totalled $18.9 million at June 30, 2014,
and decreased $279,000, or 1.5%, from $19.2 million at Dec. 31,
2013.  The decrease was a result of funding loan growth in the
pipeline.

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

                       http://is.gd/wGU8KA

                      About Central Federal

Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is
the holding company for CFBank, a federally chartered savings
association formed in Ohio in 1892.  CFBank has four full-service
banking offices in Fairlawn, Calcutta, Wellsville and Worthington,
Ohio.

As reported by the TCR on April 24, 2014, the Board of Directors
of Central Federal approved the engagement of BKD, LLP, to serve
as the Company's independent registered public accounting firm for
the year ending Dec. 31, 2014.  Crowe Horwath LLP was dismissed as
the Company's accounting firm on April 17, 2014.

The Office of the Comptroller of the Currency has terminated the
Cease and Desist Order against CFBank, a subsidiary of Central
Federal Corporation, effective Jan. 23, 2014.  The CFBank Order
has been in place since May 25, 2011, which was prior to the 2012
capital raise and recapitalization of Central Federal Corporation
and CF Bank by the current management team and standby investor
group led by Timothy O'Dell (CEO), Thad Perry (President) and
Robert Hoeweler (Chairman).

Central Federal reported a net loss of $918,000 in 2013, a net
loss of $3.76 million in 2012 and a net loss of $5.42 million
in 2011.


CONTINENTAL BUILDING: Moody's Hikes Corporate Family Rating to B2
-----------------------------------------------------------------
Moody's Investors Service upgraded Continental Building Products
LLC's Corporate Family Rating to B2 from B3 based on improved debt
leverage metrics and our expectations that Continental's operating
performance will continue to improve and yield stronger debt
credit metrics. Additionally, a speculative grade liquidity rating
of SGL-2 is assigned. The rating outlook is stable.

The following ratings/assessments were affected by this action:

Corporate Family Rating upgraded to B2 from B3;

Probability of Default Rating affirmed at B3-PD;

First Lien Sr. Sec RCF due 2018, affirmed at B2 (LGD3);

First Lien Sr. Sec Term Loan due 2020, affirmed at B2 (LGD3);

Speculative grade liquidity rating assigned SGL-2.

Ratings Rationale

The upgrade of Continental's Corporate Family Rating to B2 from B3
results from our expectations that operating profits and cash flow
generation will continue to grow, resulting in debt credit metrics
potentially supportive of higher ratings. Continental's wallboard
business will benefit from higher volumes due to sustained
strength in new housing construction and repair and remodeling,
both drivers of Continental's revenues. Better pricing and past
debt reduction of $151 million from the company's IPO proceeds are
also contributing to better credit metrics.

Over the next 12-18 months, Moody's project Continental's EBITA
margins to improve to near 14.0% from 12.2% through June 30, 2014.
This operational improvement will translate into better credit
metrics. Interest coverage -- measured as EBITA-to-interest
expense -- could approach 2.5x compared to 1.9x for LTM 2Q14.
Moody's expect Continental to generate positive free cash flows,
which will be used to pay down further debt, resulting in debt-to-
EBITDA nearing 4.0x by the end of 2015 compared to 4.8x as of June
30, 2014 (all ratios incorporate Moody's standard adjustments).

Continental will continue to benefit from the growth in the US
housing construction sector. Moody's estimates new housing starts
will be in the 975,000 -- 1.0 million range for 2014 and up to 1.1
-- 1.2 million in 2015. The repair and remodeling end market is
also showing sustained growth, as presented by the National
Association of Home Builders Remodeling Market Index. Continental
indicated in its 2Q14 10Q filings this year that its average
selling price for wallboard during the first six months of 2014
was $156.47 per thousand square feet, a 5.5% increase from $148.38
in the first six months of 2013.

The stable rating outlook incorporates our view that Continental's
debt credit metrics will be in-line with its B2 Corporate Family
Rating.

Continental's $400 million senior secured bank debt is affirmed at
B2, the same rating as the corporate family rating. The first lien
term loan and revolving credit facility are now the only debt in
Continental's capital structure, since the company fully redeemed
its second lien term loan in 1Q14.

The B3-PD Probability of Default Rating, one notch lower than the
corporate family rating, reflects a 65% family recovery rate per
our loss given default methodology. Historical recovery studies
indicate that corporate capital structures comprised solely of
bank debt have higher recovery values than those that utilize a
combination of first lien bank debt and other debt instruments.

Positive rating actions could ensue if Continental continues to
benefit from its key end markets and exceed Moody's forecasts for
earnings and free cash flow generation. Operating performance that
translates into EBITA-to-interest expense sustained above 2.5x or
debt-to-EBITDA remaining below 4.0x (all ratios incorporate
Moody's standard adjustments) could support positive rating
actions. Also, more permanent debt reductions and an improved
liquidity profile would also support upward rating pressures.

Negative rating actions could occur if Continental's operating
performance falls below Moody's expectations or if the company
experiences a weakening in financial performance due to a decline
in demand for its products. EBITA-to-interest expense remaining
below 1.5x or debt-to-EBITDA sustained above 6.0x (all ratios
incorporate Moody's standard adjustments) could pressure the
ratings. A deteriorating liquidity profile, debt-financed
acquisitions or large dividends could stress the ratings as well.

Continental Building Products LLC, headquartered in Reston, VA,
manufactures gypsum wallboard and related products for use in
residential and commercial construction as well as for repair and
remodeling applications. It operates in the Eastern United States
and Eastern Canada. Lone Star Funds, through its affiliates, is
the majority owner of Continental. Revenues for the 12 months
through June 30, 2014 totaled approximately $410 million.

The principal methodology used in this rating was Global
Manufacturing Companies published in July 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.


CORINTHIAN COLLEGES: Lenders Permit Sale of Assets to Raise Cash
----------------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that the lenders to troubled for-profit education company
Corinthian Colleges Inc. have agreed to the sale of certain
schools' assets, including some student loan notes, some equipment
belonging to WyoTech campuses and real estate in Melbourne, Fla.,
to raise much-needed funds and allow operations to continue as the
company looks to sell many of its campuses.  According to the
report, lender Bank of America stipulated that the purchase price
for these assets must be at least $20 million.


CRUMBS BAKE SHOP: Sale of Assets to Lemonis Fischer Approved
------------------------------------------------------------
Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey has authorized Crumbs Bake Shop, Inc., et
al., to sell substantially all of its assets to Marcus Lemonis and
Dippin' Dots owner Fischer Enterprises.

Sara Randazzo, writing for The Wall Street Journal, reported that
the purchasers will take over Crumbs in exchange for the
cancellation of debt.  Richard Morgan, writing for New York Post,
said Lemonis Fischer extended $1 million in financing to the
cupcake chain when it filed for bankruptcy, in addition to the
$5.5 million secured loan previously made to Crumbs by Fischer.
The purchasers have indicated that they plan to expand the chain
beyond its signature cupcakes, the Journal said.  Law360 related
that an auction was cancelled and the joint venture was declared
the winning bid after no qualifying bid was timely received.

                      About Crumbs Bake Shop

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

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

                           *     *     *

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

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

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


CTI BIOPHARMA: Sees Net Financial Standing of $12.5MM at June 30
----------------------------------------------------------------
CTI BioPharma Corp. or CTI Parent Company estimated net financial
standing of $12.5 million as of June 30, 2014.  The total
estimated and unaudited net financial standing of CTI Consolidated
Group as of June 30, 2014, was $13.2 million.

CTI Parent Company trade payables outstanding for greater than 30
days were approximately $3.9 million as of June 30, 2014.  CTI
Consolidated Group trade payables outstanding for greater than 30
days were approximately $4.8 million as of June 30, 2014.

During June 2014, there were solicitations for payment only within
the ordinary course of business and there were no injunctions or
suspensions of supply relationships that affected the course of
normal business.

During the month of June 2014, the Company's common stock, no par
value, outstanding decreased by 68,053 shares.  Consequently, the
number of issued and outstanding shares of Common Stock as of
June 30, 2014, was 145,945,210.

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

                        http://is.gd/3QgIFA

                        About CTI BioPharma

CTI BioPharma Corp. (NASDAQ and MTA: CTIC), formerly known as
Cell Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis.  CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.  For additional
information and to sign up for email alerts and get RSS feeds,
please visit www.ctibiopharma.com.

Cell Therapeutics reported a net loss attributable to common
shareholders of $49.64 million in 2013, a net loss attributable to
common shareholders of $115.27 million in 2012 and a net loss
attributable to common shareholders of $121.07 million in 2011.
The Company's balance sheet at Dec. 31, 2013, showed $93.72
million in total assets, $37.50 million in total assets, $13.46
million in common stock purchase warrants and $42.75 million in
total shareholders' equity.

                            Going Concern

"Our independent registered public accounting firm included an
explanatory paragraph in its reports on our consolidated financial
statements for each of the years ended December 31, 2007 through
December 31, 2011 regarding their substantial doubt as to our
ability to continue as a going concern.  Although our independent
registered public accounting firm removed this going concern
explanatory paragraph in its report on our  December 31, 2012
consolidated financial statements, we expect to continue to need
to raise additional financing to develop our business and satisfy
obligations as they become due.  The inclusion of a going concern
explanatory paragraph in future years may negatively impact the
trading price of our common stock and make it more difficult, time
consuming or expensive to obtain necessary financing, and we
cannot guarantee that we will not receive such an explanatory
paragraph in the future," the Company said in its annual report
for the year ended Dec. 31, 2013.

The Company also said it may not be able to maintain its listings
on The NASDAQ Capital Market and the MTA in Italy, or trading on
these exchanges may otherwise be halted or suspended.

"Maintaining the listing of our common stock on The NASDAQ Capital
Market requires that we comply with certain listing requirements.
We have in the past and may in the future fail to continue to meet
one or more listing requirements."

                          Bankruptcy Warning

"We have acquired or licensed intellectual property from third
parties, including patent applications and patents relating to
intellectual property for PIXUVRI, pacritinib and tosedostat.  We
have also licensed the intellectual property for our drug delivery
technology relating to Opaxio, which uses polymers that are linked
to drugs known as polymer-drug conjugates.  Some of our product
development programs depend on our ability to maintain rights
under these licenses.  Each licensor has the power to terminate
its agreement with us if we fail to meet our obligations under
these licenses.  We may not be able to meet our obligations under
these licenses.  If we default under any license agreement, we may
lose our right to market and sell any products based on the
licensed technology and may be forced to cease operations,
liquidate our assets and possibly seek bankruptcy protection.
Bankruptcy may result in the termination of agreements pursuant to
which we license certain intellectual property rights," the
Company stated in the 2013 Annual Report.


DBSI INC: No Acquittal For Former Execs in Ponzi Scheme Suit
------------------------------------------------------------
Law360 reported that an Idaho federal judge refused to toss the
jury verdicts against four former DBSI Inc. executives convicted
of running a Ponzi-like scheme through the bankrupt real estate
firm, or grant them a new trial, ruling that the evidence
supported the verdicts.  According to the report, U.S. District
Judge B. Lynn Winmill denied motions for acquittal and a new trial
filed by former DBSI President Douglas L. Swenson and his cohorts
Mark Ellison, David D. Swenson and Jeremy S. Swenson.  The
evidence presented at trial was sufficient to support Douglas
Swenson's conviction on 34 counts of wire fraud and all four
defendants' convictions on 44 counts each of securities fraud, the
judge found, the report related.

                          About DBSI Inc.

Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses.  On Nov. 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687).
DBSI estimated assets and debts between $100 million and
$500 million as of the Chapter 11 filing.

Lawyers at Young Conaway Stargatt & Taylor LLP represent the
Debtors as counsel.  The Official Committee of Unsecured Creditors
tapped Greenberg Traurig, LLP, as its bankruptcy counsel.
Kurtzman Carson Consultants LLC is the Debtors' notice claims and
balloting agent.

Joshua Hochberg, a former head of the Justice Department fraud
unit, served as an Examiner and called the seller and servicer of
fractional interests in commercial real estate an "elaborate shell
game" that "consistently operated at a loss" in his report
released in October 2009.  McKenna Long & Aldridge LLP was counsel
to the Examiner.

On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order
appointing James R. Zazzali as Chapter 11 trustee for the Debtors'
estates.  On Oct. 26, 2010, the trustee won confirmation of the
Second Amended Joint Chapter 11 Plan of Liquidation for DBSI,
paving the way for it to pay creditors and avoid years of
expensive litigation over its complex web of affiliates.  The
plan, which was declared effective Oct. 29, 2010, was co-proposed
by DBSI's unsecured creditors committee.

Pursuant to the confirmed Chapter 11 plan, the DBSI Real Estate
Liquidating Trust was established as of the effective date and
certain of the Debtors' assets, including the Debtors' ownership
interest in Florissant Market Place was transferred to the RE
Trust.  Mr. Zazzali and Conrad Myers were appointed as the post-
confirmation trustees.  Messrs. Zazzali and Myers are represented
by lawyers at Blank Rime LLP and Gibbons P.C.


DESIGNLINE CORP: Center for Transportation's Granted Stay Relief
----------------------------------------------------------------
The Hon. J. Craig Whitley of the U.S. Bankruptcy Court for the
Western District of North Carolina has entered an order approving
the stipulation between Elaine T. Rudisill -- the Chapter 11
trustee appointed under the confirmed Amended Liquidating Plan of
the Official Committee of Unsecured Creditors of Designline
Corporation and Designline USA, LLC -- and creditor Center for
Transportation and the Environment granting relief from the
automatic stay and waiving all claims against the Debtors'
bankruptcy estates and the liquidating trust.

The Chapter 11 Trustee and the Creditor stipulate that the
automatic stay imposed under section 362 of title 11 of the United
States Code will be modified to allow Creditor to enter into
agreements with parties other than the Debtors for the parties to
perform services that the Debtors contracted to perform for
Creditor prior to the commencement of these bankruptcy cases.

The Creditor releases and discharges the Debtors from any and all
claims, expenses, causes of action, suits, covenants, fees,
penalties, payments, assessments, damages or demands of any kind
whatsoever, whether arising under law, equity, tort, contract,
regulation, rule, statute or ordinance, known or unknown, foreseen
or unforeseen, liquidated or unliquidated, that Creditor has had,
currently has, may have in the future, including any proofs of
claim and administrative claims filed or held by Creditor against
the Debtors' bankruptcy cases and any claim arising out of or
related to the agreement between or among Creditor and one or more
of the Debtors dated Sept. 26, 2011.

The Creditor is represented by:

      Busch White Norton, LLP
      Mark A. Baker, Esq.
      3330 Cumberland Boulevard, Suite 300
      Atlanta, Georgia 30339
      Tel: (770) 790-3550
      E-mail: mbaker@bwnfirm.com

The Chapter 11 Trustee is represented by:

      Benesch, Friedlander, Coplan & Aronoff LLP
      Michael J. Barrie, Esq.
      222 Delaware Avenue, Suite 801 Wilmington, DE 19801
      Tel: (302) 442-7010
      E-mail: mbarrie@beneschlaw.com

                         About DesignLine

DesignLine Corporation manufactured coach, electric and range-
extended electric (hybrid) buses.  Founded in Ashburton, New
Zealand in 1985, DesignLine was acquired by American interests in
2006, and DesignLine Corporations' headquarters was relocated to
Charlotte, North Carolina.  DesignLine Corporation is no longer
affiliated with the DesignLine operations in New Zealand, which
was placed in liquidation in 2011.

DesignLine Corporation and DesignLine USA LLC originally sought
Chapter 11 protection with the U.S. Bankruptcy Court for the
District of Delaware (Lead Case Nos. 13-12089 and 13-12090), on
Aug. 15, 2013.  Katie Goodman at GGG Partners LLC signed the
petitions as chief restructuring officer.  On Sept. 5, 2013, the
case was transferred to the U.S. Bankruptcy Court for the Western
District of North Carolina (Case Nos. 13-31943 and 13-31944).

Mark D. Collins, Esq., and Michael Joseph Merchant, Esq., at
Richards, Layton & Finger, P.A.; and Terri L. Gardner, Esq., at
Nelson Mullins Riley & Scarborough, LLP, serve as the Debtors'
bankruptcy counsel.  GGG Partners also serves as the Debtors'
financial advisors.

A five-member unsecured creditors panel has been appointed in the
Debtors' cases.  Moon Wright & Houston PLLC and Benesch,
Friedlander, Coplan & Aronoff LLP are co-counsel to the Committee.
The Committee retained CBIZ MHM, LLC as financial advisors.

The Bankruptcy Judge has appointed Elaine T. Rudisill as the
chapter 11 trustee for the Debtors.


DETROIT, MI: Mum on Proposal to Use Art as Collateral
-----------------------------------------------------
Mary Williams Walsh, writing for The New York Times' DealBook,
reported that a company called Art Capital, which makes loans
backed by artwork, has told the city of Detroit that it is willing
to lend it up to $3 billion using the museum's art as collateral.
The report, however, noted that the city did not yet respond to
the proposal.  The DealBook noted that Detroit already has plans
for the art as donors have promised hundreds of millions of
dollars to put the collection under new ownership -- safe from the
bankruptcy creditors -- and to help the city's retirees.

Meanwhile, Bill Rochelle, the bankruptcy columnist for Bloomberg
News, reported that Detroit got permission on Aug. 25 from the
bankruptcy judge to complete an exchange offer for $1.67 billion
in water and sewer bonds, after holders of $1.47 billion of the
city's $5.2 billion in water and sewer bonds accepted the exchange
offer to avoid the uncertainties surrounding treatment of the
obligation under the debt-adjustment plan.  Mr. Rochelle added
that at the Aug. 25 hearing, the bankruptcy judge said he would
rule later this week on whether bond insurer Syncora Guarantee
Inc. can object to the plan by offering evidence that mediators,
including the chief federal district judge in Detroit, were
biased.

                  About City of Detroit, Michigan

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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


DETROIT, MI: Ch. 9 Plan Will Boost Economy, Tax Expert Says
-----------------------------------------------------------
Law360 reported that the city of Detroit's plan to exit bankruptcy
will result in growth in taxable income and employment in the
city, a tax expert said in Michigan bankruptcy court as part of
the city's blockbuster Chapter 9 confirmation trial.  According to
the report, economist Robert Cline testified about 10- and 40-year
forecasts he and an Ernst & Young LLP team prepared of Detroit
revenue from individual and corporate income taxes, gambling taxes
and utility users' taxes with the restructuring plan in place,
according to a recording of court proceedings.

                  About City of Detroit, Michigan

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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


DETROIT, MI: Fitch to Rate $99.8MM Sewage Revenue Bonds 'BB+'
-------------------------------------------------------------
Fitch Ratings expects to assign the following ratings to the
Michigan Finance Authority, MI (the authority) local government
loan program revenue bonds issued on behalf of the city of
Detroit, MI (the city) for the Detroit Water and Sewerage
Department (DWSD):

-- $152.2 million DWSD sewage disposal system revenue senior lien
local project bonds, series 2014C1 and C2 'BBB-';

-- $683.5 million DWSD sewage disposal system revenue refunding
senior lien local project bonds, series 2014C3, C4, C5 and C6
'BBB-';

-- $99.8 million DWSD sewage disposal system revenue refunding
second lien local project bonds, series 2014C7 and C8 'BB+';

-- $774.3 million DWSD water supply system revenue refunding
senior lien local project bonds, series 2014D1, D2, D3, D4 and D5
'BBB-';

-- $80.7 million DWSD water supply system revenue refunding
second lien local project bonds, series 2014D6 and D7 'BB+'.

The bonds are expected to price the week of Aug. 25. Proceeds will
be used by the authority to purchase certain DWSD obligations and
pay costs of issuance. Proceeds from the sale of the DWSD
obligations will be used by the DWSD to make certain improvements
to its sewer system as well as refund certain DWSD sewer system
and water system debt.

At this time, Fitch also places the following outstanding DWSD
bonds (pre-refunding) on Positive Watch from Negative Watch:

-- $1.1 billion senior lien water revenue bonds 'BB+';
-- $565 million second lien water revenue bonds 'BB';
-- $1.6 billion senior lien sewer revenue bonds 'BB+';
-- $788 million second lien sewer revenue bonds 'BB'.

The Positive Watch indicates that at the time of conversion of the
2014 expected ratings to final ratings, Fitch anticipates revising
its ratings on DWSD's respective senior lien and second lien
system outstanding bonds to 'BBB-'/'BB+' and assigning a Stable
Outlook to all bonds.

The final ratings on the series 2014C1-C8 and series 2014D1-D7
(the 2014 bonds) are contingent upon the receipt by Fitch of: (i)
executed documents and legal opinions conforming to information
already received and reviewed; (ii) the final pricing of the 2014
bonds; and (iii) legal actions by the city and bankruptcy court
(the court) overseeing the city's bankruptcy case authorizing the
2014 bonds (including granting a perfected security interest in
and liens upon pledged assets) and approving a settlement between
the city and various parties (the DWSD settlement parties) that,
among other things, resolves certain objections by DWSD creditors
to the city's proposed plan of adjustment (the POA).

Security

Senior lien water and sewer bonds are separately secured by a
first lien on net revenues of each respective water and sewer
system (the systems). Second lien bonds are separately secured by
a second lien on the net revenues of each respective system after
payment of senior lien bonds.

Key Rating Drivers

Near-Term Upgrade Expected: The expected ratings on the 2014 bonds
and change in Watch status to Positive from Negative on the
outstanding system bonds reflects the city's tender offer to DWSD
bondholders, which is anticipated to yield certain economic
benefits for the systems and simultaneously resolve contentious
legal issues relating to the city's attempted impairment of
certain DWSD bonds. The expected ratings on the 2014 bonds and
change in Watch also reflect ongoing DWSD actions as well as
recent revisions to system baseline financial assumptions that
Fitch believes are more likely to achieve steadily improving
financial margins going forward.

Weak Financial Operations: The systems exhibit weak financial
results, having historically missed forecast expectations on a
regular basis and for various reasons.

Separate Operations: All system funds and accounts are separate
and distinct from other city funds including the city's general
fund. Excess system funds are invested by the bond trustee for and
at the direction of DWSD.

Highly Leveraged Debt Profile: The systems' debt load is expected
to remain elevated for the foreseeable future. With the downward
revision in baseline financial assumptions, management has
included higher near-term borrowing estimates in its capital
improvement plans (CIPs). Over the longer term though it is
envisioned a greater use of pay-go capital funding will prevail
and alleviate debt pressures to some degree.

Expansive Service Territory: The systems provide essential
services to a broad area. The water system covers roughly 43% of
Michigan's population, with over 70% of operating revenues coming
from wealthier suburban customers. The sewer system includes
roughly 30% of Michigan's population, with over 50% of operating
revenues coming from suburban customers.

Strong Rate-Adjustment History: The governing body has instituted
virtually annual rate hikes in support of financial and capital
needs.

Rating Sensitivities

Completion Of Tender Refunding: Fitch expects to rate the 2014
bonds and upgrade DWSD's outstanding respective senior and second
lien bonds to 'BBB-'/'BB+' and assign all bonds a Stable Outlook
upon closing of the proposed 2014 bonds coupled with the actions
detailed above, including the issuance by the court authorizing
the 2014 bonds and approving certain agreements between the city
and certain DWSD objectors to the city's POA.

Failure To Close Tender: Failure to close the transactions and
subsequently remove the originally proposed impairment of DWSD
bonds in an updated city POA would result in a resumption of the
legal status quo and financial uncertainty related to the systems.
This in turn would lead to maintenance of the existing ratings and
a reinstatement of the Negative Watch. Further, Fitch would
continue to view the court's confirmation of an impairment as a
likely distressed debt exchange, which could ultimately lead to a
rating downgrade to as low as 'D'.

Credit Profile

Tender Resolves Chapter 9 Legal Questions And Benefits Systems

The city has made an invitation to bondholders to tender all of
DWSD's outstanding system bonds, with such tender offer period
closing Aug. 21, 2014. The offered tender prices are intended to
reflect current market prices, with the city offering to pay par
or higher on the vast majority of bonds currently proposed to be
impaired under the POA. Subsequent to the closing of the tender
period, DWSD's Board of Water Commissioners (BOWC, DWSD's
governing body) voted Aug. 22, 2014, to accept water and sewerage
system bond tenders of up to $752 million (31% of bonds
outstanding) and $715 million (26%), respectively. Monies to fund
the BOWC-approved tenders will be derived from a portion of the
proceeds of the sale of the Michigan Finance Authority 2014 bonds
or a private placement.

As conditions to closing the 2014 bonds, the court is to enter an
order authorizing the issuance of the 2014 bonds and granting a
perfected security interest in and liens upon pledged assets
securing the 2014 bonds, with such liens on parity with existing
water and sewer system bonds. Also, the court is to approve a
settlement between the city and the DWSD settlement parties
whereby water and sewer claims under the city's POA would be
treated as unimpaired with the closing of the 2014 bonds. In
addition, accrued water and sewer system pension and other post-
employment liability benefits will be fixed through fiscal 2023.
These legal actions would resolve significant uncertainty that has
surrounded DWSD's outstanding bonds in recent months while also
eliminating likely substantial future litigation costs related to
the proposed POA and providing DWSD cumulative debt service cash
flow savings currently estimated in excess of $240 million by
refunding tendered bonds at current market rates.

Negative Ramifications of Status Quo In Spite of Chapter 9 Legal
Protections

Fitch continues to maintain the view that there is substantial
protection provided to the DWSD's system debt even without the
proposed tender refunding transactions. DWSD's debt constitutes
special revenue obligations under Chapter 9 of the bankruptcy
code, and certain legal and practical separations exist between
system funds and other city funds. Having said this, failure to
achieve the tender refunding and associated legal actions would
result in the status quo whereby the city seeks to impair certain
DWSD bonds.

Under such a situation, Fitch would expect to maintain the current
ratings at 'BB+'/'BB' for the senior and second lien bonds,
respectively, and to again place them on Negative Watch. If the
POA was confirmed as filed and thereby resulted in impairment to
bondholders, Fitch would likely view the action as a distressed
debt exchange leading to a ratings downgrade to as low as 'D'.
However, Fitch would not take any such rating action prior to
resolution of the significant objections filed by bondholders and
other creditors.

Weak Financials Expected to Improve

Estimated financials for fiscal year ending June 30, 2014 point to
modest margins that were up slightly from fiscal 2013 actuals but
below prior forecasts. For the year, total debt service coverage
(DSC) on water obligations was a relatively slim 1.17x and 1.18x
on sewer obligations. Days cash for fiscal 2014 rose somewhat for
both systems, increasing to 136 days cash for water and 138 days
for sewer but remained relatively weak compared to other rated
utilities.

A major credit concern in recent years has been DWSD's poor
financial results and inability to meet forecast results which in
turn has led to uncertainty as to ongoing minimum performance
levels. Recognizing these projection issues, management recently
undertook a systematic reevaluation of underlying forecast
assumptions. For the most part assumptions have now been revised
to more conservative levels, particularly with regard to sales and
bad debts. In addition, certain costs related to proposed POA
pension and other post-employment benefit changes have now been
included in DWSD's projections. With the assumption changes, lower
margins are contemplated through the fiscal 2019 forecast period
than previously expected. Nevertheless, current estimates appear
more realistic, making meeting forecast results in the future more
likely.

With fiscal 2015 serving as the base year of the forecast, total
DSC for water obligations is now expected at 1.25x compared to
budgeted DSC of 1.37x. On the sewer side, total DSC is currently
anticipated at 1.19x as opposed to the 1.30x budgeted. Thereafter,
DSC is generally stable or shows modest improvement each year
through fiscal 2019. The limited surplus cash flows provide only
minor improvement to liquidity, although days cash for fiscal 2015
is estimated to reach around 145 days for water and 170 days for
sewer (compared to around 135 days and 140 days, respectively, in
fiscal 2014) and then climb annually thereafter.

Apart from forecast assumption changes, ongoing organizational
improvements should help to improve or stabilize revenue levels
and reduce costs. On the revenue front, DWSD has been working with
its wholesale customers to revise water purchase estimates and
shift to an increasing amount of fixed cost recovery. DWSD also
implemented a rate simplification initiative for wholesale sewer
customers effective for fiscal 2015 that identifies each
customer's proportionate costs based on historical average shares,
with such shares billed monthly and locked in for three years
before being subject to recalculation.

On the retail side, DWSD has been working to reduce delinquencies
through service cutoffs, although DWSD implemented a voluntary
moratorium on residential shut-offs from July until Aug. 26 in
order to address enforcement concerns from customers.
Nevertheless, DWSD and the Mayor remain supportive of collection
efforts and significant reductions in past-due amounts have
occurred recently, with further improvement expected over the
coming months. Specifically, the city paid over $10 million in
past-due amounts (or 12% of outstanding retail delinquencies 60-
days past due) to DWSD on Aug. 14, 2014, bringing its account
current. Also, around 1,500 residential customers turned out at a
pay-your-bill fair on Aug. 23, 2014, which further reduced
delinquencies.

With regard to operating expenses, management continues to
implement its organizational optimization, which has entailed
cutting the number of job classifications in recent years and
reducing by around 30% DWSD's workforce from 2011 to 2014. As a
result, operating expenses have trended downward over the last
three fiscal years and further savings are expected as DWSD
expects to eliminate an additional 30% of positions by fiscal
2019.

Offsetting reductions in personnel costs are rising expenses
associated with POA assumptions regarding the city's prior general
retirement system plan, in which DWSD employees participate. The
POA - as agreed upon between the city and the DWSD settlement
parties and with the closing of the 2014 bonds - envisions that
DWSD will contribute a total of $409 million during fiscals 2015-
2023 to reduce associated DWSD-related accrued liabilities on an
accelerated basis. Based on negotiations with creditors, annual
contributions of the systems paid as operations and maintenance
expenses will be limited to $24 million with all remaining costs
paid after DWSD debt service. Positively, after fiscal 2023 DWSD
pension benefit costs should drop significantly and be reflective
of normal annual pension costs.

System Leverage Remains High

Fitch expects leverage for both systems to remain high for the
foreseeable future. DWSD's system long-term debt per customer
totaled a high $3,480 for sewer and moderately high $2,150 for
water. Principal payout is relatively normal compared to other
sector credits at just under 80% over 20 years for both water and
sewer.

The systems' 2015-2019 CIPs increased recently to $674 million (a
34% increase) on water and $553 million on sewer (9%). Along with
these increases, additional borrowings are also expected given the
narrower financial margins. For water, planned borrowings more
than doubled, up 67% from original estimates; sewer borrowings are
staying relative flat compared to last year's estimates. The
dramatic rise in projected costs and borrowing on the water side
stem from the near-completion of the updated water master plan.
One major consideration of the update was to evaluate the
feasibility of reducing or repurposing certain water treatment
plants as well as distribution mains in order to more actively
match asset capacity to needs over the next 20 years. The updated
master plan will result in significant near-term investment but
these costs are expected to moderate over time. These additional
capital costs are factored into DWSD's projections.

Broad Service Area Enhances System Stability

The water system is a regional provider serving around 4.2 million
people or nearly 43% of Michigan's population, including the
city's population of over 700,000. The system serves the city on a
retail basis and 124 communities through 84 wholesale contracts.
The service territory consists of 138 square miles in Detroit and
981 square miles in eight counties.

The sewer system is a regional provider serving around 2.8 million
people or nearly 30% of Michigan's population, including the city.
The system serves the city on a retail basis and 76 communities
through 22 wholesale contracts. The service territory consists of
138 square miles in Detroit and 850 square miles in three
counties.

Population and customer growth for both systems have experienced
modest annual declines for a number of years. Detroit's population
in particular has experienced continuous decline, but suburban
areas have picked up most of the migration.

Consistent System Rate Increases

BOWC has consistently raised rates to meet financial and capital
needs. However, unfavorable operating conditions (including very
high delinquencies) and rising fixed costs have muted the positive
revenue impact. With the change in assumptions, DWSD expects that
revenue increases will be limited to 4% annually.


DETROIT, MI: Moody's Rates $774.3MM Water Revenue Bonds 'Ba2'
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba2 rating to Michigan
Finance Authority's Local Government Program Loan Program Revenue
Bonds Water Supply System Revenue Refunding Bonds (Detroit Water
and Sewerage Department Water Supply System Revenue Bonds), $774.3
million Refunding Series 2014D1-5 (senior lien) and Ba3 rating to
its $80.7 million Refunding Series 2014D6-7 (second lien) bonds.
Concurrently, Moody's has also upgraded the outstanding senior and
second lien ratings for the City of Detroit's (MI) Water
Enterprise Revenue Bonds to Ba2 and Ba3 from B1 and B2,
respectively. The outlook for all Water Supply System revenue
ratings is developing.

Issue: Water Supply System Revenue Refunding Senior Lien Local
Project Bonds, Series 2014 D-1, D-2, D-3, D-4, D-5
Rating: Ba2; Sale Amount: $774,290,000; Expected Sale Date:
9/08/2014; Rating Description: Revenue: Government Enterprise

Issue: Water Supply System Revenue Refunding Second Lien Local
Project Bonds, Series 2014 D-6, D-7; Rating: Ba3; Sale Amount:
$80,720,000; Expected Sale Date: 9/08/2014; Rating Description:
Revenue: Government Enterprise

Opinion

Summary Rating Rationale

The Ba2 senior lien and Ba3 second lien ratings reflect three key
factors. First, the rating incorporates the expected closing of
the system's voluntary tender offer, a credit positive event that
in Moody's opinion is not a distressed exhange and which removes
all water revenue debt from the current bankruptcy proceedings of
the City of Detroit (Caa3/negative). This transaction diminishes
the risk of an economic loss to water debt bondholders in the near
term, though the system's rating is constrained by its ongoing
linkage to Detroit as it remains a department of the city. Second,
the rating reflects the system's large and diverse service area
that spans an eight-county region, along with an improved
financial position bolstered by recently enacted operational
efficiencies and new management and governance best practices.
Finally, the rating reflects the system's high leverage that
Moody's expect to further increase as the city pursues its
existing capital plan and continues to undertake an in-depth
assessment of its long term capital needs, some of which remain
unknown at this point.

The developing outlook reflects the ongoing state of flux
regarding the creation of a new regional authority system to
oversee water supply operation, which could result in additional
separation from the city and may be viewed as a credit positive
However, the outlook also reflects the system's ongoing connection
to Detroit, which currently has a negative outlook. The unknowns
related to the creation of the authority, including whether it
will ultimately come online, along with the ties to the city pose
significant unknowns for the system. Upon clarity of these pending
open issues the rating and outlook will be re-evaluated.

STRENGTHS

-- Large metropolitan service area, providing service to 38% of
    residents within the State of Michigan (GO rated
    Aa2/positive)

-- Ample water supply and system-wide capacity for treatment and
    transmission to wholesale customers

-- New management team focusing on optimization plans and
    federal court orders implementing additional operational
    autonomy from the City of Detroit

CHALLENGES

-- Continuing ownership of all system assets by a department of
    the City of Detroit, which pulled the system into the city's
    Chapter 9 bankruptcy filing

-- Highly leveraged system with additional capital needs that
    are currently being assessed, including substantial excess
    treatment capacity

-- Capital plan to address extremely high water loss rate and
    poor condition of in-city distribution system has not yet
    been finalized

-- Availability of water in region and new competition coming
    online that is attracting current customers away from DWSD

Outlook

The developing outlook reflects the ongoing state of flux
regarding the creation of a new regional authority system to
oversee water supply operation, which could result in additional
separation from the city and may be viewed as a credit positive.
However, the outlook also reflects the system's ongoing connection
to Detroit, which currently has a negative outlook. The unknowns
related to the creation of the authority, including whether it
will ultimately come online, along with the ties to the city pose
significant unknowns for the system. Upon clarity of these pending
open issues the rating and outlook will be re-evaluated.

What could change the ratings -- UP:

  -- Upward movement in the city's GO rating

  -- Creation of a Regional Authority that results in credit
     strengthening provisions

  -- Long term stabilization of usage trends

  -- Sustained improvement in debt service coverage

  -- Contract protections to limit loss of wholesale customers
     through competition

What could change the ratings -- DOWN:

-- Downward movement in the city's GO rating

-- Creation of a Regional Authority that results in credit
    weakening provisions

-- Delayed or reduced debt service payments

-- Continued declines in volume trends that materially impact
    operating revenues

-- Failure to continue implementing future rate increases/reduce
    operating expenditures needed to maintain satisfactory debt
    service coverage

-- Increase in capital needs that substantially leverage the
    system and/or reduce liquidity

The principal methodology used in this rating was Analytical
Framework For Water And Sewer System Ratings published in August
1999. An additional methodology used in this rating was Moody's
Approach to Evaluating Distressed Exchanges published in March
2009.


DETROIT, MI: Moody's Rates 2 Sewer Sr. Bond Tranches 'B2'
---------------------------------------------------------
Moody's Investors Service has assigned a Ba2 to the Michigan
Finance Authority's Local Government Loan Program Revenue Bonds
(Detroit Water and Sewerage Department) $152.2 million Series
2014C1-2 (Sewage Revenue Senior Lien), $683.5 million Refunding
Series 2014C3-6 (Sewage Revenue Senior Lien) and a Ba3 to its
$99.8 million Refunding Series 2014C7-8 (Sewage Revenue Second
Lien) Bonds. Concurrently, Moody's has upgraded the outstanding
senior and second lien ratings for the City of Detroit's (MI)
Sewage Disposal Revenue Bonds to Ba2 and Ba3 from B1 and B2,
respectively. The outlook for all Sewage Disposal Revenue ratings
is developing.

Issue: Sewage Disposal System Revenue Senior Lien Local Project
Bonds, Series 2014C-1, C-2; Rating: Ba2; Sale Amount:
$152,160,000; Expected Sale Date: 9/08/2014; Rating Description:
Revenue: Government Enterprise

Issue: Sewage Disposal System Revenue Refunding Senior Lien Local
Project Bonds, Series 2014C-3, C-4, C-5, C-6; Rating: Ba2; Sale
Amount: $683,475,000; Expected Sale Date: 9/08/2014; Rating
Description: Revenue: Government Enterprise

Issue: Sewage Disposal System Revenue Refunding Second Lien Local
Project Bonds, Series 2014C-7, C-8; Rating: Ba3; Sale Amount:
$99,820,000; Expected Sale Date: 9/08/2014; Rating Description:
Revenue: Government Enterprise

Summary Rating Rationale

The Ba2 senior lien and Ba3 second lien ratings reflect three key
factors. First, the rating incorporates the expected closing of
the system's voluntary tender offer, a credit positive event that
in Moody's opinion is not a distressed exchange and which removes
all sewer revenue debt from the current bankruptcy proceedings of
the City of Detroit (Caa3/negative). This transaction diminishes
the risk of an economic loss to sewer debt bondholders in the near
term, though the system's rating is constrained by its ongoing
linkage to Detroit as it remains a department of the city. Second,
the rating reflects the system's large and diverse service area
that spans a three county region, along with an improved financial
position bolstered by ongoing operational efficiencies and
implementation of management and governance best practices.
Finally, the rating reflects the system's high leverage that
Moody's expect to further increase as the city pursues its
existing capital plan and continues to undertake an in-depth
assessment of its long term capital needs.

The developing outlook reflects the ongoing state of flux
regarding the creation of a new regional authority system to
oversee sewage disposal operation, which could result in
additional separation from the city and may be viewed as a credit
positive However, the outlook also reflects the system's ongoing
connection to Detroit, which currently has a negative outlook. The
unknowns related to the creation of the authority, including
whether it will ultimately come online, along with the ties to the
city pose significant unknowns for the system. Upon clarity of
these pending open issues the rating and outlook will be re-
evaluated.

Strengths

-- Large metropolitan service area, providing treatment and
    disposal services to 28% of residents in the State of
    Michigan (GO rated Aa2/positive)

-- Large treatment plant with limited options for customers to
    replicate a cost-effective alternative to services provided

-- New management team focusing on optimization plans and
    federal court orders implementing additional operational
    autonomy from the City of Detroit

Challenges

-- Continuing ownership of all system assets by a department of
    the City of Detroit, which pulled the system into the city's
    Chapter 9 bankruptcy filing

-- Highly leveraged system with additional capital needs that
    are currently being assessed, including substantial excess
    treatment capacity

-- New competition coming online that may attract current
    customers away from DWSD

Outlook

The developing outlook reflects the ongoing state of flux
regarding the creation of a new regional authority system to
oversee sewage disposal operation, which could result in
additional separation from the city and may be viewed as a credit
positive. However, the outlook also reflects the system's ongoing
connection to Detroit, which currently has a negative outlook. The
unknowns related to the creation of the authority, including
whether it will ultimately come online, along with the ties to the
city pose significant unknowns for the system. Upon clarity of
these pending open issues the rating and outlook will be re-
evaluated.

What could change the ratings -- UP:

-- Upward movement in the city's GO rating

-- Creation of a Regional Authority that results in credit
    strengthening provisions

-- Long term stabilization of usage trends

-- Sustained improvement in debt service coverage

What could change the ratings -- DOWN:

-- Downward movement in the city's GO rating

-- Creation of a Regional Authority that results in credit
    weakening provisions

-- Delayed or reduced debt service payments

-- Continued declines in volume trends that materially impact
    operating revenues

-- Failure to continue implementing future rate increases/reduce
    operating expenditures needed to maintain satisfactory debt
    service coverage

-- Increase in capital needs that substantially leverage the
    system and/or reduce liquidity

The principal methodology used in this rating was Analytical
Framework For Water And Sewer System Ratings published in August
1999. An additional methodology used in this rating was Moody's
Approach to Evaluating Distressed Exchanges published in March
2009.


DETROIT SERVICE: S&P Lowers Rating on 2011 Revenue Bonds to 'BB-'
-----------------------------------------------------------------
Standard & Poor's Rating Services lowered its rating two notches,
to 'BB-' from 'BB+', on Michigan Finance Authority's series 2011
public school academy limited obligation revenue and refunding
bonds, issued on behalf of Detroit Service Learning Academy
(DSLA).  The outlook is stable.

"The 'BB-' rating reflects our view of DSLA's recent issuance of
$6 million in unrated, private-placement debt to acquire and
renovate an additional school building to support its expansion
efforts," said Standard & Poor's credit analyst Ashley
Ramchandani.

The building is the former campus of Detroit West Preparatory
Academy, which closed earlier this summer following nonrenewal of
the school's charter; through this recent transaction, DSLA is
essentially purchasing the outstanding bonds of Detroit West and
acquiring its facility.  The payments on the $6 million of
additional debt are structured as interest only until March 2018,
at which time a balloon payment of approximately $6.3 million due.

"The rating change further reflects our view of the additional
debt associated with the academy's expansion, resulting in thin
pro forma maximum annual debt service coverage of 1.1x, a
projected decrease in days' cash on hand to 28 -- although we note
this decrease in cash is partly attributable to the timing of
government receivables and was at 42 days as of the July financial
statements, and the risk associated with the structure of the
private placement, particularly since DSLA's unrestricted reserves
are not at a level sufficient to cover this contingent liability,"
added Ms. Ramchandani.

Initially chartered as the YMCA Service Learning Academy by Lake
Superior State University in 1999, DSLA is located in northwest
Detroit and currently serves more than 1,100 predominantly
underprivileged students in kindergarten through grade eight.


DOGWOOD PROPERTIES: Court Confirms 3 Amended Reorganization Plan
----------------------------------------------------------------
The Hon. Jennie D. Latta of the U.S. Bankruptcy Court for the
Western District of Tennessee has entered an order confirming
Dogwood Propertiers, G.P.'s Third Amended Plan of Reorganization.

As reported by the Troubled Company Reporter on July 21, 2014, the
Court approved an agreed order modifying the Plan to provide for
payment to Michael Murphy of post-petition attorney fees in the
amount of $2,500 upon Confirmation of the Plan.  The Plan was
modified to add the following language to Paragraph 4.17 of the
Plan with regard to the Class 17 Claim of Michael Murphy: Upon
Confirmation of the Plan, Debtor shall pay creditor post-petition
attorney fees in the amount of $2,500.

The Plan will be carried out and funded by future rental income
generated by the Debtor.  Under the Plan, unsecured priority
claims (Class 2) will be paid in full within 60 months following
the Petition Date of Feb. 16, 2013.  Holders of general unsecured
claims (Class 23) will recover 100% in 360 equal monthly
installments beginning on or before 90 days after the Effective
Date of the Plan without interest.  The existing equity interest
in the Debtor (Class 24) will be retained.

Cash Collateral Use

The Court entered on July 18, 2014, an agreed final order on the
Debtor's motion to use cash collateral of RREF RB Acquisitions,
LLC dba Rialto Capital.

RREF is a secured creditor of the Debtor and holds first priority
deeds of trust on certain real property owned by the Debtor.  The
indebtedness owed by Debtor to RREF relating to the RREF
Properties has been personally guaranteed by Philip C.
Chamberlain, II, and Jon E. McCreery.  According to the Debtor's
schedules, the RREF Properties have a value of $1.53 million.
RREF has filed a proof of claim for $2.38 million.  Consequently,
there is no equity in the RREF Properties.

Termination of Automatic Stay

On July 18, the Court also granted RREF's motion to terminate the
automatic stay.  The automatic stay is terminated as to RREF, the
RREF Properties, and the proceeds thereof effectively immediately
so that RREF is not stayed for 14 days before exercising its
rights and remedies including, without limitation, the right to
give notices or issue communications to Debtor as are necessary or
appropriate in order for RREF to exercise its remedies.  The
Debtor and Guarantors are released from personal liability on the
indebtedness.  RREF is released from any claims or causes of
action that would impair, impede or deprive RREF from foreclosing
on the RREF Properties and applying the proceeds thereof to the
indebtedness secured by the deeds of trust on the RREF Properties.

                     About Dogwood Properties

Dogwood Properties, G.P., owns and operates 110 single-family
rental homes, all located in Shelby and DeSoto counties in
Tennessee.  The total value of its real estate holdings is
estimated to be $9,985,000.  Dogwood has nine secured lenders who
are owed a total of approximately $14,486,000.

Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn.
Case No. 13-21712) on Feb. 16, 2013.  Judge Jennie D. Latta
presides over the case.  Russell W. Savory, Esq., at Gotten,
Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel.


DOMUM LOCIS: Blocks Lloyds' Plea for Relief From Stay
-----------------------------------------------------
Domum Locis LLC filed with the U.S. Bankruptcy Court for the
Central District of California an objection to the motion of
Lloyds TSB Bank plc, nka Lloyds Bank plc, for relief from the
automatic stay and relief from turnover by prepetition receiver or
other custodian.

Lloyds Bank's interest in the property at 1614-1618 The Stand,
Hermosa Beach, CA 90254; 1308 North Flores Street, West Hollywood,
CA 90069; and 424 West Vista Chino Road, Palm Springs,
CA 92262, are not adequately protected.  The Debtor, according to
Lloyds Bank, has no equity in the Property.

According to Lloyds Bank, the Debtor has mismanaged the Property.
The custodian can more effectively manage the Debtor's multi-unit
residential, during the bankruptcy proceedings.  The Debtor is not
an appropriate fiduciary to collect and disburse proceeds of the
Property for the benefit of the estate.

A copy of the motion is available for free at:

         http://bankrupt.com/misc/DOMUMLOCIS_11_stay.pdf

The Debtor's Aug. 1, 2014 objection to the motion says that
"through countless attacks against the Debtor and twisting a
multitude of facts and law in its favor, Lloyds attempts to
distract the Court from the old and well established judicially
declared rule that a state court receivership proceeding
cannot be used to preclude the Debtor from seeking federal
bankruptcy protection.  Indeed, Lloyds' motion is another
aggressive tactic orchestrated by Lloyds to attempt to thwart the
Debtor's efforts to protect the Debtor's equity in three valuable
real estate properties commonly referred to as the 'North Flores
Property,' the 'Strand Property,' and the 'Vista Chino Property.'"

A copy of the objection is available for free at:

        http://bankrupt.com/misc/DOMUMLOCIS_34_stayobj.pdf

On Aug. 1, Peter C. Anderson, the U.S. Trustee for Region 16,
filed with the Court an objection to the motion requesting
that the receiver be excused from turnover.  The U.S. Trustee says
that it takes no position on the motion for relief from the
automatic stay.

The U.S. Trustee states in the Aug. 1 court filing that as of the
duties of a receiver retained in possession under U.S.C. Section
543(d) appear limited to preservation and care of the Property
under his control, it is unclear what role the Debtor may have in
this bankruptcy or how to ensure the progress of the case.  The
U.S. Trustee is cognizant that a concurrent motion for relief from
stay has been filed together with the motion to excuse turnover.
The U.S. Trustee has no objection to the secured lender's motion
to excuse turnover until the time as the motion for relief from
stay has been adjudicated.  The U.S. Trustee requests that the
secured creditor address the list of concerns should the secured
creditor's instant motion for relief from stay be denied.

The U.S. Trustee says that while the motion suggest that the
receiver will take over the function of filing monthly operating
reports, the responsibility of executing the documents remains
that of the Debtor.  According to the U.S. Trustee, it is unclear:
(i) how the Debtor, if the receiver is excused from turnover, will
execute the Debtor Monthly Operating Reports;
(ii) how issues arising with the use of cash collateral may be
dealt with if the receiver is excused from the turnover;
(iii) how the ability of the Debtor to file a plan of
reorganization will be impacted if the receiver is excused from
the turnover; (iv) how issues regarding disputes concerning
disbursements of estate monies if the receiver is excused from
turnover will be dealt with; (v) the additional costs of
maintaining the receiver will be in the event the receiver
is excused from the turnover; and (vi) who will appear to apprized
the U.S. Trustee and the Debtor's creditors at the 341 examination
of the current status of the Debtor's operations if the receiver
is excused from turnover.

A hearing on the motion was set for Aug. 5, 2014, at 2:30 p.m.

                       About Domum Locis

Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Calif. Case No. 14-23301) on July 11, 2014.  Michael J.
Kilroy signed the petition as managing member.  The Debtor
estimated assets and liabilities of at least $10 million.  Cypress
LLP serves as the Debtor's counsel.  Judge Robert N. Kwan presides
over the case.


DOMUM LOCIS: Fights Lloyds' Objection to Cash Collateral Use
------------------------------------------------------------
Domum Locis LLC filed with the U.S. Bankruptcy Court for the
Central District of California a motion for authorization to use
cash collateral from Aug. 1, 2014, through Nov. 30, 2014, to pay
(i) the expenses of maintaining and operating the Properties; (ii)
initial adequate protection payments to Lloyds' TSB Bank and Jack
Cameron; and (iii) quarterly fees owing to the Office of the U.S.
Trustee and all expenses owing to the Clerk of the Bankruptcy
Court.

Lloyds, the Debtor's primary creditor, asserts that it is
currently owed a total of approximately $13.02 million.  The
Debtor disputes the amount, saying that based upon the Debtor's
books and records, the Debtor believes that the lender currently
holds a total claim for the unpaid principal balance in the
approximate sum of $10.51 million.  The Debtor believes that
Lloyds is owed the maximum amount of $800,000.

The Debtor's property located at located at 1614-1618 The Strand,
Hermosa Beach, California, is encumbered by a second lien in favor
of Mr. Cameron in the amount of $700,000, plus 6% interest per
annum on the unpaid principal balance payable monthly in the
amount of $3,500.

According to the Debtor, Lloyds is oversecured and adequately
protected by a significant equity cushion.  The current appraised
value of the Debtor's properties located at 1308 N. Flores Street,
West Hollywood, California 90069, and 424 W. Vista
Chino, Palm Springs, California 92262, that is also a part
of the Debtor's estate, and the North Flores Property, are
$14.47 million.  The current amount of Lloyd's claim by the
Debtor's calculations is approximately $11.31 million.
Accordingly, Lloyds is secured by an equity cushion of
approximately 21.85%.  The Debtor's continued operation and
maintenance of the Properties will adequately protect Lloyds (and
Mr. Cameron) as the Debtor will continue to generate revenue and
preserve the value of the Properties.  Other courts have
determined that the Debtor's continued business operations can
constitute the adequate protection of a secured creditor.

As additional adequate protection, the Debtor will make quarterly
interest payments in the amount of $40,492 in respect of the
prepetition debt that accrued prior to the Petition Date and will
accrue subsequent to the Petition Date.  The Debtor will also make
monthly interest payments in the amount of $3,500 to Mr. Cameron,
who is the holder of the second deed of trust on the Strand
Property.

A copy of the motion is available for free at:

       http://bankrupt.com/misc/DOMUMLOCIS_3_cashcoll.pdf

On July 22, 2014, Lloyds, secured lender to Michael Kilroy, the
sole member of the Debtor, filed an objection to the Debtors'
motion for an entry of an order authorizing the Debtor to
use cash collateral.

Lloyds claims that the Debtor's cash collateral motion is entirely
premised on the Debtor's erroneous assertion that the North Flores
Property, the Strand Property, and the Vista Chino Property are
assets of the Debtor's estate under Section 541
of the Bankruptcy Code.  The Debtor, says Lloyds, has no legal or
equitable interests in the North Flores, the Strand, or the Vista
Chino properties because the Debtor's sole member, Mr. Kilroy,
unlawfully transferred them to the Debtor in direct violation of
state court receivership orders.  The Kilroy Properties are not
rightfully property of the Debtor's estate, and as a result, the
Debtor should be denied the authority to seek to use the cash
collateral generated by the Kilroy Properties.

A copy of the objection is available for free at:

      http://bankrupt.com/misc/DOMUMLOCIS_15_cashcollobj.pdf

Lloyds is represented by:

      Squire Patton Boggs (US) LLP
      Anne Choi Goodwin, Esq.
      Gabriel Colwell, Esq.
      Emily L. Wallerstein, Esq.
      555 South Flower Street, 31st Floor
      Los Angeles, California 90071
      Tel: (213) 624-2500
      Fax: (213) 623-4581
      E-mail: anne.goodwin@squirepb.com
              gabriel.colwell@squirepb.com
              emily.wallerstein@squirepb.com

The Debtor responded to the objection on July 29, 2014, saying
that Lloyds' opposition to the cash collateral motion must be
denied.  The Debtor insists that the Properties constitute
property of the estate, and the alleged "bad acts" of Mr. Kilroy
have no bearing on the determination of what constitutes property
of the estate.  Lloyds, says the Debtor, is adequately protected
because the Debtor has substantial equity in the Properties (in
excess of $5.3 million).

According to the Debtor, Lloyd will not suffer diminution in value
because (i) Lloyds has an equity cushion in the amount of $4.60
million, (ii) the Properties are rising in value, (iii) the Debtor
will consent to an increased adequate protection payment as
requested by Lloyds for North Flores and Vista Chino Properties;
(iv) and the Debtor will grant replacement liens on postpetition
assets to the same extent and priority as existed prepetition as
additional adequate protection.

A copy of the response is available for free at:

     http://bankrupt.com/misc/DOMUMLOCIS_26_cashcollresp.pdf

                       About Domum Locis

Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Calif. Case No. 14-23301) on July 11, 2014.  Michael J.
Kilroy signed the petition as managing member.  The Debtor
estimated assets and liabilities of at least $10 million.  Cypress
LLP serves as the Debtor's counsel.  Judge Robert N. Kwan presides
over the case.


DOMUM LOCIS: Taps Cypress LLP as General Bankruptcy Counsel
-----------------------------------------------------------
Domum Locis LLC seeks permission from the U.S. Bankruptcy Court
for the Central District of California to employ Cypress LLP as
general bankruptcy counsel.

Cypress will, among other things, assist the Debtor in the
negotiation, formulation, preparation and confirmation of a plan
of reorganization and the preparation of a disclosure statement in
respect of the plan; and perform any other services that may be
appropriate in Cypress' representation of the Debtor during this
bankruptcy case.

Cypress has received a $61,717 pre-petition in connection with its
representation as the Debtor's reorganization bankruptcy counsel.
The amount of $21,858 was applied to pre-petition services
rendered to the Debtor and the balance of $39,859 is presently
held by Cypress as an advanced retainer for post-petition
services.  Howard S. Levine, Esq., is the primary attorney on the
case and his hourly rate is $575.  Other Cypress rates range from
$650 per hour for senior attorneys, $495 per hour for associates
and $150 per hour for paralegals.

Howard S. Levine, Esq., an attorney at Cypress, attests to the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.

                       About Domum Locis

Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Calif. Case No. 14-23301) on July 11, 2014.  Michael J.
Kilroy signed the petition as managing member.  The Debtor
estimated assets and liabilities of at least $10 million.  Cypress
LLP serves as the Debtor's counsel.  Judge Robert N. Kwan presides
over the case.


DOMUM LOCIS: Files Schedules of Assets and Liabilities
------------------------------------------------------
Domum Locis LLC filed with the U.S. Bankruptcy Court for the
Central District of California  its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $14,470,000
  B. Personal Property              $101,293
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $9,940,000
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $644,281
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                          $459,596
                                 -----------      -----------
        Total                    $14,571,293      $11,043,877

A copy of the Schedules is available for free at:

         http://bankrupt.com/misc/DOMUMLOCIS_23_sal.pdf

                       About Domum Locis

Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Calif. Case No. 14-23301) on July 11, 2014.  Michael J.
Kilroy signed the petition as managing member.  The Debtor
estimated assets and liabilities of at least $10 million.  Cypress
LLP serves as the Debtor's counsel.  Judge Robert N. Kwan presides
over the case.


DUNE ENERGY: Incurs $33.2 Million Net Loss in Second Quarter
------------------------------------------------------------
Dune Energy, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $33.19 million on $13.09 million of total revenues for the
three months ended June 30, 2014, as compared to a net loss of
$1.34 million on $16.78 million of total revenues for the same
period last year.

Net loss for the six months ended June 30, 2014, was $35.69
million as compared to a net loss of $4.55 million for the six
months ended June 30, 2013.

As of June 30, 2014, the Company had $231.47 million in total
assets, $143.03 million in total liabilities and $88.43 million in
total stockholders' equity.

                           Going Concern

"We monitor our financial progress very carefully and attempt to
adjust our available projects in order to meet all of the
covenants of the Credit Agreement.  Notwithstanding these efforts,
our future revolver availability is also driven by the amount of
Notes outstanding, as they are part of the EBITDAX covenant
calculation used to determine our borrowing limit under the
revolver.  As a result of the PIK feature contained in the Notes,
the amount outstanding has increased over time and, therefore,
continues to put pressure on the EBITDAX covenant and limit
borrowing availability.  As we are no longer in compliance with
the financial covenant of the Credit Agreement, additional
borrowings may not permitted, and the outstanding revolver loans
may become due and payable upon notice to us by the Bank of
Montreal.  Absent relief from the Credit Agreement Lenders, the
restructuring of a material portion of the Notes or the emergence
of a new lender, our ability to meet our obligations in due course
is threatened.  Management is currently in discussions with all
parties and seeking new credit providers or other strategic
alternatives in an effort to resolve this liquidity stalemate.

"These and other factors raise substantial doubt about our ability
to continue as a going concern for the next twelve months," the
Company stated in the Form 10-Q Report.

A full-text copy of the Second Quarter Report is available for
free at http://is.gd/7Wji48

                        About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

Dune Energy reported a net loss of $46.98 million in 2013, a net
loss of $7.85 million in 2012 and a net loss of $60.41 million in
2011.


DIALOGIC INC: Had $2MM Q2 Loss, Warns of Possible Bankruptcy
------------------------------------------------------------
Dialogic Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.34 million on $31.45 million of total revenue for the three
months ended June 30, 2014, as compared with a net loss of $5.68
million on $31.07 million of total revenue for the same period in
2013.

For the six months ended June 30, 2014, the Company incurred a net
loss of $7.59 million on $59.88 million of total revenue as
compared with a net loss of $16.04 million on $64.87 million of
total revenue for the same period last year.

The Company's balance sheet at June 30, 2014, showed $60.57
million in total assets, $134.74 million in total liabilities, and
a $74.17 million total stockholders' deficit.

"Based on the Company's current plans and business conditions,
including the restructuring actions that were taken at the end of
2013 and additional cost-cutting measures that the Company expects
to employ during 2014, it believes that its existing cash and cash
equivalents, expected cash generated from operations and available
credit facilities will be sufficient to satisfy its anticipated
cash requirements through the end of 2014; however if the debt is
not restructured or refinanced the Company will not have the
ability to repay its debt when due and there would be substantial
doubt that the Company could continue as a going concern," the
Company stated in the Form 10-Q report.

The Company also warned it would likely need to seek protection
under the provisions of the U.S. Bankruptcy Code or its affiliates
might be required to seek protection under the provisions of
applicable bankruptcy codes in other jurisdictions the event of an
acceleration of the Company's obligations under the Revolving
Credit Agreement or Term Loan Agreement prior to their maturity or
if the agreements are not extended or otherwise restructured as of
March 31, 2015, and the Company fails to pay the amounts that
would then become due.

"In order for the Company to meet the debt repayment requirements
under the Term Loan Agreement and the Revolving Credit Agreement,
the Company will need to raise additional capital by refinancing
its debt, raising equity capital or selling assets.  Uncertainty
in future credit markets may negatively impact the Company's
ability to access debt financing or to refinance existing
indebtedness in the future on favorable terms, or at all.  If
additional capital is raised through the issuance of debt
securities or other debt financing, the terms of such debt may
include different financial covenants, restrictions and financial
ratios other than what the Company currently operates under.  Any
equity financing transaction would result in additional dilution
to the Company's existing stockholders," the Company added.

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

                         http://is.gd/8boxSg

                           About Dialogic

Milpitas, Cal.-based Dialogic Inc. provides communications
platforms and technology that enable developers and service
providers to build and deploy innovative applications without
concern for the complexities of the communication medium or
network.

Dialogic reported a net loss of $53.93 million in 2013, following
a net loss of $37.61 million in 2012.


DYNAMIC INVESTMENTS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Dynamic Investments, LLC
        2913 Highway 184 East
        P.O. Box 365
        Laurel, MS 39441

Case No.: 14-51334

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       Southern District of Mississippi
       (Gulfport-6 Divisional Office)

Judge: Hon. Katharine M. Samson

Debtor's Counsel: Craig M. Geno, Esq.
                  LAW OFFICES OF CRAIG M. GENO, PLLC
                  587 Highland Colony Pkwy.
                  Ridgeland, MS 39157
                  Tel: 601 427-0048
                  Fax: 601-427-0050
                  Email: cmgeno@cmgenolaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Benjamin T. Howse, member.

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


EDWARD I. NWOKEDI: Former Counsel Awarded $24,000 in Fees
---------------------------------------------------------
Bankruptcy Judge Marvin Isgur awarded Margaret McClure, former
Chapter 11 counsel to debtor Edward I. Nwokedi, $24,000 in fees
pursuant to her Second Final Chapter 11 Fee Application.

Mr. Nwokedi filed his voluntary chapter 11 petition (Bankr. S.D.
Tex. Case No. 12-32759) on April 11, 2012.  McClure provided legal
representation for Nwokedi from April 5, 2012 through August 16,
2013.

At the behest of Unlimited Restoration Specialist, Inc., the court
on May 22, 2012, ordered the appointment of a chapter 11 trustee,
and on May 29, 2012, approved the appointment of Lowell T. Cage as
the trustee.

McClure continued to represent Mr. Nwokedi on several matters
related to his bankruptcy case.  On July 13, 2012, the Court
entered an Order authorizing Mr. Nwokedi to retain and employ
McClure to represent him in connection with the bankruptcy, but
the order only authorized employment through May 22, 2012.

Although the Order terminated McClure as an estate representative
effective May 23, 2012, the Order did not preclude Mr. Nwokedi
from continuing to use McClure's services. The issue was not
addressed in the Order.  With the Trustee's consent, Mr. Nwokedi
continued to use McClure as his lawyer.

On August 1, 2013, McClure's representation of Mr. Nwokedi was
terminated.  On August 13, 2013, Joshua Wolfshol appeared as
counsel for Mr. Nwokedi.

On March 31, 2014, the Court entered an Order confirming Nwokedi's
Second Amended Joint Chapter 11 Plan.  The plan was jointly filed
for the Nwokedi case and a related case, 1002 Gemini Interests
LLC. The plan provides for a 100% distribution to the unsecured
creditors in the Nwokedi and Gemini cases.

At the confirmation hearing, the parties discussed whether McClure
should be allowed to recover her legal fees from the estate for
work performed after the appointment of a chapter 11 Trustee. By
agreement of all parties, the Court authorized McClure to request
fees from the Plan Agent.  The Plan provided that, McClure's "fees
and expenses incurred in her representation of Nwokedi after the
Trustee's appointment shall be paid by the Plan Agent, to the
extent allowed by Court order, as a Professional Fee Claim. The
foregoing does not prejudice any party's right, including Nwokedi,
the Plan Agent and URSI, to object to the amount of McClure's
requested fees and expenses and all such rights are fully
preserved."

Accordingly, although authorization for payment of McClure's fees
is not contained in Sec. 330 of the Bankruptcy Code (she was no
longer an Estate officer), the authorization became part of the
confirmed plan.

On April 22, 2014, McClure filed a Second Final Chapter 11 Fee
Application seeking a total of $35,884.70 for the period of May
29, 2013 through August 16, 2013.

On May 12, 2014, United Restoration Specialist objected, arguing
that "allowing Debtor's former counsel to recover compensation and
expenses after the appointment of a Chapter 11 Trustee is not
permitted under the plain language of Section 330 of the
Bankruptcy Code, the U.S. Supreme Court's holding in Lamie, the
Fifth Circuit's holding in Pro-Snax and Pro-Snax's progeny."

On May 15, 2014, URI filed an Amended Objection to McClure's
Application and withdrew the initial argument in light of
paragraph 41 of the Court's Order Confirming the Second Amended
Plan.

On May 13, 2014, Mr. Nwokedi filed a notice announcing that the
debtor and the plan agent did not object to McClure's Application
because she agreed to reduce the total amount requested to
$24,000.

On June 9, 2014, the Court held a hearing on McClure's Second
Final Chapter 11 Fee Application. At the hearing, McClure
confirmed that she has agreed to reduce her fees from $35,884 to
$24,000.

A copy of Judge Isgur's August 22 Memorandum Opinion is available
at http://tinyurl.com/ky537pdfrom Leagle.com.


EMPIRE RESORTS: Incurs $10.3 Million Net Loss in Second Quarter
---------------------------------------------------------------
Empire Resorts, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
applicable to common shares of $10.34 million on $16.21 million of
net revenues for the three months ended June 30, 2014, as compared
with a net loss applicable to common shares of $6.12 million on
$18.92 million of net revenues for the same period last year.

For the six months ended June 30, 2014, the Company reported a net
loss applicable to common shares of $15.74 million on $30.82
million of net revenues as compared with a net loss applicable to
common shares of $6.96 million on $35.75 million of net revenues
for the same period during the prior year.

As of June 30, 2014, the Company had $46.11 million in total
assets, $55.62 million in total liabilities and a $9.51 million
total stockholders' deficit.

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

                        http://is.gd/LmHgM2

                        About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Empire Resorts reported a net loss applicable to common shares of
$27.05 million in 2013 following a net loss applicable to common
shares of $2.26 million in 2012.


ENERGY FUTURE: Extends Bid Submission Deadline for Oncor
--------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Energy Future Holdings Corp. said interest among potential bidders
is running so high that it is extending a competition for the
rights to a majority stake in Oncor, its valuable Texas
transmissions business.

In papers filed with the U.S. Bankruptcy Court for the District of
Delaware, Energy Future said, that given the interest in
Reorganized EFH expressed by potential strategic and financial
bidders, Energy Future and its debtor affiliates have decided to
extend the time frame for determining the highest and otherwise
best bid for Reorganized EFH and seek Court approval of the
process for doing so.  The decision, according to the Debtors, is
based on extensive consultations with potential bidders and key
creditor constituencies.

The Debtors further said in court papers that, in September, they
intend to file a motion seeking approval for the procedures and
deadlines that will govern the marketing process.  During the
marketing process, the Debtors also intend to further advance
their ongoing discussions with creditors groups regarding a value-
maximizing plan of reorganization.  The Debtors said these two
initiatives, among others, will serve as the platform for their
successful emergence from Chapter 11.

As a result of the Debtors' filing of their plan to ran an auction
process for the equity of reorganized EFH, NextEra Energy, Inc.,
which submitted a joint proposal for a comprehensive restructuring
of EFH, withdrew the proposal.  NextEra's strategic proposal
included (i) a cash contribution by NextEra, and (ii) a tax-free
merger of reorganized EFH with a subsidiary of NextEra in an all-
stock merger in which NextEra would acquire 100% of reorganized
EFH common stock in exchange for NextEra common stock.

                      About Energy Future

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

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

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

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

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

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

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

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

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


EXIDE TECHNOLOGIES: Seeks to Hire A&M to Provide Project Manager
----------------------------------------------------------------
Exide Technologies ask the U.S. Bankruptcy Court for the District
of Delaware for permission to employ Alvarez & Marsal North
America LLC to:

   i) provide the Debtor with a project manager for its Vernon,
      California facility; and

  ii) designate Bob Lewis as the Vernon Project Manager.

A hearing is set on Sept. 3, 2014 at 10:00 a.m. (Eastern) to
consider approval of the Debtor's request.  Objections, if any,
are due Aug. 18, 2014 at 4:00 p.m. (Eastern).

The Vernon Project Manager will assume an executive officer
position with Exide and provide project management oversight of
various workstreams at its Vernon Facility including:

  a) Coordination and oversight of the implementation of the risk
     reduction plan at the Vernon Facility;

  b) Coordination and the oversight of the permit application
     process with the Department of Toxic Substances Control;

  c) Coordination and the oversight of the implementation of the
     soil sampling project with the Department of Toxic Substances
     Control;

  d) Coordination and the oversight of community relations and
     media outreach plans related to the Vernon Facility;

  e) Development and maintenance of a project room to centralize
     and coordinate the workstreams;

  f) Coordination of key stakeholder communications, meetings,
     monthly compliance reporting, and site visits; and

  g) Coordination with and support of Exide's legal team in
     connection with Vernon matters.

The Debtor has agreed to compensate the firm $455 per hour in
consideration for Mr. Lewis serving as the Vernon Project Manager.

Robert Caruso, Managing Director of the firm, assures the Court
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.

                    About Exide Technologies

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

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

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

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

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

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

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


EXIDE TECHNOLOGIES: Wants to Hire FTI as Forensic Accountants
-------------------------------------------------------------
Exide Technologies asks the U.S. Bankruptcy Court for the District
of Delaware for permission to employ FTI Consulting Inc. as its
forensic accountants and advisors to facilitate Akin Gump Strauss
Hauer & Feld LLP's ability to provide legal counsel to the audit
committee in connection with the potential inventory
overstatement.

A hearing is set on Sept. 3, 2014 at 10:00 a.m. (Eastern) to
consider approval of the Debtor's request.  Objections, if any,
are due Aug. 18, at 4:00 p.m. (Eastern).

The firm's customary hourly rates are:

   Senior Managing Director       $615 to $800
   Managing Director              $550 to $625
   Senior Director                $520 to $570
   Director                       $435 to $535
   Senior Consultant              $335 to $435
   Consultant                     $260 to $325
   Project Assistant              $160 to $250

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

                    About Exide Technologies

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

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

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

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

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

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

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


FAB UNIVERSAL: NYSE MKT Delisting Proceedings Ongoing
-----------------------------------------------------
FAB Universal announced that the company's stock began trading
over-the-counter under the symbol FABU on Aug. 12, 2014 and said
that the stock will remain "listed" on the NYSE MKT until the
conclusion of the NYSE MKT appeal process.

On April 28, 2014, the Staff of NYSE Regulation issued a letter to
the Company indicating that its common stock was subject to being
delisted from the NYSE MKT exchange because the Company had not
timely filed its Form 10-K for the fiscal year ended Dec. 31,
2013.  In response, the Company requested a hearing before an
independent Listing Qualifications Panel.  The hearing was
scheduled for July 16, 2014.

Prior to July 16, 2014, the Company filed its Form 10-K for the
fiscal year ended December 31, 2013 and its Form 10-Q for the
quarter ended March 31, 2014.  In response, the Staff determined
to adjourn the hearing pending the receipt and review of
additional information relating to the above referenced
investigation.  On Aug. 11, 2014, the Staff issued a letter to the
Company indicating that the Staff had determined to convert the
trading halt to a trading suspension and to commence proceedings
to delist the Company's common stock from the NYSE MKT.  As a
result, the Company's common stock began trading over-the-counter
under the symbol FABU on Aug. 12, 2014.  The Staff's determination
was based on their finding, pursuant to Section 1003(f)(ii) of the
NYSE MKT Company Guide, that the Company or its management may
have engaged in operations which, in the opinion of Staff, are
contrary to the public interest.  Accordingly, the Company again
has the right to appeal the Staff's determination to the Panel.
Given the Company's disagreement with the Staff's determination,
the Company intends to promptly request a hearing before the
Panel.  While trading will remain suspended on the NYSE MKT and
continue in the over-the-counter market, the Company's common
stock will remain "listed" on the NYSE MKT until the conclusion of
the NYSE MKT appeal process.

                     About FAB Universal Corp.

Headquartered in Pittsburgh, FAB Universal Corp. --
http://www.fabuniversal.com-- is a worldwide distributor of
digital media and entertainment.  FAB delivers media to its
customers worldwide through Intelligent Kiosks, Retail Stores and
Franchises, and online through Apple iTunes and Google Android.
The Company distributes billions of movie, music, podcast, TV show
and other digital files to consumers in 240 countries through
three business units: Digital Media Services, Retail Media Sales
and Wholesale Media Distribution.  Sales of digital media are
generated through the kiosks networks, subscription sales for
mobile devices, smartphone Apps and Netflix-like subscription
models.  In 2011, the Company distributed billions of downloads of
copyrighted music, video games, ringtones, ebooks, movies and
podcasts to over 50 million people worldwide through iPods,
iPhones, iPads, iTunes, Blackberrys, Windows Phones, Androids and
many other devices and destinations.


FALCON STEEL: Taps Western Operations as Financial Consultant
-------------------------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC ask for permission
from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the
Northern District of Texas to employ Western Operations, LLC as
financial consultant, effective June 29, 2014 petition date.

The Debtors require Western Operations to provide the following
services:

   (a) Strategic Analysis.  Western Operations shall conduct a
       strategic analysis to identify financial and
       recapitalization opportunities for the Company.  Western
       Operations shall provide the Debtors with financial
       information, analysis, consultation and advice concerning a
       range of potential financing and recapitalization
       opportunities for the Debtors' business;

   (b) Financing/Recapitalization of Company.  Following the
       completion of the strategic analysis described above,
       Western Operations shall undertake to obtain interest from
       and negotiate with potential lenders or equity partners for
       the Company.  In this regard, the Company shall provide to
       Western Operations the terms and conditions under which the
       Company would be willing to refinance and recapitalize the
       Company.  Western Operations shall thereafter undertake to
       locate lenders or equity partners ready, willing, and able
       to finance or recapitalize the Company within the
       parameters provided by the Company.

   (c) Chapter 11 Support.  As a part of the Company's chapter 11
       proceedings, the Company may requires that Western
       Operations provide one or both of the following additional
       services:

       -- identify and secure a source for debtor-in-possession
          financing ("DIP Financing") to provide short term
          operating cash for the business.

       -- support the Company and its legal advisors to negotiate
          a restructuring of the senior secured debt in place with
          Texas Capital Bank ("Bank Debt") as part of a plan of
          reorganization.

The Engagement Agreement provides that Western Operations shall
receive a fee equal to 4% of the total amount of the "Transaction
Value" provided to the Debtors.

The Engagement Agreement further provides that in the even a
letter of intent or other similar instrument ("LOI") has been
signed between the Company and a purchaser and thereafter the
Company decides for any reason not to complete the sale or
financing at the agreed-upon terms of the LOI, the Company shall
be responsible for paying Western Operations a fee equal to 1% of
the Transaction Value as provided in the LOI.

In addition, in consideration of Western Operations' support of
the Company during bankruptcy, under the terms of the Engagement
Agreement, Western Operations is to receive the following fees:

   (a) If the Company secures DIP Financing, Western Operations
       shall receive $50,000 or 4% of the amount of the DIP
       Financing, whichever is greater; and

   (b) If the Company renegotiates the Bank Debt as part of a
       Chapter 11 reorganization, Western Operations shall receive
       $250,000.

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

Western Operations can be reached at:

       Alem Boukadoum
       WESTERN OPERATIONS, LLC
       3100 W 7th St Ste 300
       Fort Worth, TX 76107-2796

                    About Falcon Steel Company

Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014.  Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.

The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).

Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.

Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas.  The company's corporate headquarters
is located at its Haltom City plant.  It currently employs
approximately 255 employees.

Falcon Steel estimated assets and debt of $10 million to $50
million.

The Debtors have tapped Forshey & Prostok, LLP, as counsel.

The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.

Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC


FALCON STEEL: Hires Decker Jones as Special Corporate Counsel
-------------------------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC ask for permission
from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the
Northern District of Texas to employ Decker, Jones, McMackin,
McClane, Hall & Bates, P.C. as special corporate counsel,
effective June 29, 2014 petition date.

The Debtors require Decker Jones to:

   (a) advise the Debtors in connection with the recapitalization
       of the Company's business which may include the issuance or
       transfer of stock in the Company, and drafting and
       reviewing the documents necessary to effectuate such
       recapitalization;

   (b) draft resolution, minutes, and other corporate documents as
       necessary;

   (c) counsel the Debtors with respect to tax planning matters
       and advising them regarding the tax consequences, if any,
       of any proposed recapitalization or reorganization of the
       Debtors' businesses; and

   (d) perform all other corporate legal services for and on
       behalf of the Debtors that may be necessary or appropriate
       in the administration of these Chapter 11 cases.

Decker Jones will be paid at these hourly rates:

       Charles B. Milliken         $365
       Janet L. Hahn               $335
       Adam J. Fulkerson           $225
       Other Professionals         $150-$400

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

Prior to and within 90 days of the petition date, Decker Jones
received a retainer in the amount of $5,756.25 from the Debtors.
In addition, prior to and within 90 days of the petition date,
Decker Jones received payments from the Debtors totaling
approximately $24,528.14 for legal services rendered prepetition.

Charles B. Milliken, shareholder of Decker Jones, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Decker Jones can be reached at:

       Charles B. Milliken, Esq.
       DECKER, JONES, MCMACKIN,
       MCCLANE, HALL & BATES, P.C.
       Burnett Plaza, Suite 2000
       801 Cherry St., Unit 46
       Forth Worth, TX 76102-6836
       Tel: (817) 336-2400

                    About Falcon Steel Company

Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014.  Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.

The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).

Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.

Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas.  The company's corporate headquarters
is located at its Haltom City plant.  It currently employs
approximately 255 employees.

Falcon Steel estimated assets and debt of $10 million to $50
million.

The Debtors have tapped Forshey & Prostok, LLP, as counsel.

The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.

Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC


FALCON STEEL: Taps Rylander Clay as Accountants
-----------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC ask for permission
from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the
Northern District of Texas to employ Rylander, Clay & Opitz, LLP
as accountants, effective June 29, 2014 petition date.

The Debtors require Rylander Clay to:

   (a) prepare, amend, and file necessary federal and state tax
       returns and claims of refund;

   (b) audit the Debtors' books, records, and financial
       statements, including the annual 401(k) audit;

   (c) compile and review the Debtors' financial statements;

   (d) provide general accounting services;

   (e) assist the Debtors in preparing documents relating to a
       Disclosure Statement and Plan of Reorganization; and

   (f) perform all other accounting services for and on behalf of
       the Debtors that may be necessary or appropriate in
       connection with the Debtors' Chapter 11 cases.

Rylander Clay will be paid at these hourly rates:

       Jan Metcalf               $295
       Jay Shellum               $295
       Robert Simpson            $200
       Jamye Shaffer             $170
       Other Professionals       $105-$320

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

As of the petition date, Rylander Clay was owed approximately
$14,607 for accounting services provided to the Debtors
prepetition.

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

Rylander Clay can be reached at:

       Jan Metcalf
       RYLANDER, CLAY & OPITZ, LLP
       3200 Riverfront Drive, Suite 200
       Fort Worth, TX 76107
       Tel: (817) 332-2301
       Fax: (817) 338-4608

                    About Falcon Steel Company

Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014.  Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.

The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).

Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.

Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas.  The company's corporate headquarters
is located at its Haltom City plant.  It currently employs
approximately 255 employees.

Falcon Steel estimated assets and debt of $10 million to $50
million.

The Debtors have tapped Forshey & Prostok, LLP, as counsel.

The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.

Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC


FALCON STEEL: Names Greater Yield as Management Consultants
-----------------------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC ask for permission
from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the
Northern District of Texas to employ Greater Yield, Ltd. as
management and operations consultants, effective June 30, 2014.

As set forth in the Engagement Letter, Greater Yield will
implement an Operational Improvement & Business Transformation
Implementation Program that will deliver critical operational
improvements; organizational infrastructure realignment, overall
human capital business implementation, financial improvements,
information technology assessment, and overall business process
improvements to the Company.

Greater Yield will implement a program to improve the efficiency
of the Debtors' business operations and maximize the Debtors'
profitability.  Greater Yield will have two consultants on-site at
the Company's headquarters to provide services to the Debtors.  An
additional consultant may be added with the approval of the
Debtors' management team if it is determined that this would be
beneficial and cost-effective for the Debtors.

The engagement letter provides that Greater Yield shall receive
$1,500 per day per consultant furnished to the Debtors.  In
addition, the engagement letter provides that the Company shall
reimburse Greater Yield for expenses incurred and pay mileage of
$0.56 per mile.

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

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

Greater Yield can be reached at:

       Debbie Womack
       GREATER YIELD, LTD.
       15851 North Dallas Parkway, Suite 600
       Addison, TX 75001
       Tel: (972) 308-8533
       Fax: (214) 291-5584
       E-mail: dwomack@greateryield.com

                    About Falcon Steel Company

Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014.  Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.

The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).

Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.

Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas.  The company's corporate headquarters
is located at its Haltom City plant.  It currently employs
approximately 255 employees.

Falcon Steel estimated assets and debt of $10 million to $50
million.

The Debtors have tapped Forshey & Prostok, LLP, as counsel.

The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.

Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC.


FCC HOLDINGS: Case Summary & 40 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                  Case No.
      ------                                  --------
      FCC Holdings, Inc.                      14-11987
      100 Corporate Drive, Suite 500
      Ft. Lauderdale, FL 33334

      Education Training Corporation          14-11988
         aka Florida Career College
         aka FCC Anthem College
         aka Anthem College - Bryman School
         aka Anthem College
      100 Corporate Drive, Suite 500
      Ft. Lauderdale, FL 33334

      High-Tech Institute Holdings, Inc.      14-11989

      High-Tech Institute, Inc.               14-11990

      EduTech Acquisition Corporation         14-11991

Type of Business: Education

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Judge: Hon. Christopher S. Sontchi

Debtors' Counsel: Dennis A. Meloro, Esq.
                  GREENBERG TRAURIG, LLP
                  The Nemours Building
                  1007 North Orange Street, Suite 1200
                  Wilmington, DE 19801
                  Tel: 302-661-7000
                  Fax: 302-661-7360
                  Email: melorod@gtlaw.com

Debtors'          KURTZMAN CARSON CONSULTANTS
Noticing,
Claims and
Balloting
Agent:

                                Estimated     Estimated
                                 Assets      Liabilities
                               ----------    -----------
FCC Holdings, Inc.             $0-$50K       $10MM-$50MM
Education Training             $1MM-$10MM    $50MM-$100MM

The petitions were signed by Sean Harding, chief restructuring
officer.

Consolidated List of Debtors' 40 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Edufficient                           Trade Debt      $1,836,346
6 Forest Ave., 2nd Flr,
Paramus, NJ, 07652

Cengage                               Trade Debt        $678,094
P.O. Box 95999, Chicago,
IL 60649

Elsevier                              Trade Debt        $433,866
P.O. Box 0848, Carol Stream, IL
60132-0848

Gaumard Scientific Company            Trade Debt        $363,554
14700 SW 136 St., Miami, FL 33196

Pop/Black Canyon, L.L.C.              Property Lease    $346,414
P.O. Box 515083, Los Angeles, CA
90051-5083

Carter Lindbergh Retail LLC           Property Lease    $335,982
ATT:LOCKBOX 936181, 3585
Atlanta Ave., Hapevilla, GA 30354

CDW                                   Trade Debt        $303,587
75 Remittance Drive, Suite 1515,
Chicago, IL 60675

McGraw Hill Companies                 Trade Debt        $264,273
Wells Fargo Bank, N.A., Lockbox
#6167, Philadelphia, PA 19178-6167

Njeda                                 Property Lease    $237,276

Virco                                 Trade Debt        $236,405

MLCFC 2006-4 South                    Property Lease    $222,211
Hwy Office, LLC

PSS World Medical, Inc.               Trade Debt        $205,295

Affordable Medical Scrubs             Trade Debt        $197,812

Mt. Pleasant Management Corp.         Property Lease    $192,703

Columbia 9001, LLC                    Property Lease    $184,698

LP President Realty Assoc. LLC        Property Lease    $180,296

Vital Source                          Trade Debt        $179,749
Technologies, Inc.

Microtek                              Trade Debt        $172,616

Gravois Bluffs East 8-A LLC           Property Lease    $165,546

J.E.M.S. Corp.                        Property Lease    $160,833

Ethan Conrad                          Property Lease    $159,757

My Office Products                    Trade Debt        $151,315

Decade Executive                      Property Lease    $146,334
Office Buildings, LLC

Herff Jones, Inc.                     Trade Debt        $139,594

American Building Services Inc.       Trade Debt        $131,163

Grant Thornton                        Trade Debt        $129,524

Alliance Corporate Services           Trade Debt        $126,245

Blank Aschkenasy Properties, LLC      Property Lease    $116,993

Google                                Trade Debt        $114,969

Rachel Properties                     Property Lease    $112,143

Allied Barton Security Services       Trade Debt        $110,812

Husch Blackwell                       Trade Debt        $109,235

Darosy, Inc.                          Property Lease    $103,099

University Center North, Ltd          Property Lease     $97,338

Shutts & Bowen LLP                    Trade Debt         $97,174

Ackrik Associates                     Property Lease     $97,094

Wells Fargo Equipment Finance         Trade Debt         $93,337

Tri-County Cleaning Services          Trade Debt         $92,030

SC (Westland Promenade) L.P.          Property Lease     $90,620

Sahara Rancho Office Center           Property Lease     $90,068


FIRST FINANCIAL: Incurs $2.4 Million Net Loss in Second Quarter
---------------------------------------------------------------
First Financial Service 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 $2.39
million on $6.96 million of total interest income for the three
months ended June 30, 2014, as compared with a net loss
attributable to common shareholders of $1.38 million on $8.21
million of total interest income for the same period in 2013.

Net loss attributable to common shareholders for the six months
ended June 30, 2014, was $3 million or $0.60 per diluted common
share compared to a net loss attributable to common shareholders
of $1.5 million or $0.32 per diluted common share for the same
period a year ago.

As of June 30, 2014, First Financial had $802.32 million in total
assets, $767.44 million in total liabilities and $34.87 million in
total stockholders' equity.

Since January 2011, the Bank has operated under Consent Orders
with the FDIC and KDFI.  In the most recent Consent Order, the
Bank agreed to achieve and maintain a Tier 1 capital ratio of 9.0%
and a total risk-based capital ratio of 12.0% by June 30, 2012.
The Bank also agreed that if it should be unable to reach the
required capital levels by that date, and if directed in writing
by the FDIC, then within 30 days the Bank would develop, adopt and
implement a written plan to sell or merge itself into another
federally insured financial institution.  To date the Bank has not
received such a written direction.  The Consent Order also
prohibits the Bank from declaring dividends without the prior
written approval of the FDIC and KDFI and requires the Bank to
develop and implement plans to reduce its level of non-performing
assets and concentrations of credit in commercial real estate
loans, maintain adequate reserves for loan and lease losses,
implement procedures to ensure compliance with applicable laws,
and take certain other actions.

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

                       http://is.gd/VOUx3w

                       About First Financial

Elizabethtown, Kentucky-based First Financial Service Corporation
is the parent bank holding company of First Federal Savings Bank
of Elizabethtown, which was chartered in 1923.  The Bank serves
six contiguous counties encompassing central Kentucky and the
Louisville metropolitan area, through its 17 full-service banking
centers and a commercial private banking center.


FLINTKOTE COMPANY: Seeks Extension of Plan Filing Date Until 2015
-----------------------------------------------------------------
The Flintkote Company and Flintkote Mines Limited ask the U.S.
Bankruptcy Court for the District of Delaware to further extend
their exclusive plan filing period through the earlier of Feb. 28,
2015, and the effective date of their confirmed plan of
reorganization; and their exclusive solicitation period through
the earlier of April 30, 2015, and the effective date of the
confirmed plan.

On Dec. 21, 2012, the Bankruptcy Court entered an order confirming
the plan.  Imperial Tobacco Canada Limited and certain of its
wholly-owned subsidiaries, including Genstar Corporation, appealed
the Bankruptcy Court's confirmation order.  On July 10, 2014, the
U.S. District Court for the District of Delaware affirmed the
confirmation order and denied ITCAN's appeal.  ITCAN then filed a
notice of appeal from the District Court's Confirmation Order but
has not sought a stay.  The record was transmitted to the U.S.
Court of Appeals for the Third Circuit and the appeal is currently
pending before that court as Case No. 14-3367.

The Debtors' counsel, Kevin T. Lantry, Esq.,, at Sidley Austin
LLP, in Los Angeles, California, said the additional time will be
used to attempt to reach a global resolution of the issues
involving ITCAN, which is the sole objector to the Plan.  The
Debtors note that the District Court has now affirmed the Plan and
the District Court Confirmation Order has not been stayed, which
means there is no hurdle that can prevent the Debtors from
implementing the Plan and going effective despite ITCAN's appeal.
Mr. Lantry, however, said the Debtors are scheduled to participate
in mediation on Aug. 27 and 28, in an effort to reach a global
resolution of all remaining issues between the parties, including
ITCAN's appeal.  A complete settlement on acceptable terms would
resolve ITCAN's appeal and would liquidate a substantial asset of
the Debtors' estates for the benefit of their creditors, Mr.
Lantry added.

A hearing on the Debtors' extension request is scheduled for
Sept. 15, 2014.  Objections are due Sept. 8.

                    About The Flintkote Company

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals.  The Flintkote Company filed for Chapter 11
protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004.
Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D.
Del. Case No. 04-12440) on Aug. 25, 2004.  Kevin T. Lantry, Esq.,
Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E.
Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin,
LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Del., represent the Debtors in their restructuring efforts.

Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq.,
at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip
E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del.,
represent the Asbestos Claimants Committee as counsel.

James J. McMonagle, is the legal representative for future
claimants.  The FCR has retained Dr. Timothy Wyant as claims
evaluation consultant.  The FCR is represented by James L.
Patton, Jr., Esq., and Edwin J. Harron, Esq., at Young Conaway
Stargatt & Taylor, LLP; and Reginald W. Jackson, Esq., at Vorys,
Sater, Seymour & Pease LLP.

When Flintkote filed for protection from its creditors, it
estimated more than $100 million each in assets and debts.  When
Flintkote Mines Limited filed for protection from its creditors,
it estimated assets of $1 million to $50 million, and debts of
more than $100 million.

The Debtors' Chapter 11 cases have been re-assigned to Judge Mary
F. Walrath in line with the retirement of former Bankruptcy
Judge Judith Fitzgerald.


FOUR OAKS: Files Second Quarter Form 10-Q
-----------------------------------------
Four Oaks Fincorp, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q for the
period ended June 30, 2014.

The Company posted net income of $2.41 million on $7.42 million of
total interest and dividend income for the three months ended
June 30, 2014, as compared with a net loss of $105,000 on $7.26
million of total interest and dividend income for the same period
last year.

The Company also reported net income of $3.77 million on $14.88
million of total interest and dividend income for the six months
ended June 30, 2014, as compared with a net loss of $28,000 on
$14.77 million of total interest and dividend income for the same
period during the prior year.

As of June 30, 2014, the Company had $833.36 million in total
assets, $806.06 million in total liabilities and $27.30 million in
total shareholders' equity.

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

                         http://is.gd/KIwx7P

                            About Four Oaks

Based in Four Oaks, North Carolina, Four Oaks Fincorp, Inc., is
the bank holding company for Four Oaks Bank & Trust Company.  The
Company has no significant assets other than cash, the capital
stock of the bank and its membership interest in Four Oaks
Mortgage Services, L.L.C., as well as $1,241,000 in securities
available for sale as of Dec. 31, 2011.

Four Oaks reported a net loss of $350,000 in 2013, a net loss of
$6.96 million in 2012 and a net loss of $9.09 million in 2011.

                          Written Agreement

"In late May 2011, the Company and the Bank entered into a formal
written agreement (the "Written Agreement") with the Federal
Reserve Bank of Richmond (the "FRB") and the North Carolina Office
of the Commissioner of Banks (the "NCCOB").  Under the terms of
the Written Agreement, the Bank developed and submitted for
approval, within the time periods specified, plans to:

   * revise lending and credit administration policies and
     procedures at the Bank and provide relevant training;

   * enhance the Bank's real estate appraisal policies and
     procedures;

   * enhance the Bank's loan grading and independent loan review
     programs;

   * improve the Bank's position with respect to loans,
     relationships, or other assets in excess of $750,000, which
     are now or in the future become past due more than 90 days,
     are on the Bank's problem loan list, or adversely classified
     in any report of examination of the Bank; and

   * review and revise the Bank's policy regarding the Bank's
     allowance for loan and lease losses and maintain a program
     for the maintenance of an adequate allowance.

A material failure to comply with the terms of the Written
Agreement could subject the Company to additional regulatory
actions and further restrictions on its business.  These
regulatory actions and resulting restrictions on the Company's
business may have a material adverse effect on its future results
of operations and financial condition," the Company said in its
quarterly report for the period ended March 31, 2014.


FREE LANCE-STAR: Can Continue Using Cash Collateral Until Aug. 29
-----------------------------------------------------------------
The Hon. Kevin R. Huennekens of the U.S. Bankruptcy Court for
the Eastern District of Virginia issued a sixth interim order
authorizing VA Newspaper Debtor Co. fka The Free Lance-Star
Publishing Co. and its debtor-affiliates to use cash collateral
of DSP Acquisition LLC until Aug. 29, 2014, pursuant to the
budget.

Judge Huennekens noted that all pending objections to the entry of
interim order, if any, are resolved hereby or, to the extent not
resolved, are overruled.

The Debtors told the Court that they were indebted and liable to
DSP Acquistion in the approximate aggregate amount of $37,905,195
as of their bankruptcy filing.

The Debtors said theyr require cash on hand and cash flow from
their operations to fund their working capital needs and wind-up
expenses, as applicable, and therefore there is a risk that the
going concern value of their businesses will decline, and their
ability to wind-up their estates will be impaired, if they cannot
access cash on hand and cash flow from their operations.  In
addition, the cash  collateral will be used to pay amounts
approved by any other order of the Court and to provide working
capital for the Debtors and to pay the expenses associated with
winding up their estates, but in any event solely in accordance
with the budget and in accordance with applicable orders of the
Court.

As adequate protection, DSP will receive a payment in the form of
a wire transfer as directed by DSP on the first day of each month
in the amount of $70,000.  Subject to the terms of that certain
settlement agreement and mutual release dated July 24, 2014 and to
the following proviso, DSP agrees to waive its adequate protection
payment provided for hereunder; provided, however, if such
settlement agreement is terminated, the Debtors will resume making
adequate protection payments to DSP in the form of a wire transfer
in the amount of $70,000 on the later of Aug. 1, 2014, or two
business days after termination of the settlement agreement -- to
include the payment due Aug. 1, 2014.

A full-text copy of the cash collateral budget is available for
free at http://is.gd/TUTMqj

                About The Free Lance-Star Publishing

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

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

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

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

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


FREESEAS INC: Crede May Sell 7.5 Million Common Shares
------------------------------------------------------
FreeSeas Inc. filed with the U.S. Securities and Exchange
Commission a Form F-1 prospectus relating to the resale of up to
7,500,000 shares of the Company's common stock, $0.001 par value,
by Crede CG III, Ltd.  These shares of Common Stock are issuable
upon exercise or exchange of the Series A Warrants and Series B
Warrants.

The selling stockholder may sell shares of Common Stock from time
to time in the principal market on which the Company's Common
Stock is quoted at the prevailing market price or in negotiated
transactions.  The Company is not selling any securities under
this prospectus and will not receive any of the proceeds from the
sale of Common Stock by the selling stockholder except for funds
received from the exercise of the warrants held by the selling
stockholder, if and when exercised for cash.  The Company will pay
the expenses of registering these shares of Common Stock,
including legal and accounting fees.

The Company's common stock is currently quoted on The NASDAQ
Capital Market under the symbol "FREE."  On July 30, 2014, the
closing price of the Company's common stock was $0.49 per share.

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

                         http://is.gd/WZKj6G

                         About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.

FreeSeas Inc. reported a net loss of $48.70 million in 2013, a net
loss of $30.88 million in 2012 and a net loss of $88.19 million in
2011.  The Company's balance sheet at March 31, 2014, showed
$79.78 million in total assets, $77.41 million in total
liabilities, all current, and $2.37 million in total shareholders'
equity.

RBSM 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 recurring operating losses and has a working capital
deficiency.  In addition, the Company has failed to meet scheduled
payment obligations under its loan facilities and has not complied
with certain covenants included in its loan agreements.
Furthermore, the vast majority of the Company's assets are
considered to be highly illiquid and if the Company were forced to
liquidate, the amount realized by the Company could be
substantially lower that the carrying value of these assets.
These conditions among others raise substantial doubt about the
Company's ability to continue as a going concern.


FREESEAS INC: Regains Compliance with Nasdaq's Equity Rule
----------------------------------------------------------
FreeSeas Inc. disclosed it received a letter from Nasdaq, dated
Aug. 13, 2014, indicating that the Company has regained compliance
with Marketplace Rule 5550(b)(1) which requires a minimum of $2.5
million stockholders' equity for continued listing on The Nasdaq
Capital Market.

The determination by NASDAQ that the Company has complied with the
Rule was based on FreeSeas' Form 6-K filing of its interim
financial statements for the period ended June 30, 2014, which
evidenced stockholders' equity of $37,563,000, resulting from the
May 2014 $25 million public offering and settlement of debt with
$15 million of debt forgiveness.  The Nasdaq letter indicated that
since the Company achieved compliance with the Rule, the matter is
now closed.

                        About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.

FreeSeas Inc. reported a net loss of $48.70 million in 2013, a net
loss of $30.88 million in 2012 and a net loss of $88.19 million in
2011.  As of June 30, 2014, the Company had $75.36 million in
total assets, $37.80 million in total liabilities and $37.56
million in total stockholders' equity.

RBSM 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 recurring operating losses and has a working capital
deficiency.  In addition, the Company has failed to meet scheduled
payment obligations under its loan facilities and has not complied
with certain covenants included in its loan agreements.
Furthermore, the vast majority of the Company's assets are
considered to be highly illiquid and if the Company were forced to
liquidate, the amount realized by the Company could be
substantially lower that the carrying value of these assets.
These conditions among others raise substantial doubt about the
Company's ability to continue as a going concern.


FRIENDLY CHURCH OF GOD: Case Summary & 4 Unsecured Creditors
------------------------------------------------------------
Debtor: Friendly Church of God in Christ
        Oceanside California, a California corporation
        1844 Dixie Street
        Oceanside, CA 92054

Case No.: 14-06764

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: John L. Smaha, Esq.
                  SMAHA LAW GROUP, APC
                  2398 San Diego Avenue
                  San Diego, CA 92110
                  Tel: (619) 688-1557
                  Fax: (619) 688-1558
                  Email: jsmaha@smaha.com

Total Assets: $2.94 million

Total Liabilities: $979,104

The petition was signed by Dr. Gerald Mason, president.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/casb14-06764.pdf


GENERAL MOTORS: States Offer Fast Track for Plaintiffs
------------------------------------------------------
Amanda Bronstad, writing for The National Law Journal, reported
that in the race to punish General Motors for the ignition-switch
defect that prompted its recall of 2.6 million cars, some
litigants are following their own roads through state courts
rather than joining the New York litigation, in which more than
100 lawsuits have been coordinated for pretrial purposes under
U.S. District Judge Jesse Furman.  The National Law Journal,
citing Richard Mithoff, founder at Mithoff Law, said a lawyer is
more likely to retain some control over management of the case if
the case is in state court.

Law360 reported that U.S. Bankruptcy Judge Robert Gerber in
Manhattan has ruled that "threshold issues" in the General Motors
bankruptcy-shield dispute, including whether GM violated
customers' due process rights by concealing an ignition switch
defect, will have to wait until after motorists file a
consolidated complaint in parallel multidistrict litigation,
rejecting what he called a piecemeal approach.

                       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 STEEL: Reports $16.5 Million Net Loss in Second Quarter
---------------------------------------------------------------
General Steel Holdings, Inc., reported a net loss of $16.5 million
on $508.6 million of sales for the three months ended June 30,
2014, as compared with a net loss of $63.8 million on $517 million
of sales for the same period in 2013.

Net Loss for the six months ended June 30, 2014, was $86.1 million
as compared with a net loss of $53.3 million for the same period
in  2013.

The Company's balance sheet at June 30, 2014, showed $2.55 billion
in total assets, $3.13 billion in total liabilities, and a $576
million total deficiency.

As of June 30, 2014, the Company had cash and restricted cash of
$493 million, compared to $431 million as of Dec. 31, 2013.  The
Company had an inventory balance of $209 million as of June 30,
2014, compared with $212.9 million as of Dec. 31, 2013.

Henry Yu, chairman and chief executive officer of General Steel
commented, "We are very proud that our turn-around efforts are now
driving measurable improvements to our financials, as gross margin
expanded to a 36-month high and EBITDA substantially improved to a
positive $33.6 million.  These highlights reflect the success we
have had over the past year in lowering our unit production cost
and enhancing our operating efficiencies."

"During the second quarter, industry fundamentals significantly
improved, and we were able to hold firm on our pricing.  We are
seeing a better demand-and-supply balance, and it is increasingly
more evident that the market dynamics and competitive landscape
will substantially improve in the coming months," Mr. Yu
concluded.

John Chen, chief financial officer of General Steel, commented,
"This quarter we saw contributions to profitability from our two
major initiatives.  Our sourcing strategy lowered our raw material
costs and, our upgraded production lines and technical
improvements lowered our unit costs.  We also turned around our
operating cash flows to an inflow of $56.1 million, providing us
with greater operating flexibility for the quarters ahead.  Given
our solid execution and the improved market fundamentals, we
anticipate additional margin expansion and are confident that we
will deliver on our target EPS range of 8 to 12 cents for the
second half of 2014."

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

                        http://is.gd/Zs38Hw

                         Form 10-Q Delayed

General Steel 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 period ended
June 30, 2014.  The Company said it was unable to file the
quarterly report within the prescribed time period without
unreasonable effort or expense because additional time is required
to complete the preparation of the Company's financial statements
in time for filing.  According to the Company, the quarterly
report on Form 10-Q for the quarter ended June 30, 2014, will be
filed as soon as practicable.

                    About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  The Company has operations in China's
Shaanxi and Guangdong provinces, Inner Mongolia Autonomous Region
and Tianjin municipality with seven million metric tons of crude
steel production capacity under management.  For more information,
please visit www.gshi-steel.com.

General Steel reported a net of $42.62 million on $2.01 billion of
sales for the year ended Dec. 31, 2013, as compared with a net
loss of $231.93 million on $1.96 billion of sales during the prior
year.


GEOMET INC: Posts $57.7 Million Net Income in Second Quarter
------------------------------------------------------------
GeoMet, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
available to common stockholders of $57.71 million for the three
months ended June 30, 2014, as compared with net income available
to common stockholders of $40.46 million for the same period in
2013.

For the six months ended June 30, 2014, the Company posted net
income available to common stockholders of $57.31 million as
compared with net income available to common stockholders of
$33.14 million for the same period during the previous year.

As of June 30, 2014, the Company had $27.95 million in total
assets, $3.96 million in total liabilities and $45.90 million in
series A convertible redeemable preferred stock and a $21.92
million total stockholders' deficit.

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

                        http://is.gd/K8rDkA

                         About Geomet Inc.

Houston, Texas-based GeoMet, Inc., is an independent energy
company primarily engaged in the exploration for and development
and production of natural gas from coal seams (coalbed methane)
and non-conventional shallow gas.  Its principal operations and
producing properties are located in the Cahaba and Black Warrior
Basins in Alabama and the central Appalachian Basin in Virginia
and West Virginia.  It also owns additional coalbed methane and
oil and gas development rights, principally in Alabama, Virginia,
West Virginia, and British Columbia.  As of March 31, 2012, it
owns a total of 192,000 net acres of coalbed methane and oil and
gas development rights.

Hein & Associates LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that the
Company has suffered recurring losses from operations and has a
net working capital deficiency that raise substantial doubt about
the Company's ability to continue as a going concern.


GIBSON ENERGY: S&P Revises Outlook to Positive & Affirms 'BB' CCR
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Gibson
Energy ULC to positive from stable.  At the same time, Standard &
Poor's affirmed its ratings on Gibson including its 'BB' long-term
corporate credit rating on the company.

"We base the outlook revision on increasing contracted cash flows
from the company's terminals and pipelines segment with expansions
at Gibson's Hardisty and Edmonton terminals, combined with stable
forecast financial metrics at the high end of the significant
financial risk profile," said Standard & Poor's credit analyst
Gerald Hannochko.

Gibson continues to expand its Hardisty Terminal by adding storage
and rail facilities and contracted stable cash flows to its EBITDA
mix.  S&P expects the EBITDA contribution from the company's
terminals and pipelines segment to make up approximately 30% of
EBITDA from the current 20% in the next two years.  S&P also
expects credit metrics to remain stable at the high end of its
"significant" financial risk profile assessment as the company
continues with its large capital program directed primarily at
this segment.

"We assess Gibson's business risk profile as "fair," based on the
company's mix of midstream businesses and the higher-risk oilfield
services businesses, and the contractual profiles of these
segments.  Competitive pressures and economic conditions can
affect the company's various segments, including its truck
transportation, natural gas liquids and propane marketing and
distribution, and environmental services segments.  The marketing
segment's profitability is not as stable as it depends on highly
volatile and unpredictable crude differentials.  In our view,
Gibson's integrated business model is a strength that allows
opportunities to cross-sell and improve margins across its
segments," S&P said.

The positive outlook reflects Standard & Poor's view that Gibson
will continue to expand the more stable terminals and pipeline
segment, such that the overall contribution will increase to
approximately 30% of consolidated EBITDA in the next two years
from approximately 20% at present.  In addition, the outlook
reflects the company's commitment to stable financial metrics
while it increases its growth capital spending.

S&P could upgrade Gibson if the financial risk profile improves to
"intermediate" from "significant," which could occur if forecast
debt to EBITDA stays at about 2.5x and adjusted funds from
operations to debt is maintained above 30%.  S&P may consider the
use of its Comparable Rating Analysis modifier to raise its
ratings on Gibson if the company is able to maintain its stable
credit metrics within the higher end of the significant category
during this expansionary phase.

A downgrade could occur if debt to EBITDA deteriorates above 3.5x,
or if the company embarks on more aggressive financing of growth
and acquisition initiatives.


GLOBAL ENERGIES: Court Rules Involuntary Case Filed in Bad Faith
----------------------------------------------------------------
A three-judge panel of the U.S. Court of Appeals for the Eleventh
Circuit, in an opinion dated Aug. 15, 2015, remanded an appeal
filed by one of the owners of Global Energies, LLC, and directed
the U.S. Bankruptcy Court Eastern District of Virginia
(Alexandria) to grant that owner's motion to dismiss the
bankruptcy case of Global Energies, after finding that the
involuntary petition filed against the company was filed in bad
faith, and vacate the bankruptcy court's order approving the sale
of Global's assets.

Joseph G. Wortley, the appellant, James Juranitch, and Richard
Tarrant shared ownership in Global Energies before its bankruptcy.
Wortley and Juranitch personally owned their stakes, while Tarrant
held his through Chrispus Venture Capital, LLC, in which he had a
93% ownership interest.  The three partners formed Global to
market a plasma technology that Juranitch had developed.  In mid-
2010, business disagreements undermined that partnership and
resulted in Tarrant and Juranitch's developing a plan to wrest
Wortley's interest in Global from him by having Chrispus file an
involuntary bankruptcy petition against Global.  Chrispus filed an
involuntary bankruptcy petition against Global on July 1, 2010.

Wortley took no initial action to oppose the bankruptcy petition.
He later began to suspect collusion by Tarrant and Juranitch,
particularly when Chrispus showed interest in bidding on Global's
assets at the bankruptcy sale.  Acting on those suspicions,
Wortley moved to dismiss the bankruptcy petition as having been
filed in bad faith.  With no direct evidence for his claim,
Wortley asked to withdraw his motion to dismiss, and the
bankruptcy court granted that request without prejudice.  Between
the time when Wortley filed that motion and withdrew it, a trustee
sold Global's assets to Chrispus; after the motion to dismiss was
withdrawn, the bankruptcy court approved the sale.

About a year later, Wortley renewed his motion to dismiss the
bankruptcy case based but this was again dismissed by the
bankruptcy court with prejudice finding the evidence to be
insufficient to support his claim.  Around that same time, in a
related state-court litigation, Wortley finally obtained emails
appearing to show both that Juranitch and Tarrant colluded in
filing for involuntary bankruptcy and that they had testified
falsely about that plan in their earlier depositions.  Wortley the
filed a motion pursuant to Rule 60(b) of the of the Federal Rules
of Civil Procedure in the bankruptcy court based on those newly
discovered emails.  The bankruptcy court summarily denied that
motion and decided that no remedy was available to Wortley.  On
appeal, the district court affirmed.

Wortley cites two grounds on which he was entitled to relief under
Rule 60(b): first, under Rule 60(b)(2), he had discovered new
evidence of the bad-faith filing; second, under Rule 60(b)(3), he
was entitled to relief from the judgment as a result of fraud,
misrepresentation, or misconduct by Chrispus.  Regarding Rule
60(b)(2), Wortley needed to demonstrate that (1) the new evidence
was discovered after the judgment was entered, (2) he had
exercised due diligence in discovering that evidence, (3) the
evidence was not merely cumulative or impeaching, (4) the evidence
was material, and (5) the evidence was likely to produce a
different result.

The Eleventh Circuit said Wortley's motion satisfied each of those
criteria, and held that the bankruptcy court reached the opposite
conclusion by, at least in part, applying the wrong legal standard
to Wortley's Rule 60(b)(2) motion.  The Eleventh Circuit added
that even if the bankruptcy court's statements can be construed as
applying the standards of Rule 60(b)(2), it made clear errors of
judgment and abused its discretion in applying those standards.

According to Bill Rochelle, the bankruptcy columnist for Bloomberg
News, on its face, the Aug. 15 opinion is simply about the
standards of a Rule 60(b) reconsideration motion, but pointed out
that the relief the Eleventh Circuit granted was extraordinary.

The Eleventh Circuit ruled that the bankruptcy court vacate the
order approving the sale of Global's assets to Chrispus without
prejudice to any innocent third parties, whose rights and
interests are derived and dependent upon the sale.  The bankruptcy
court was also directed to conduct any hearings necessary in the
exercise of all its powers at law or in equity and issue
appropriate orders or writs, including without limitation orders
requiring an accounting and disgorgement, orders imposing
sanctions, writs of garnishment and attachment, and the entry of
judgments to ensure that Chrispus, Juranitch, Tarrant, and Pugatch
do not profit from their misconduct and abuse of the bankruptcy
process.  Moreover, the bankruptcy court is directed to vacate the
sanctions imposed upon Wortley and ensure that he is fully
compensated for any and all damages, including awarding Wortley
attorneys' fees and costs.

The case is In re GLOBAL ENERGIES, LLC, Debtor, relating to JOSEPH
G. WORTLEY, Interested Party-Appellant, v. CHRISPUS VENTURE
CAPITAL, LLC, Petitioning Creditor-Appellee, NO. 13-11666 (11th
Cir.).  A full-text copy of the Eleventh Circuit's Decision is
available at http://is.gd/afTClrfrom Leagle.com.

                       About Global Energies

Chrispus Venture Capital, LLC, which was allegedly owed
$1,092,375, filed an involuntary Chapter 11 petition against
Global Energies, LLC, aka 714 Technologies, LLC, on July 1, 2010
(Case No. 10-28935, Bankr. E.D. Va.).  The case is assigned to
Judge Raymond B. Ray.  The Petitioners were represented by Chad P.
Pugatch, Esq., in Ft. Lauderdale, Florida.


GOLDEN LAND: Taps DelBello Donnellan as Attorneys
-------------------------------------------------
Golden Land LLC asks the U.S. Bankruptcy Court for the Eastern
District of New York for permission to employ DelBello, Donnellan,
Weingarten, Wise & Wiederkehr, LLP as its attorneys.

The firm is expected to:

  a) give advice to the Debtor with respect to its powers and
     duties as Debtor-in-Possession and the continued management
     of its property and affairs.

  b) negotiate with creditors of the Debtor and work out a plan of
     reorganization and take the necessary legal steps in order to
     effectuate such a plan including, if need be, negotiations
     with the creditors and other parties in interest.

  c) To prepare the necessary answers, orders, reports and other
     legal papers required for the Debtor's protection from its
     creditors under Chapter 11 of the Bankruptcy Code.

  d) appear before the Bankruptcy Court to protect the interest of
     the Debtor and to represent the Debtor in all matters pending
     before the Court.

  e) attend meetings and negotiate with representatives of
     creditors and other parties in interest.

  f) advise the Debtor in connection with any potential
     refinancing of secured debt and any potential sale of the
     Debtor's assets.

  g) represent the Debtor in connection with obtaining post-
     petition financing, if necessary.

  h) take any necessary action to obtain approval of a disclosure
     statement and confirmation of a plan of reorganization.

  i) perform all other legal services for the Debtor which may be
     necessary for the preservation of the Debtor's estate and to
     promote the best interests of the Debtor, its creditors and
     the estate.

The firm's attorneys charge between $375 and $550 per hour while
paraprofessionals bill at $150 per hour.

The Debtor tells the Court the firm received a pre-petition
retainer payment from a third party in the amount of $10,000 on
account of legal services and expenses in conjunction with the
filing of this Chapter 11 case, with and additional $5,000 to be
paid by the third party by the end of August 2014.

The Debtor assures the Court that the firm is a "disinterested
person" withing the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

         DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP
         c/o Alfred E. Donnellan, Managing Partner
         1 North Lexington Avenue
         White Plains, NY 10601
         Tel: (914) 681-0200
         Fax: (914) 684-0288
         E-mail: info@ddw-law.com

Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014.
The Debtor estimated assets and debt of $10 million to
$50 million.  Xiangan Gong, Esq., at Xiangan Gong serves as the
Debtor's counsel.  Judge Nancy Hershey Lord presides over the
case.

Lawrence Litwack is the receiver of the Debtor's property.


GOLDEN LAND: Case Dismissal Hearing Delayed to Sept. 10
-------------------------------------------------------
The Hon. Nancy Hershey Lord of the U.S. Bankruptcy Court for the
Eastern District of New York reset the hearing to consider the
request of William K. Harrington, U.S. Trustee for Region 2, to
convert the Chapter 11 case of Golden Land LLC for Sept. 10, 2014,
at 10:30 a.m., at the Conrad B. Duberstein Courthouse, 271 Cadman
Plaza East in Brooklyn, New York.  The hearing was originally set
for June 17, 2014.

Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014.
The Debtor estimated assets and debt of $10 million to $50
million.  Xiangan Gong, Esq., at Xiangan Gong serves as the
Debtor's counsel.  Judge Nancy Hershey Lord presides over the
case.

Lawrence Litwack is the Receiver of the Debtor's property.


GREENSHIFT CORP: Amends Second Quarter Report with SEC
------------------------------------------------------
Greenshift Corporation filed with the U.S. Securities and Exchange
Commission an amended quarterly report for the period ended
June 30, 2014, to correct an error in Note 11 to the Consolidated
Financial Statements.

Greenshift Corporation filed with the SEC, on August 13, its
quarterly report on Form 10-Q disclosing net income of $2.83
million on $4.11 million of revenue for the three months ended
June 30, 2014, as compared with a net loss of $722,738 on $4.74
million of revenue for the same period in 2013.

For the six months ended June 30, 2014, the Company reported net
income of $2.90 million on $7.83 million of revenue as compared
with a net loss of $824,725 on $7.90 million of revenue for the
same period in 2013.

The Company's balance sheet at June 30, 2014, showed $4.56 million
in total assets, $43.61 million in total liabilities and a $39.04
million total stockholders' deficit.

As of June 30, 2014, the Company had $2,385,291 in cash, and
current liabilities exceeded current assets by $38,227,887.

"These matters raise substantial doubt about the Company's ability
to continue as a going concern," the Company said in the Form 10-Q
Report.

A copy of the Form 10-Q, as amended, is available for free at:

                         http://is.gd/3FoEOw

                     About Greenshift Corporation

Headquartered in New York, GreenShift Corporation develops and
commercializes clean technologies designed to integrate into and
leverage established production and distribution infrastructure to
address the financial and environmental needs of its clients by
decreasing raw material needs, facilitating co-product reuse, and
reducing waste and emissions.

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.

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.


HDGM ADVISORY: KFH et al. File 2nd Amended Conversion Motion
------------------------------------------------------------
Creditors KFH Capital Investment Company, K.S.C.C., formerly known
as Al-Muthanna Investment Company and Kuwait Finance House Real
Estate Company K.S.C.C., formerly known as Nakheel United Real
Estate, filed a second amended motion seeking to converting the
jointly administered bankruptcy cases of Debtors HDGM Advisory
Services, LLC, and HDG Mansur Investment Services into Chapter 7
proceedings.

The Motion relates that by the Debtors' own admission, they have
no business operations and few Choate assets.  Thus, the Debtors
have no reasonable prospect of reorganization and cannot be using
chapter 11 for any legitimate purpose, the KFH Parties argue.  The
Debtors, the KFH Parties add, seem to be seeking to use their
chapter 11 filings to stave off enforcement of creditors' claims
and to shield their owner, Harold D. Garrison, from liability to
creditors.

The man charged with the fiduciary duty to investigate and pursue
the chapter 11 estate's claims against Mr. Garrison, Mr. William
Echols, has been an employee of Garrison for 25 years.  Mr.
Garrison pays Mr. Echols's current salary through a non-debtor
Garrison affiliate.  Mr. Garrison's non-debtor employees prepared
the Debtors' schedules, Mr. Garrison's non-debtor affiliates will
pay the Debtors' expenses, and Mr. Garrison placed Mr. Echols in
charge of the Debtors two days before these cases were filed, the
Motion points out.  The Motion adds that the Debtors, at the
direction of Mr. Echols, have already moved to extend the
automatic stay to protect Mr. Garrison from litigation against the
GPIF Funds; and it is likely that under Mr. Echols, they will
similarly attempt to shield Mr. Garrison from liability to KFH,
the estate's largest creditor.

"Rather than permit the Debtors to languish in chapter 11 without
any hope of rehabilitation, the Court should convert these cases
to chapter 7," the KFH Parties assert.  "The liquidation of the
Debtors' assets for the benefit of their creditors is better
accomplished in chapter 7 under the supervision of an independent
chapter 7 trustee, who can be trusted to evaluate claims against
(and filed by) Mr. Garrison fairly."

"Either alternative -- conversion or trustee appointment -- would
maximize the collection and preservation of assets for
distribution to creditors and avoid conflicts of interest that
taint current management," the KFH Parties contend.

Accordingly, for all the reasons stated, the KFH Parties ask the
Court to convert the Debtors' Chapter 11 cases to cases under
Chapter 7.

Counsel for KFH, et al., can be reached at:

         Mark R. Wenzel, Esq.
         Martha R. Lehman, Esq.
         KRIEG DEVAULT LLP
         One Indiana Square, Suite 2800
         Indianapolis, IN 46204-2079
         Tel: (317) 238-6277
         Fax: (317) 636-1507
         E-mail: mwenzel@kdlegal.com

              -- and --

         Jonathan W. Jordan, Esq.
         Admitted pro hac vice
         KING & SPALDING LLP
         1180 Peachtree Street, 31st Floor
         Atlanta, Georgia 30309
         Tel: (404) 572-3100

               About HDGM Advisory Services

HDGM Advisory Services, LLC, and HDG Mansur Investment Services,
Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on
May 21, 2014.  On May 28, 2014, the Hon. James M. Carr directed
the joint administration the cases of HDGM Advisory Services, LLC,
and HDG Mansur Investment Services, Inc., under the lead case --
HDGM Advisory, Case No. 14-04797.

HDGH Advisory disclosed $20,257,001 in assets and $7,991, 590 in
liabilities as of the Chapter 11 filing.  HDG Mansur disclosed
$20,454,819 in assets and $12,377,542 in liabilities.  According
to a court filing, the Debtors don't have any secured creditors.

The cases are assigned to Judge James M. Carr.

The Debtors have tapped Michael W. Hile, Esq., Christine K.
Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as
counsel.

An affiliate of the Debtors, Hamilton Proper Partners Golf
Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-00461) on Jan. 24, 2014.


HMK MATTRESS: Earnings Results No Impact on Moody's B3 Rating
-------------------------------------------------------------
Moody's Investors Service said that HMK Mattress Holdings, LLC's
("Sleepy's", B3 negative) recent earnings results are a credit
negative but do not impact the company's ratings or outlook.

HMK Mattress Holdings, LLC ("Sleepy's"), headquartered in
Hicksville, NY, is a specialty mattress retailer, operating
approximately 950 locations predominantly in the Northeast and
Mid-Atlantic of the United States. Store banners include Sleepy's
and Mattress Discounters. It also delivers mattresses through its
websites including sleepys.com, 1800mattress.com and mattress.com.
The company provides wholesale fulfillment services for amazon.com
and sears.com and sells wholesale to hotels and colleges. Revenues
are approximately $1 billion. Sleepy's is family- and management-
owned, and private equity firm Calera Capital has a minority stake
in the company.


HORIZON LINES: Incurs $1.6 Million Net Loss in Second Quarter
-------------------------------------------------------------
Horizon Lines, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.61 million on $281.23 million of operating revenue for the
quarter ended June 22, 2014, as compared with a net loss of $1.50
million on $259.78 million of operating revenue for the quarter
ended June 23, 2013.

For the six months ended June 22, 2014, the Company reported a net
loss of $27.84 million on $533.17 million of operating revenue as
compared with a net loss of $21.85 million on $504.27 million of
operating revenue for the six months ended June 23, 2013.

The Company's balance sheet at June 22, 2014, showed $635.17
million in total assets, $706.57 million in total liabilities and
a $71.39 million total stockholders' deficiency.

"Horizon Lines second-quarter adjusted EBITDA increased 7.4% from
the same period a year ago, driven primarily by higher revenue
container volumes and improved fuel recovery," said Steve Rubin,
interim president and chief executive officer.  "The positive
factors driving adjusted EBITDA growth were partially offset by
lower container rates and contractual labor and other expense
increases."

"An 8.3% improvement in operating revenue versus the second
quarter of 2013 was generated largely by a 10.8% revenue container
volume increase across our three markets," Mr. Rubin said.  "In
addition, growth in non-transportation services revenue in our
Alaska market resulted from a protracted seafood season.  These
favorable variances were partially offset by a 3.8% decrease in
average revenue per container.  The decline in our container rates
was primarily due to a shift in cargo mix to include more
automobiles and a shift in overall market conditions."

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

                        http://is.gd/LTYpUT

                        About Horizon Lines

Horizon Lines, Inc., is one of the nation's leading domestic ocean
shipping companies and the only ocean cargo carrier serving all
three noncontiguous domestic markets of Alaska, Hawaii and Puerto
Rico from the continental United States.  The company owns a fleet
of 13 fully Jones Act qualified vessels and operates five port
terminals in Alaska, Hawaii and Puerto Rico.  A trusted partner
for many of the nation's leading retailers, manufacturers and U.S.
government agencies, Horizon Lines provides reliable
transportation services that leverage its unique combination of
ocean transportation and inland distribution capabilities to
deliver goods that are vital to the prosperity of the markets it
serves.  The company is based in Charlotte, NC, and its stock
trades on the over-the-counter market under the symbol HRZL.

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.

                           *     *     *

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.


HOWSE IMPLEMENT: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Howse Implement Company, Inc.
        2013 Highway 184 East
        Post Office Box 86
        Laurel, MS 39441

Case No.: 14-51331

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       Southern District of Mississippi
       (Gulfport-6 Divisional Office)

Judge: Hon. Katharine M. Samson

Debtor's Counsel: Craig M. Geno, Esq.
                  LAW OFFICES OF CRAIG M. GENO, PLLC
                  587 Highland Colony Pkwy.
                  Ridgeland, MS 39157
                  Tel: 601 427-0048
                  Fax: 601-427-0050
                  Email: cmgeno@cmgenolaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Benjamin T. Howse, president/director.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mssb14-51331.pdf


IMH FINANCIAL: Incurs $1.4 Million Net Loss in Second Quarter
-------------------------------------------------------------
IMH Financial Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.45 million on $8.89 million of total revenue for
the three months ended June 30, 2014, as compared with a net loss
of $2.34 million on $5.09 million of total revenue for the same
period last year.

For the six months ended June 30, 2014, the Company incurred a net
loss of $4.46 million on $15.48 million of total revenue as
compared with a net loss of $7.28 million on $6.95 million of
total revenue for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $224.85
million in total assets, $128.40 million in total liabilities and
$96.45 million in total stockholders' equity.

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

                        http://is.gd/tfvzu4

On Aug. 14, 2014, IMH Financial sent a letter to its shareholders
containing, among other things, selected financial data through
July 24, 2014.  The August 14 letter to shareholders included
information regarding the Company's initiatives being undertaken.
A copy of that Letter is available for free at http://is.gd/Ky3mbm

                         About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

IMH Financial reported a net loss of $26.20 million in 2013, a net
loss of $32.19 million in 2012 and a net loss of $35.19 million in
2011.


IMH FINANCIAL: Desert Stock No Longer Owns B-4 Common Stock
-----------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Desert Stock Acquisition I LLC, NWRA Ventures
I, LLC, NWRA Ventures Management I, LLC, NWRA Red Rock I, LLC,
Juniper NVM, LLC, et al., disclosed that as of July 24, 2014, they
ceased to beneficially own shares of Class B-4 Common Stock, par
value $0.01 Per Share, of IMH Financial Corporation.  The
reporting persons previously owned 313,789 shares of Class B-4
common stock of IMH Financial representing 50% of the shares
outstanding at June 7, 2011.

The Company entered into an agreement with NWRA Ventures I setting
forth the terms for the Company's prepayment of the $50 million
senior secured convertible loan originally extended to it by NWRA
Ventures I on June 11, 2011.

In connection with the Payoff Agreement, on July 24, 2014, the
Company and Desert Stock Acquisition I entered into a Redemption
Agreement whereby the Company agreed to redeem (i) 1,423 shares of
Class B-1 Common Stock; (ii) 1,423 shares of Class B-2 Common
Stock; (iii) 2,849 shares of Class B-3 Common Stock; and 313,789
shares of Class B-4 Common Stock from Desert Stock Acquisition I
in consideration for $2,565,149 in cash, or $8.174 per share.  The
redemption of these shares was effected on July 24, 2014, and
satisfied the Company's common stock redemption obligations set
forth in the Payoff Agreement.

As the result, as of July 24, 2014, the Reporting Persons ceased
to be the beneficial owners of more than 5% of the outstanding
Class B-4 Common Stock.

A full-text copy of the amended regulatory filing is available for
free at http://is.gd/d8Rbgg

                        About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

IMH Financial reported a net loss of $26.20 million in 2013, a net
loss of $32.19 million in 2012 and a net loss of $35.19 million in
2011.

The Company's balance sheet at March 31, 2014, showed $224.76
million in total assets, $121.75 million in total liabilities,
$5.28 million in fair value of puttable shares pursuant to legal
settlement, and $97.72 million in total stockholders' equity.


INFOLINK GLOBAL: Fla. Court Rejects Prontocom Appeal
----------------------------------------------------
District Judge Kenneth A. Marra dismissed an appeal by Prontocom,
Inc. from the Bankruptcy Court's Memorandum Order Adjudicating
Factual Issues on Remand and Final Judgment Upon Remand issued on
November 18, 2013, in the Chapter ll cases of Infolink Global
Corporation.  The District Judge affirmed the Memorandum Order.

The District Judge also rejected Infolink's Motion to Dismiss
Frivolous Appeal.

Judge Marra also held that the District Court's original Opinion
and Order affirming the Bankruptcy Court's Order Confirming Second
Amended Chapter 11 Plan of Reorganization is incorporated by
reference as a basis for this decision.

After affirming the Bankruptcy Court's Order Confirming the
Chapter 11 Plan, the District Court granted rehearing and remanded
the case for the limited purpose of making a factual finding as to
the relationship between Prieur J. Leary, III and Prontocom.  Upon
remand, the Bankruptcy Court conducted a trial on October 18,
2013.  Ultimately, the Bankruptcy Court found that a substantive
legal relationship existed between Leary and Prontocom at all
relevant times during this case, and that Prontocom was adequately
represented by Leary in both the main Chapter 11 case and the
fraudulent transfer adversary proceeding. The final judgment was
entered accordingly, and this appeal ensued.

A copy of Judge Marra's August 20 Opinion and Order is available
at http://tinyurl.com/pkxwu9mfrom Leagle.com.

The case is, PRONTOCOM, INC., Appellant, v. INFOLINK GLOBAL
CORPORATION, Reorganized Debtor, Appellee, Case No. 14-20087-CIV-
MARRA (S.D. Fla.).

Prontocom Inc., is represented by Jason Harold Weber, Esq. --
jason@xanderlawgroup.com -- at Xander Law Group, P.A. & Wayne
Robert Atkins.

Infolink Global Corporation is represented by Nathan Gleason
Mancuso, at Mancuso Law, P.A.


INT'L TECHNOLOGIES: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: International Technologies Exchange, Inc.
        7080 N. Cathedral Rock Pl.
        Tucson, AZ 85718

Case No.: 14-13142

Chapter 11 Petition Date: August 25, 2014

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

Debtor's Counsel: Gary Frank Urman, Esq.
                  DECONCINI MCDONALD YETWIN & LACY, P.C.
                  2525 E Broadway Blvd #200
                  Tucson, AZ 85716
                  Tel: 602 322-5000
                  Fax: 520-322-5585
                  Email: gurman@dmyl.com

Total Assets: $242,332

Total Liabilities: $2.52 million

The petition was signed by Terje Skotheim, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb14-13142.pdf


INVERSIONES ALSACIA: Extends Sr. Sec. Notes Forbearance Agreement
-----------------------------------------------------------------
Inversiones Alsacia S.A. and Express de Santiago Uno S.A. on
disclosed that they and an informal group of holders that,
collectively, holds more than 60% of the principal amount of the
Company's 8% senior secured notes due 2018 have agreed to extend,
for a period of up to 7 days, the forbearance agreement entered
into on Aug. 18, 2014.  The extension of the forbearance will
allow the parties to complete the negotiation and documentation of
the agreement in principle that the Company reached with the
Informal Group, as previously announced on Aug. 18, 2014, as well
as the related restructuring documents.

                          About Alsacia

Alsacia, together with its affiliate, Express de Santiago Uno
S.A., are collectively the largest operator in the Transantiago
Transportation System, transporting approximately 800,000
passengers every day, throughout 35 communities in Santiago,
Chile, which accounts for more than 30% of the passengers in
Transantiago.

Alsacia and Express belong to an international holding company
with interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States of America.

                           *     *     *

As reported by the Troubled Company Reporter-Latin America on
Oct. 18, 2013, Moody's Investors Service downgraded the senior
secured rating of Inversiones Alsacia S.A. to Caa2 from B2.
Moody's said the rating continues on review for possible
downgrade.


IVANHOE RANCH: Status Conference, Ch.7 Conversion Bid on Sept. 3
----------------------------------------------------------------
Judge Laura S. Taylor continued to Sept. 3 at 10:00 a.m. the
status conference in the Chapter 11 case of Ivanhoe Ranch Partners
LLC.

The court also continued to that date the hearing on the motion to
convert the Debtor's case to Chapter 7.

The case conversion request was filed by Tiffany L. Carroll, the
acting U.S. trustee.  She argues that conversion to Chapter 7 is
in the best interests of the estate and creditors because of the
Debtor's gross mismanagement and losses.

The U.S. Trustee, in her 13-page motion filed on July 25, cited:

     -- Illegal Use of the Debtor's Property and Dangerous
        Conditions

     -- Mismanagement of the Debtor and the Use of the Property
        for Third Parties

     -- The Debtor's Failure to Comply with Reporting
        Requirements, Disclosure Obligations, and its Lack
        of Progress Towards Reorganization

"Allowing an opportunity for a Chapter 7 trustee to conduct an
investigation is in the best interest of the estate and
creditors," Ms. Carroll said.

Essel Enterprises, LLC, the Debtor's secured lender, supports the
U.S. Trustee's motion to convert.

The Debtor filed a 3-page opposition to the Conversion Motion.
That filing also seeks, as an alternative, continuance of the
motion to convert.  The Debtor stated that the intention "To file
Motion to Convert" was announced in court on July 11, 2014
together with the U.S. Trustees attorney's announcement that
counsel for the debtor had not yet been approved by the court to
serve as counsel, in spite of the fact that he has served as
general counsel since September 23, 2014 and had fees approved
without opposition.  The Debtor noted that since July 11, 2014,
its general counsel, Kenneth C. Hoyt, Esq., has been attempting to
get approved as counsel Nunc Pro Tunc.  The U.S. Trustee has not
yet issued a position and a hearing for approval has yet to be
set.

The Debtor also said that the facts are that the general state of
the physical property has remained the same since filing Chapter
11 in September 2013.  In fact, the Debtor continued, whenever, a
"problem" has been noted by the trustee's office and/or its
personnel, the problem has been corrected or addressed at no
charge to the Debtor's estate.

Henry Gamboa, a creditor, and the sole manager and member of the
Debtor, also opposed the U.S. Trustee's Motion to Convert.  "The
Trustee's motion fails to establish good cause for an order
converting this case from a Chapter 11 reorganization proceeding
into Chapter 7 liquidation proceeding. Mr. Gamboa, as manager of
the Ivanhoe Property, has already addressed many of the concerns
raised in the Trustee's motion, regarding the management of the
debtor's real property.  Many of the Trustee's concerns regarding
the management of the real property are overstated and not a
significant cause for further concern. Because the motion fails to
make an adequate showing of "cause" within the meaning of 11
U.S.C. [Sec.] 1102(b) to convert this case to Chapter 7, the
action should continue under Chapter 11," Mr. Gamboa's Memorandum
states.

                          *     *     *

The Court held a hearing on August 6 to consider these matters:

     -- approval of the Chapter 11 disclosure statement filed
        on behalf of Carlos Torres;

     -- status conference on Chapter 11 petition; and

     -- motion to convert case

According to the minutes of the hearing, the request for approval
of the Chapter 11 disclosure statement is "off calendar".

Also, a status report regarding a settlement in the case and the
proposed outline are to be filed by Aug. 27.

Christopher Celentino, Esq., counsel to Essel Enterprises LLC, was
slated to advise the Court and US Trustee if there is a "failure
of a necessary condition" by Aug. 11.

Attorneys for Creditor Essel Enterprises, LLC

     Christopher Celentino, Esq.
     Mikel R. Bistrow, Esq.
     Dawn A. Messick, Esq.
     BALLARD SPAHR LLP
     655 West Broadway, Suite 1600
     San Diego, CA 92101-8494
     Telephone: 619-696-9200
     Facsimile: 619-696-9269
     E-Mail: celentinoc@ballardspahr.com
             bistrowm@ballardspahr.com
             messickd@ballardspahr.com

Attorneys for creditors Henry Gamboa and Rainbow Steel, Inc. are:

     Scott L. Metzger, Esq.
     DUCKOR SPRADLING METZGER & WYNNE
     A Law Corporation
     3043 Fourth Avenue
     San Diego, CA 92103
     Tel: (619) 209-3000
     Fax: (619) 209-3043
     E-mail: metzger@dsmw.com

Counsel to the Debtor is:

     Kenneth C. Hoyt, Esq.
     HOYT LAW FIRM
     A Professional Law Corporation
     181 Rea Avenue, Suite 201D
     El Cajon, CA 92020
     Telephone/Fax: ( 619) 588-1726
     Alternate Fax: (619) 768-5510
     E-mail: ken@hoytlegal.com

                 About Ivanhoe Ranch Partners LLC

Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka
Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case
(Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013.  Judge
Laura S. Taylor presides over the Debtor's bankruptcy case.
Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as
counsel.  The Debtor estimated assets between $10 million and
$50 million and debts between $1 million and $10 million.

On April 1, 2014, the Court entered an order granting relief from
the automatic stay in favor of Essel Enterprises, LLC, the secured
lender, with respect to the Debtor's key asset, which consists of
a series of non-contiguous parcels of real property in rural east
county, San Diego.


IXIA: Aims to File Late Financial Reports by Sept. 12
-----------------------------------------------------
Ixia on Aug. 22 disclosed that due to the delay in filing its
quarterly report on Form 10-Q for the quarter ended June 30, 2014,
on Aug. 19, 2014, the company received a letter from The NASDAQ
Stock Market LLC notifying the company that it does not comply
with Nasdaq Listing Rule 5250(c)(1)   The Rule requires listed
companies to timely file all required periodic financial reports
with the Securities and Exchange Commission.

Nasdaq's letter also states that the company's delay in filing its
2014 Second Quarter Form 10-Q serves as an additional basis for
the potential delisting of the company's common stock from the
Nasdaq Global Select Market.

As previously reported, the company also does not comply with the
Rule due to the delayed filing of its Quarterly Report on Form 10-
Q for the quarter ended March 31, 2014.

In July 2014, a NASDAQ Hearings Panel determined to continue the
listing of Ixia's common stock subject to the condition that, on
or before September 12, 2014, Ixia become current in its periodic
filings with the SEC.  Ixia must also be able to demonstrate at
such time that it is in compliance with all other requirements for
continued listing on Nasdaq.  If the company is unable to satisfy
these conditions, the company's common stock may be delisted.

The company continues to work diligently to complete and file with
the SEC on or before Sept. 12, 2014 both its 2014 First Quarter
Form 10-Q and 2014 Second Quarter Form 10-Q.

                           About Ixia

Ixia -- http://www.ixiacom.com-- is a globally traded public
company operating in around 30 countries. Ixia is headquartered in
Calabasas, California and has around 1400 employees worldwide.


JOHN D. OIL: Fails to Pay $6MM to RBS by the Deadline
-----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
entered on April 25, 2014, an order approving a settlement
agreement between, among others, RBS Citizens, N.A., dba Charter
One, and debtor John D. Oil and Gas Company.

On August 15, RBS notified the Court of the occurrence of an Event
of Default under section 14(e) of the Settlement Agreement -- as
modified by the Court's Ordered entered August 1 -- because RBS
did not receive aggregate payments of $6 million on or before
August 14.

As reported by the Troubled Company Reporter, U.S. Bankruptcy
Judge Thomas Agresti signed an order extending the deadline for
payment of $6 million to RBS to August 14.  John D. Oil & Gas Co.,
Oz Gas LTD., Great Plains Exploration LLC and the Richard M.
Osborne Trust are required under a settlement agreement they
previously made with RBS Citizens to pay $6 million.  The
companies and the trust, however, failed to make the payment
before the July 30 deadline.

RBS is represented by:

     Frederick D. Rapone, Jr.
     CAMPBELL & LEVINE, LLC
     310 Grant Street, Suite 1700
     Pittsburgh, PA 15219
     Tel: (412) 261-0310
     Fax: (412) 261-5066
     E-mail: fdr@camlev.com

          - and -

     Andrew C. Kassner, Esq.
     Andrew J. Flame, Esq.
     DRINKER BIDDLE & REATH LLP
     One Logan Square, Suite 2000
     Philadelphia, PA 19103-6996
     Telephone: (215) 988-2700
     Facsimile: (215) 988-2757
     E-mail: Andrew.Kassner@dbr.com
             Andrew.Flame@DBR.com

                     About John D. Oil & Gas;
               OZ Gas; and Great Plains Exploration

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

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

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

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

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


KB HOME: Fitch Affirms 'B+' Issuer Default Rating
-------------------------------------------------
Fitch Ratings has affirmed KB Home's (NYSE: KBH) Issuer Default
Rating (IDR) at 'B+' and senior unsecured rating at 'B+/RR4'. The
Rating Outlook is Stable.

Key Rating Drivers

The ratings and Outlook for KBH are based on the company's
geographic diversity, customer and product focus, conservative
building practices and effective utilization of return on invested
capital criteria as a key element of its operating model.  The
company did a good job in reducing its inventory exposure and
generating positive operating cash flow during the last severe
industry downturn.  Since its peak in the third quarter of 2006,
homebuilding debt has been reduced from $7.89 billion to $2.57
billion.  Early in the recovery KBH was somewhat conservative in
committing to incremental land purchases.  It has accelerated its
spending more recently but should not become stressed so long as
it maintains its minimum return parameters for real estate that it
purchases.  If the economy and housing were to experience a
downturn in 2014 or 2015, KBH has access to the liquidity to
sustain itself, primarily utilizing its current cash position and
revolving credit facility.

The ratings also reflect the following events:

   -- The housing recovery has continued into 2014 and should
      persist through the balance of this year and at least 2015;
   -- KBH is successfully mining the trade up market and more
      affluent first time buyers and de-emphasizing low end entry
      level customers (note the 11.2% increase in average sales
      price so far in 2014);

   -- The South Edge legal issues and liabilities have been dealt
      with; operating and financial comparisons so far in 2014 are
      much improved (especially average sales price, unit dollar
      backlog, gross profit margin, EBITDA and homebuilding and
      corporate pretax profitability);

   -- The deferred tax asset valuation allowance is likely to be
      reversed in the fiscal 2014 fourth quarter;

   -- Perhaps most importantly, the company has been successful in
      refinancing a substantial portion of the $1 billion of debt
      that was scheduled to mature in 2014 and 2015. However, the
      company does continue to lag its peers in certain
      operational and financial categories.

The ratings reflect KBH's business model and marketing prowess.
Additionally, the ratings also take into account its leadership
role in constructing energy-efficient homes, its reemphasis of the
value-engineered Open Series of home designs, its conservative
building practices, its capital structure and the cyclicality of
the U.S. housing market.

The Industry

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- to 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

KBH's corporate revenues expanded 9.2% to $1,015.69 million during
the first six months of 2014. Homebuilding revenues increased 9.3%
to $1,016.66 million as home deliveries declined 2.7% to 3,193 and
the average selling price increased 11.2% to $313,200. Deliveries
improved in the Central (+12.6%) and Southeast (+7.6%) but
decreased on the West Coast (-24.8%) and Southwest (-4.3%). KBH's
efforts to maximize prices in California affected western delivery
(and order) comparisons.

The homebuilding gross profit grew 33.9% to $185.62 million during
the first six months of 2014 from $138.62 million for the first
two quarters of 2013.  The homebuilding gross profit margin
(excluding inventory and land option charges) reflected healthy
improvement, growing 338 bps to 18.37% during the first half 2014.
For the six months of 2013, KBH's housing gross profits included a
net warranty charge of $17.5 million for water intrusion-related
repairs of homes.

SG&A expenses rose 2.8% ytd in 2014. SG&A expense as a percentage
of homebuilding sales declined from 13.97% to 13.14%.
The six months pretax income (before charges) was $38.48 million,
much improved as compared to the $16.25 million loss realized in
2013. Net income was $37.19 million in 2014 vs. a loss of $15.43
million in 2013.

Net unit orders and the value of orders expanded 5.2% and 18.9%,
respectively, for the first six months of 2014.  As of May 31,
2014, unit backlog increased 8.6% to 3,398 and the backlog average
sales price improved 14.2% to $301,906.  The value of backlog
gained 24.1% to $1,025.88 million.

KBH's most recent credit metrics, while improving, remain
stressed.  Debt-to-LTM EBITDA at the end of the May 2014 quarter
was 11.0x compared with 11.2x at the end of 2013 and 17.5x at the
conclusion of 2012.  EBITDA to interest coverage was 1.4x for the
LTM period ending May 31, 2014 and 1.3X and 0.7X at fiscal year-
end 2013 and 2012, respectively.  Fitch expects these credit
metrics will further improve by the conclusion of 2014, with
leverage declining to 8.9x and interest coverage of about 1.8x.

Liquidity and Capital Issues

The company ended the second quarter of 2014 with $484.47 million
in unrestricted cash and equivalents and $44.24 million in
restricted cash.

KBH has a $200 million senior unsecured revolving credit facility
that will mature on March 12, 2016.  The credit facility contains
an uncommitted accordion feature under which its aggregate
principal amount can be increased up to $300 million under certain
conditions and the availability of additional bank commitments, as
well as a sublimit of $100 million for the issuance of letters of
credit (LOC), which may be used in combination with or to replace
KBH's LOC facilities.  As of May 31, 2014, there were no cash
borrowings or LOC outstanding under the credit facility and KBH
had $200 million available for cash borrowings, and up to $100.0
of that amount available for the issuance of LOC.

The company maintains LOC facilities with various financial
institutions to obtain LOCs in the ordinary course of operating
its business. As of May 31, 2014, the company had $43.8 million of
LOC outstanding under the LOC facilities.

KBH had $2.57 billion of debt outstanding at the end of May 2014.
The company's debt maturities are well-laddered, with about 18% of
its senior notes (as of May 31, 2014) maturing through 2017.
Shareholders' equity totaled $709.67 million at the end of the
second quarter 2014.

The company regularly accesses the capital markets and in the
second quarter 2014 did a public issuance of $400 million in
aggregate principal amount of 4.75% senior notes due 2019, which
generated net cash proceeds of $394.6 million.  KBH also did a
public issuance of 7,986,111 shares of common stock for net cash
proceeds of $137 million during the May quarter.  Proceeds from
these offerings will be used for general corporate purposes,
including land acquisition and land development.

Homebuilding

KBH is primarily a single family homebuilder.  It ranked as the
fifth largest homebuilder in the U.S. in 2008 through 2013, based
on home closings.  KBH operates in four regions comprised of 10
states serving 40 major markets.  The company delivered its first
homes in California in 1963, Nevada in 1993, Colorado in 1994,
Texas in 1996, Arizona in 1998, Florida in 2001, North Carolina in
2003 and greater Washington D.C. (Maryland/Virginia) in 2005. At
present, the company is most heavily weighted to the California
and Texas markets.

KBH typically has primarily focused on entry level home buyers
and, to a lesser extent, on first step move-up buyers in the U.S.
So far in 2014 trade up buyers and more affluent first time buyers
dominated the sales mix.  The first half 2014 average price was
$313,200 for 3,193 homes delivered.  The average price varies
considerably by market, ranging from $216,900 in the Central
region to $532,600 in the West Coast (California) during the 2014
first half. KBH employs what it calls its KBnxt operational
business model.  This strategy includes regular detailed product
preference surveys, primarily acquiring partially or fully
developed and entitled land in markets with high growth potential,
generally commencing construction of a home only after a purchase
contract has been signed, establishing an even flow of production,
pricing homes to compete with existing homes and utilizing design
centers to customize homes to the preferences of home buyers.  KBH
strives to be among the top 5 builders or in very large markets
top 10 homebuilders in order to have access to the best land and
subcontractors.

Real Estate

At the end of the second quarter of 2014, KBH controlled 57,377
lots, an 8.8% increase from the end of the second quarter of 2013
but a 70.9% decrease from a peak of 197,000 lots at the end of
1Q'6 (February 2006).  Based on LTM closings, the company
controlled 8.1 years of land (up from 5.1 years at the end of
2005); KBH has 5.9 years of owned land.  The current options share
of total lots controlled (approximately 27%) is down sharply from
the peak of 53.7% (4Q'5).  KBH is expected to maintain substantial
land spending this year.  KBH spent $505 million on land and
development in the second quarter and $860 million for the first
six months of the year.  For the full year Fitch estimate that the
company will expend approximately $1.6 billion on real estate and
development activities.  KBH invested $1.14 billion in land and
development activities in 2013 and $564.9 million in 2012.

The company reported negative $443.4 million of cash flow from
operations (CFFO) during 2013 after investing roughly $1.1 billion
in land and development during the year.  For all of fiscal 2014,
Fitch expects KBH will meaningfully increase its land and
development spending relative to 2013 as it continues its 'going
on offense' initiative.  CFFO could approach negative $600 million
if KBH is able to spend as planned on land and development this
year.

Fitch is comfortable with this strategy given the company's
liquidity position.  Fitch expects KBH to end fiscal 2014 with
homebuilding unrestricted cash of $450-500 million.

Ratings 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.

KBH's ratings are constrained in the intermediate term because of
relatively high leverage metrics.  However, a positive rating
action may be considered if the recovery in housing is
meaningfully better than Fitch's current outlook, KBH shows
continuous improvement in credit metrics, and maintains a healthy
liquidity position (combination of cash and equivalents and
availability on the credit facility). In particular, debt-to-
EBITDA would need to approach 4x, debt-to-capitalization should
approximate 55% and interest coverage would need to exceed 4x in
order to take a positive rating action.

Negative rating actions could be triggered if the industry
recovery dissipates or if there is a shortfall in KBH's financials
(revenues, profitability) and KBH maintains an overly aggressive
land and development spending program that meaningfully diminishes
its liquidity position (below $300 million).

Recovery Rating

The Recovery Rating (RR) of 'RR4' on KBH's senior unsecured notes
indicates average recovery prospects for holders of these debt
issues. KBH's exposure to claims made pursuant to performance
bonds and joint venture debt and the possibility that part of
these contingent liabilities would have a claim against the
company's assets were considered in determining the recovery for
the unsecured debt holders. Fitch applied a going concern
valuation analysis for this RR.


KDC FOODS: Gray Plant Beats Co.'s Fraud Suit in 7th Circuit
-----------------------------------------------------------
Law360 reported that the Seventh Circuit has ended a fraud suit
against law firm Gray Plant Mooty over its alleged complicity in a
conspiracy to bankrupt a bakery products company, saying a six-
year statute of limitations was exhausted because Wisconsin law
requires it to start running when a reasonable plaintiff would
start an investigation.  According to the report, affirming the
district court's grant of summary judgment to the law firm, the
appeals court said Friday that Gray Plant cannot be sued by KDC
Foods Inc. because KDC did not bring suit within six years after
finding that the law firm had done work for people and entities
that might cause a conflict of interest. Under Wisconsin law, that
would count as a leading indicator that something might be wrong,
the panel said, and it started the six-year clock ticking for
KDC's claims that the law firm was involved in a conspiracy to
drive KDC into bankruptcy.

The case is KDC Foods Inc. v. Gray Plant Mooty Mooty & Bennett
P.A. et al., case number 13?3678, in the U.S. Court of Appeals
for the Seventh Circuit.


KRATON PERFORMANCE: S&P Revises Outlook & Affirms 'B+' CCR
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Kraton
Performance Polymers Inc. to stable from positive.  At the same
time, S&P affirmed its 'B+' corporate credit rating on the company
and its 'B' issue-level rating on the company's unsecured debt.
The recovery rating on the unsecured debt remains '5', indicating
S&P's expectation of modest (10% to 30%) recovery in the event of
a payment default.

"Following the termination of the agreement to combine Kraton's
assets with LCY Chemical Corp.'s sytrenic block copolymers [SBC]
assets, which could have led to higher earnings with no additional
debt, Kraton's financial risk profile will not improve to levels
that would warrant a higher rating in the near term," said
Standard & Poor's credit analyst Pranay Sonalkar.  The stable
outlook reflects S&P's view that Kraton can continue to pass
through changes in raw material costs in a timely fashion.  S&P
also expects that the construction of the plant at the joint
venture with Formosa will continue as planned and remain within
budget.

S&P's ratings on Kraton reflect its assessment of the company's
"weak" business risk profile and "aggressive" financial risk
profile.  The company is narrowly focused on styrenic block
copolymers (SBCs), vulnerable to sharp raw material cost
fluctuations, and exposed to cyclical and seasonal demand patterns
for products serving roofing, paving, auto, and electronics
markets.  These negative factors are balanced by Kraton's ongoing
efforts to maintain favorable pricing relative to raw material
cost fluctuations, good end-market and geographic diversification,
and improved operating efficiency in recent years.

Kraton is a leading producer of both unhydrogenated and
hydrogenated SBCs (USBCs and HSBCs, respectively).  S&P expects
the company's product mix to continue shifting to higher value
products, including HSBCs (used in personal hygiene, medical
products, automotive components, and soft-grip handles) and
polyisoprene rubber and polyisoprene latex (used in surgical
gloves and condoms).

The stable outlook reflects S&P's expectation that Kraton can
continue to pass through changes in raw material costs in a timely
fashion.  S&P expects debt levels to increase somewhat as a result
of a 50/50 joint venture with Formosa Petrochemical Corp. to
build, own, and operate a manufacturing plant in Taiwan.

In the longer term, S&P expects moderate sales growth,
particularly in specialty applications and end markets.  S&P
expects that the company will improve operating cash flow to debt
to above 17% and maintain total adjusted debt to EBITDA at below
4x well within our target of above 10% and below 5x respectively
for the current rating.

S&P could raise the rating by a notch if the company is able to
successfully execute on its joint venture with Formosa and improve
its EBITDA margins on a sustainable basis by 300 basis points.  In
this scenario, S&P believes operating cash flow to debt would
remain above 25% and leverage would remain below 3x for an
extended period.

"We could lower the ratings if weaker-than-expected economic
conditions, higher-than-anticipated raw material costs, or more-
competitive market conditions cause operating cash flow to debt to
drop below 10% without prospects for recovery.  Under our current
capital expenditure and debt assumptions, we believe revenues
would have to decline by about 5% and EBITDA margins would have to
decline 350 basis points for this to occur.  We could also lower
ratings in the face of significant challenges at the Formosa joint
venture or debt-financed acquisitions, or in the unlikely event of
sizable shareholder rewards," S&P said.


LAKELAND INDUSTRIES: Prepays $500,000 Subordinated Debt
-------------------------------------------------------
Lakeland Industries, Inc., announced the prepayment of $500,000 of
subordinated debt due 2018.  The prepayment results in a reduction
of approximately 15% of the Company's total outstanding amounts
under its secured term loan credit facility which had been $3.5
million, exclusive of accrued Payment-In-Kind (PIK) interest.  The
Junior Lender has waived the prepayment penalty.

"Our improving worldwide cash liquidity has enabled us to reduce
our subordinated debt," said Gary Pokrassa, chief financial
officer of Lakeland Industries.  "While bolstering the strength of
our balance sheet by reducing expensive debt along with its
corresponding interest service, the prepayment of debt reflects
the confidence we have in our ability to drive continued
improvements in the Company's global operating performance."

                     About Lakeland Industries

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

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

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


LDK SOLAR: Secures Funding Commitments for Offshore Restructuring
-----------------------------------------------------------------
LDK Solar Co., Ltd., in provisional liquidation and its Joint
Provisional Liquidators, Tammy Fu and Eleanor Fisher, both of
Zolfo Cooper (Cayman) Limited, announced that LDK Solar has
secured funding commitments to enable the offshore restructuring
to continue to be progressed.  The JPLs now intend to seek
sanction of the Grand Court of the Cayman Islands to the terms of
the funding commitments and certain amendments to restructuring
support agreements previously approved by the Cayman Court.  The
JPLs also provided an update on the progress of the restructuring
in light of recent positive developments in the course of the
Company's offshore restructuring.

Funding Commitments

On June 27, 2014, the JPLs confirmed that they continued to
consider and progress discussions with a number of parties in
respect of the provision of funding required to meet the agreed
commitments pursuant to the restructuring support agreement
relating to the 10% Senior Notes due 2014, the restructuring
support agreement relating to the convertible preferred shares of
an affiliate of the Company and involving claims against the
Company, as well as the costs of the offshore restructuring
process and the forecast offshore working capital requirements of
the Company.

On July 15, 2014, the JPLs received a binding commitment from Heng
Rui Xin Energy (HK) Co., Limited for US$10 million in cash and
US$14 million for working capital financing in connection with the
Company's offshore restructuring.  In addition, the Company and
the JPLs have identified a further US$5 million of funding which
is to be committed by certain subsidiaries of the Company to the
offshore restructuring.  Subject to approval by the Cayman Court,
the JPLs now consider that these funding commitments will be
sufficient to meet the Exit Financing requirements of the offshore
restructuring.

Since their announcement on June 27, 2014, and in addition to the
Exit Financing, the JPLs have also received an additional US$3.2
million of interim financing for the provisional liquidation from
the partial repayment of outstanding intercompany receivables.

RSA Amendments

As a result of the challenges in raising the Exit Financing and
the resultant delay in the timetable for completing the
restructuring, LDK Solar and the JPLs have reached agreements with
the Ad-Hoc Committee for the Company's 10% Senior Notes due 2014,
over 79% of the holders of the convertible preferred shares of an
affiliate of the Company involving claims against the Company and
a majority of shareholders of the Company to certain amendments to
the Senior Notes RSA and the Preferred Obligations RSA.  Subject
to approval by the Cayman Court, the Senior Notes RSA and the
Preferred Obligations RSA have been amended as of July 30, 2014,
as follows:

   * To extend the closing date for the offshore restructuring to
     no later than Sept. 30, 2014, subject to an automatic
     extension to Nov. 14, 2014, if the Company files its scheme
     of arrangement with the Cayman Court on or before Aug. 31,
     2014;

   * To reduce the cash-out option for the holders of Senior
     Claims and Preferred Claims from US$0.20 to US$0.10 for each
     US$1.00 of claim and to make the availability of that option
     to such creditors subject to the Company determining that
     funding is available; and

   * To permit the Company to compromise with other offshore
     creditors with a combination of cash or equity and
     convertible securities, subject to agreed limitations.

2013 Form 20-F

LDK Solar and the JPLs have reached an agreement dated July 15,
2014, with the Company's existing auditor, KPMG, to engage the
latter to complete the audit of the Company's consolidated
accounts for fiscal year 2013.  The Company anticipates that this
will enable it to file its annual report on Form 20-F for the year
ended Dec. 31, 2013, on or before Oct. 31, 2014.

Cayman Court Sanction

In light of these developments, the JPLs are seeking sanction by
the Cayman Court of the RSA Amendments and the various financing
commitments.  Subject to such Cayman Court sanction, the JPLs
expect to be in a position to proceed with its application to the
Cayman Court for orders convening meetings of creditors in
relation to the offshore restructuring on or before Aug. 31, 2014.

                          About LDK Solar

LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi-
Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power
projects and solutions.

LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.

LDK Solar Co disclosed a net loss of $1.05 billion on $862.88
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $608.95 million on $2.15 billion of net sales
for the year ended Dec. 31, 2011.

KPMG, in Hong Kong, China, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Group has
a net working capital deficit and a deficit in total equity as of
Dec. 31, 2012, and is restricted from incurring additional
indebtedness as it has not met a financial covenant ratio as
defined in the indenture governing the RMB-denominated US$-settled
senior notes.  These conditions raise substantial doubt about the
Group's ability to continue as a going concern.


LEAP ACADEMY: S&P Assigns 'BB-' Rating on $10MM 2014 Revenue Bonds
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' long-term
rating to the New Jersey Economic Development Authority's $10
million series 2014 revenue bonds issued for LEAP Cramer Hill LLC
on behalf of LEAP Academy University Charter School (LEAP).  The
outlook is stable.

LEAP Cramer Hill, a single-purpose New Jersey limited liability
corporation, will use the proceeds of the series 2014 bonds to
acquire and renovate the Wilson school building.  LEAP Cramer Hill
will lease the facilities to LEAP under five-year leases that
automatically renew at the end of each five-year term, which
corresponds with the length of the charter.  This unique lease
structure stems from New Jersey charter school law, which prevents
charter schools from entering into long-term indebtedness or
leases that exceed the term of the charter.

"The 'BB-' rating reflects our view of LEAP's weak unrestricted
cash position, slim coverage of pro forma maximum annual debt
service, complicated debt structure, and potential liquidity risk
associated with a balloon payment in 2019," said Standard & Poor's
credit analyst Carolyn McLean.  "We believe these risks are
partially mitigated by growing enrollment, strong demand profile,
and good academic performance."

LEAP is a comprehensive K-12 public charter school serving
students in Camden city.


LEVEL 3: Unit to Sell $1 Billion Senior Notes Due 2022
------------------------------------------------------
Level 3 Communications, Inc., issued a press release on July 29,
2014, announcing that its indirect, wholly owned subsidiary, Level
3 Escrow II, Inc., plans to offer $600 million aggregate principal
amount of senior unsecured notes that will mature in 2022 and will
bear interest at a fixed rate in a proposed private offering to
"qualified institutional buyers", as defined in Rule 144A under
the Securities Act of 1933, as amended, and non-U.S. persons
outside the United States under Regulation S under the Securities
Act of 1933, as amended.

Level 3 issued a subsequent press release announcing that Level 3
Escrow has agreed to sell $1 billion aggregate principal amount of
its 5.375% Senior Notes due 2022 in a private offering to
qualified institutional buyers and to non-U.S. persons outside the
United States under Regulation S.  The new 5.375% Senior Notes due
2022 were priced to investors at 100% of their principal amount
and will mature on Aug. 15, 2022.

The gross proceeds from the offering of the notes will be
deposited into a segregated escrow account until the date on which
certain escrow conditions, including, but not limited to, the
substantially concurrent consummation of the acquisition by Level
3 of tw telecom inc. and the assumption of the notes by Level 3
Financing, Inc., a wholly owned subsidiary of Level 3 and the
direct parent company of Level 3 Escrow, are satisfied.  If the
escrow conditions are not satisfied on or before June 15, 2015 (or
any earlier date on which Level 3 determines that any of such
escrow conditions cannot be satisfied), Level 3 Escrow will be
required to redeem the notes.

Following the release of the escrowed funds in connection with the
assumption of the notes by Level 3 Financing, the net proceeds
from the offering of the notes will be used to finance the cash
portion of the merger consideration payable to tw telecom inc.
stockholders and to refinance certain existing indebtedness of tw
telecom inc., including fees and premiums, in connection with the
closing of Level 3's proposed acquisition of tw telecom inc.  The
gross proceeds from the offering will reduce the outstanding
bridge commitment Level 3 has in place with certain financial
institutions in connection with financing the cash portion of the
merger consideration and refinancing certain tw telecom inc.
indebtedness.

The offering is expected to be completed on Aug. 12, 2014, subject
to the satisfaction or waiver of customary closing conditions.

The notes will not be registered under the Securities Act of 1933
or any state securities laws and, unless so registered, may not be
offered or sold except pursuant to an applicable exemption from
the registration requirements of the Securities Act of 1933 and
applicable state securities laws.

                    About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 incurred a net loss of $109 million in 2013, a net
loss of $422 million in 2012, and a net loss of $756 million in
2011.  The Company's balance sheet at June 30, 2014, showed $13.02
billion in total assets, $11.34 billion in total liabilities, and
$1.67 billion in stockholders' equity.

                           *     *     *

In June 2014, Fitch Ratings upgraded the Issuer Default Rating
(IDR) assigned to Level 3 Communications, Inc. (LVLT) and its
wholly owned subsidiary Level 3 Financing, Inc. (Level 3
Financing) to 'B+' from 'B'.

"The upgrade of LVLT's ratings is supported by the continued
strengthening of the company's credit profile since the close of
the Global Crossing Limited (GLBC) acquisition, positive operating
momentum evidenced by expanding gross and EBITDA margins, and
ongoing revenue growth within the company's Core Network Services
(CNS) segment and its position to generate meaning FCF," Fitch
stated.

In June 2014, Standard & Poor's Ratings Services raised its
ratings on Broomfield, Co.-based telecommunications provider Level
3 Communications Inc. (Level 3) and related entities by one notch,
including the corporate credit rating to 'B+' from 'B'.  "The
upgrade reflects a more favorable view of business risk based
on our expectation for continuing growth in CNS revenue,
especially enterprise CNS, which we view as the company's most
stable product set," said Standard & Poor's credit analyst Richard
Siderman.

As reported by the TCR on June 19, 2014, Moody's Investors Service
said it will review Level 3 Communications Inc.'s ratings for
upgrade following the company's announcement that it will acquire
tw telecom (TWT) in a $7.5 billion stock-and-cash transaction that
was announced on 16 June 2014.  Level 3 has a B3 corporate family
rating (CFR) and a B3-PD probability of default rating (PDR).


LEVEL 3: Unit Offering $1 Billion Senior Notes Due 2022
-------------------------------------------------------
Level 3 Escrow II, Inc., an indirect, wholly owned subsidiary of
Level 3 Communications, Inc., entered into an indenture with The
Bank of New York Mellon Trust Company, N.A., as trustee, in
connection with Level 3 Escrow's issuance of $1,000,000,000 in
aggregate principal amount of its 5.375% senior notes due 2022.

The gross proceeds from the offering of the 5.375% Senior Notes
were deposited into a segregated escrow account and will remain in
escrow until the date of the satisfaction of certain escrow
conditions including, but not limited to, the substantially
concurrent consummation of the proposed acquisition, by Level 3 of
tw telecom inc. pursuant to the Agreement and Plan of Merger,
dated as of June 15, 2014, by and among tw telecom, Level 3,
Saturn Merger Sub 1, LLC and Saturn Merger Sub 2, LLC and the
assumption of the 5.375% Senior Notes by Level 3 Financing, Inc.,
a wholly owned subsidiary of Level 3 and the direct parent company
of Level 3 Escrow.  If the escrow conditions are not satisfied on
or before June 15, 2015, Level 3 Escrow will be required to redeem
the 5.375% Senior Notes at a redemption price equal to 100% of the
principal amount of the 5.375% Senior Notes, plus accrued and
unpaid interest.

Prior to the Notes Assumption, Level 3 and Level 3 Financing will
not be liable for the obligations of Level 3 Escrow for principal,
premium or interest payments with respect to the 5.375% Senior
Notes.  Following the Notes Assumption, the 5.375% Senior Notes
will be unsecured, unsubordinated obligations of Level 3
Financing, ranking equal in right of payment with all existing and
future unsubordinated indebtedness of Level 3 Financing, and will
be senior in right of payment to all existing and future
indebtedness of Level 3 Financing that is expressly subordinated
in right of payment to the 5.375%  Senior Notes, and the 5.375%
Senior Notes will be effectively subordinated to all secured
obligations of Level 3 Financing.  Following the Notes Assumption,
Level 3 will guarantee the 5.375% Senior Notes on an unsecured
basis.  The 5.375% Senior Notes will mature on Aug. 15, 2022.
Interest on the 5.375% Senior Notes will be payable on May 15 and
November 15 of each year, beginning on Nov. 15, 2014.

Following the release of the escrowed funds in connection with the
Notes Assumption, the escrowed funds will be used to finance the
cash portion of the merger consideration payable to tw telecom
stockholders and to refinance certain existing indebtedness of tw
telecom inc., including fees and premiums, in connection with the
closing of the Merger.  The gross proceeds from the offering
reduce the outstanding bridge commitment and the senior secured
term loan commitment that Level 3 has in place with certain
financial institutions in connection with financing the cash
portion of the merger consideration and refinancing certain tw
telecom indebtedness.

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

                         http://is.gd/G80QFl

                   About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 incurred a net loss of $109 million in 2013, a net
loss of $422 million in 2012, and a net loss of $756 million in
2011.

                           *     *     *

In June 2014, Fitch Ratings upgraded the Issuer Default Rating
(IDR) assigned to Level 3 Communications, Inc. (LVLT) and its
wholly owned subsidiary Level 3 Financing, Inc. (Level 3
Financing) to 'B+' from 'B'.

"The upgrade of LVLT's ratings is supported by the continued
strengthening of the company's credit profile since the close of
the Global Crossing Limited (GLBC) acquisition, positive operating
momentum evidenced by expanding gross and EBITDA margins, and
ongoing revenue growth within the company's Core Network Services
(CNS) segment and its position to generate meaning FCF," Fitch
stated.

In June 2013, Standard & Poor's Ratings Services raised its
corporate credit rating on Level 3 to 'B' from 'B-'.  "The upgrade
reflects improved debt leverage, initially from the acquisition of
the lower-leveraged Global Crossing in October 2011, and
subsequently from realization of the bulk of what the company
expects to eventually be $300 million of annual operating
synergies," said Standard & Poor's credit analyst Richard
Siderman.


LIBERTY HARBOR: Court Adjourns Plan Hearing to Sept. 30
-------------------------------------------------------
The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the
District of New Jersey adjourned the hearing to confirm the plan
of reorganization filed by Liberty Harbor Holding LLC from July
22, 2014, to Sept. 30, 2014.

As reported by the Troubled Company Reporter, Bankruptcy Judge
Novalyn L. Winfield approved on Nov. 26, 2013, the Disclosure
Statement accompanying the Debtor's Plan.

Pursuant to the Plan, t the extent required, the Moccos and
entities controlled by the Moccos will provide the Debtors with
the funding necessary to consummate the Plan, including, but not
limited to, all payments due under the Kerrigan Settlement.  The
Moccos have already advanced the Debtors the sum of $3 million,
which amounts were necessary to deliver the initial two payments
under the Kerrigan Settlement Agreement between the Debtors, the
JCRA, the City of Jersey City and the Kerrigans.

On Dec. 19, 2013, creditor SWJ Management, LLC, filed an objection
to the confirmation of the Plan, claiming that the Plan is not
feasible because, among other things, the Mocco v. Licata
litigation will not be resolved at confirmation.  "The Debtors'
plans are patently unconfirmable and unfeasible because the Debtor
owns nothing unless awarded an ownership interest by the Court in
the Mocco v. Licata ligation," SWJ said in a Dec. 19 court filing.

According to SWJ, the Mocco parties are not likely to be
successful on the merits of the Mocco v. Licata litigation.  The
Mocco parties case, SWJ stated, relies on forged documents and
forged signatures produced by a convicted felon Peter de Jong.
"Mr. Dejong, who acted as if he were Mr. Licata's attorney, was
shown to have received massive payoffs from the Mocco parties
through an entity known as AQM and was also shown to have actually
been an attorney for Peter Mocco.  The entire Mocco parties case
is based on rank fraud and intimidation of every attorney who
dared challenge them," SWJ said.

                       About Liberty Harbor

Jersey City, New Jersey-based Liberty Harbor Holding, LLC, along
with two affiliates, sought Chapter 11 protection (Bankr. D.N.J.
Lead Case No. 12-19958) in Newark on April 17, 2012.  Each of the
Debtors is solely owned by Peter Mocco.

Liberty, as of April 16, 2012, had total assets of $350.08
million, comprising of $350 million of land, $75,000 in accounts
receivable and $458 cash.  The Debtor says that it has
$3.62 million of debt, consisting of accounts payable of $73,500
and unsecured non-priority claims of $3,540,000.  The Debtor's
real property consists of Block 60, Jersey City, NJ 100% ownership
Lots 60, 70, 69.26, 61, 62, 63, 64, 65, 25H, 26A, 26B, 27B, 27D.
Affiliates that filed separate petitions are: Liberty Harbor II
Urban Renewal Co., LLC (Case No. 12-19961) and Liberty Harbor
North, Inc. (Case No. 12-19964).  The three cases are
administratively consolidated.

Judge Novalyn L. Winfield presides over the case.  Wasserman,
Jurista & Stolz, P.C. serves as insolvency counsel and Scarpone &
Vargo serves as special litigation counsel.  The petition was
signed by Peter Mocco, managing member.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed three
creditors to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of the Debtor.


LONGVIEW POWER: Plan Requires Successful Trial in District Court
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a trial in federal district court on title insurance
coverage will determine whether Longview Power LLC, the owner of a
faulty power plant, is able to emerge from Chapter 11
reorganization.

According to the report, citing a decision by U.S. Bankruptcy
Judge Brendan L. Shannon in Delaware, given limitations the
Supreme Court has placed on the power of bankruptcy judges to make
final decisions, the pivotal issue in Longview's case must be
decided in district court.  Judge Shannon has said coverage issues
in the $825 million title-insurance policy issued by First
American Title Insurance Co. are so-called non-core matters on
which he doesn't have the right to issue a final ruling, the
report related.

                      About Longview Power LLC

Longview Power LLC is a special purpose entity created to
construct, own, and operate a 695 MW supercritical pulverized
coal-fired power plant located in Maidsville, West Virginia, just
south of the Pennsylvania border and approximately 70 miles south
of Pittsburgh.  The project is owned 92% by First Reserve
Corporation (First Reserve or sponsor), a private equity firm
specializing in energy industry investments, through its affiliate
GenPower Holdings (Delaware), L.P., and 8% by minority interests.

Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case.
13-12211) on Aug. 30, 2013.  The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary.  The Debtor estimated assets and debts of
more than $1 billion.  Judge Brendan Linehan Shannon presides over
the case.  Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel.  Lazard Freres & Company LLC
acts as the Debtors' investment bankers.  Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors.  Ernst &
Young serves as the Debtors' accountants.  The Debtors' claims
agent is Donlin, Recano & Co. Inc.

The Debtor disclosed assets of $1,717,906,595 plus undisclosed
amounts and liabilities of $1,075,748,155 plus undisclosed
amounts.

Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as
of September 11, 2013, a committee of unsecured creditors has not
been appointed in the case due to insufficient response to the
U.S. Trustee's communication/contact for service on the committee.


MAUI LAND: Posts $477,000 Net Income in Second Quarter
------------------------------------------------------
Maui Land & Pineapple Company, Inc., reported net income of
$477,000 on $5 million of total operating revenues for the three
months ended June 30, 2014, as compared with net income of
$831,000 on $2.55 million of total operating revenues for the same
period in 2013.

For the six months ended June 30, 2014, the Company had a net loss
of $432,000 on $7.47 million of total operating revenues as
compared with a net loss of $984,000 on $5.18 million of total
operating revenues for the same period last year.

In May 2014, the Company sold a 4-acre parcel and building that
serves as the maintenance facility for the Kapalua Plantation Golf
Course for $2.3 million.  The sale resulted in a gain of $1.5
million.

In June 2013, the Company sold a 7-acre parcel that was the last
of its former agricultural processing facilities in central Maui
for $4 million.  The sale resulted in a gain of $1.9 million.

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

                        http://is.gd/m8q1vE

                  About Maui Land & Pineapple Co.

Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- develops, sells, and manages residential,
resort, commercial, and industrial real estate.  The Company owns
approximately 23,000 acres of land on Maui and operates retail,
utility operations, and a nature preserve at the Kapalua Resort.
The Company's principal subsidiary is Kapalua Land Company, Ltd.,
the operator and developer of Kapalua Resort, a master-planned
community in West Maui.

Maui Land reported a net loss of $1.16 million on $15.21 million
of total operating revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $4.60 million on $13.57 million of
total operating revenues in 2012.   As of Dec. 31, 2013, the
Company had $53.75 million in total assets, $80.98 million in
total liabilities and a $27.23 million stockholders' deficiency.

Deloitte & Touche LLP, in Honolulu, Hawaii, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The indepdendent auditors noted
that the Company's recurring negative cash flows from operations
and deficiency in stockholders' equity raise substantial doubt
about the Company's ability to continue as a going concern.


MAXIM CRANE: Moody's Hikes Corp. Family Rating to 'B3'
------------------------------------------------------
Moody's Investors Service upgraded Maxim Crane Works L.P.,
including the company's CFR to B3 from Caa1 and its Probability of
default to B3-PD from Caa1. The company's second lien term loan
was affirmed at Caa2. The rating outlook is stable.

Ratings Rationale

Maxim's B3 CFR rating reflects the expectation that while debt
balances should remain relatively constant, leverage should
improve as EBITDA grows. For 2015 Moody's anticipate improving
credit metrics so that EBITDA/interest coverage improves to just
over 2x for 2015. The rating also reflects the belief that the
management of its equipment portfolio and utilization is above
typical norms, in Moody's view. Moreover, Moody's continue to
anticipate that economic growth will help support good crane
utilization rates and support further price increases in 2015. The
rating benefits from good geographic distribution throughout the
US and diversity in its end markets. The rating reflects
expectation for improving average rental rates and adequate
liquidity.

The $325 million secured second lien term loan was affirmed at
Caa2. The term loan was not upgraded as the company's $375 million
ABL revolver is sufficiently large so as to likely limit the
recovery of the second lien term loan under a default scenario.

Maxim Crane Work's stable outlook reflects Moody's view that the
company's financial policies are aggressive as evidenced by its
willingness to further leverage its capital structure in late 2013
to pay a dividend. It also reflects Moody's view that while
certain credit metrics are weak, Maxim's overall credit
performance is anticipated to be stable to improving over the next
year. Moreover, Moody's believe it has adequate liquidity to cover
anticipated modest near-term negative free cash flows that are
likely to result from ongoing equipment purchases. The outlook
could come under pressure if Moody's expect weakening revenue or
EBITDA trends.

While Moody's expect leverage to remain elevated in the near term,
factors that could pressure the rating include meaningful revenue
weakness, or significant negative free cash flow. A reduction in
its EBITDA margins or weakening equipment utilization would likely
cause downwards rating pressure particularly if it was expected to
result in higher leverage metrics. A meaningful reduction in
liquidity could lead to a downgrade of the CFR.

The ratings are currently constrained by high leverage, aggressive
financial policies, and expected negative free cash flow
generation before asset dispositions. Factors that could
contribute to a ratings upgrade include a recovery in EBITDA
performance and positive free cash flow generation. An improvement
in debt to EBITDA by at least a turn could also add upwards
ratings traction. Any positive traction would have to be balanced
against the risks of future large dividends due to the historical
aggressiveness of its sponsor, Platinum Equity.

The principal methodology used in this rating was the Global
Equipment and Automobile Rental Industry Methodology 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.

Affirmations:

Issuer: Maxim Crane Works, L.P.

Senior Secured Second Lien Term Loan, Affirmed Caa2, LGD5-79%

Upgrades:

Issuer: Maxim Crane Works, L.P.

Corporate Family Rating, Upgraded to B3 from Caa1

Probability of Default Rating, Upgraded to B3 from Caa1

Outlook Actions:

Issuer: Maxim Crane Works, L.P.

Outlook, Affirmed Stable

Maxim Crane Works Holdings, Inc., headquartered in Bridgeville,
Pennsylvania, is a holding company conducting operations through
its subsidiary, Maxim Crane Works, L.P. The company rents cranes
and other heavy equipment primarily to energy-related and non-
residential building construction end markets. As of June 30,
2014, the company had a fleet of over 1,250 cranes, including
hydraulic truck cranes, all-terrain cranes, rough terrain cranes,
crawler cranes and tower cranes. Customers are provided with the
choice of renting cranes along with operators supplied by the
company -- the service which generates the majority of the
company's revenue -- or just the cranes themselves. The company
was purchased by affiliates of Platinum Equity Capital Partners
II, L.P via a wholly-owned subsidiary, Steelers Holding
Corporation, in 2008 for approximately $380 million. LTM revenues
through June 30, 2014 were over $370 million.


MF GLOBAL: Trustee Seeks Permission to Repay $295MM to Creditors
----------------------------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported
that James W. Giddens, the trustee liquidating MF Global Inc.,
asked permission from the U.S. Bankruptcy Court for the Southern
District of New York to pay $295 million owed to its creditors,
now that it has paid back most of its customers.  According to the
report, the bulk of the money is earmarked for unsecured
creditors, who would receive a first distribution of about 20% of
what Mr. Giddens has agreed to pay.  Holders of secured,
administrative and priority claims that have been resolved will
get 100% of their money all at once if the request is approved,
the Journal said.

                        About MF Global

New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world.  The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York.  MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets.  Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan.  As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%.  Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company.  As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee.  Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.


MINERAL PARK: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                    Case No.
     ------                                    --------
     Mineral Park, Inc.                        14-11996
     8275 N. Mineral Park Road
     Golden Valley, AZ 86413

     Bluefish Energy Corporation               14-11997

     Mercator Mineral Park Holdings Ltd.       14-11998

     Lodestrike Resources Ltd.                 14-11999

Type of Business: Mineral Resource Company

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Debtors' Counsel: James E. O'Neill, Esq.
                  Jeremy V. Richards, Esq.
                  Maxim B. Litvak, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 North Market Street, 17th Floor
                  PO Box 8705
                  Wilmington, DE 19899-8705
                  Tel: 302-652-4100
                  Fax: 302-652-4400
                  Email: jo'neill@pszjlaw.com
                         jrichards@pszjlaw.com
                         mlitvak@pszjlaw.com
                         joneill@pszjlaw.com

Debtors'          PRIME CLERK LLC
Claims and
Noticing Agent:

Debtors'          FTI CONSULTING, INC.
Financial
Advisor:

Debtors'          David J. Beckman
Chief             FTI CONSULTING, INC
Restructuring
Officer:

Debtors'          Paul Hansen
Assistant         FTI CONSULTING, Inc.
Chief
Restructuring
Officer:

Debtors'          EVERCORE GROUP LLC
Investment
Banker:

Estimated Assets: $100 million to $500 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by Marc S. LeBlanc, corporate secretary.

Consolidated List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
ME elecmetal                       Trade Debt          $861,374
Tom  Vyvyan
3901 University Ave N.E.
Menneapolis, MN 55421
Tel: 763-201-1801
Fax: 763-788-8300

Unisource Energy Services          Trade Debt          $592,881
Bill DeJulio
2498 Airway Ave
Kingman, AZ 86409
Tel: 928-681-8913
Fax: 866-666-3041

Rebel Fule                         Trade Debt          $566,348
Greg Shupe
2200 South Highland Dr.,
Las Vegas, NV 89102
Tel: 702-382-5866
Fax: 702-382-4263

TDC, LLC                           Trade Debt          $310,951
Jim Glattly
919 Milam Street, Suite 2100
Houston, TX 77002
Tel: 800-422-6274
Fax: 225-231-9239

Mining, Rock Excavation and        Trade Debt          $243,726
Construction LLC
Davis Arroyo
7 Campus Drive Suite 200
Parsippany, NJ 07054
Tel: 623-780-0200
Fax: 303-288-8828

Great West Tire, Inc.              Trade Debt          $194,674
Conan
PO Box 3697
Kingman, AZ 86402
Tel: 928-757-9251
Fax: 928-757-7939

MolyCop                            Trade Debt          $188,651
Marty Mcghin
Dept. CH 19740
Palatine, IL 60055
Tel: 775-742-2761
Fax: 229-253-0424

Lhoist North America               Trade Debt          $181,651

FNF Construction, Inc.             Trade Debt          $177,315

Acton Welding                      Trade Debt          $175,108

Rebel Oil                          Trade Debt          $170,105

Freiday Construction, Inc.         Trade Debt          $138,123

Heavy Equipment Machinery          Trade Debt          $105,795

Arizona Electrical Apparatus       Trade Debt          $103,482

Bearing Belt Chain Co Inc.         Trade Debt           $97,609

M.R. Tudor                         Trade Debt           $95,124

Sonoran Process Equipment Co.      Trade Debt           $84,108

R.A.M. Enterprises                 Trade Debt           $75,016

Trammo                             Trade Debt           $74,724

Quadna                             Trade Debt           $67,227

CTI                                Trade Debt           $66,477

Flomin Inc.                        Trade Debt           $62,091

United Rental                      Trade Debt           $61,825

West Coast Bulk                    Trade Debt           $58,970

911 Metallurgy Corp.               Trade Debt           $46,500

Ruan Logistics Corp.               Trade Debt           $42,967

Empire Machinery                   Trade Debt           $41,424

Farnell-Thompson                   Trade Debt           $40,000

Fl Smidth Salt Lake City, Inc.     Trade Debt           $36,603

Rummel Construction                Trade Debt           $35,927


MOMENTIVE PERFORMANCE: Court Rejects Exit Plan
----------------------------------------------
Tom Corrigan, writing for The Wall Street Journal, reported that
Bankruptcy Judge Robert Drain in White Plains, N.Y., declined to
confirm Momentive Performance Materials Inc.'s restructuring plan,
saying that Momentive's highest-ranking bondholders were entitled
to a slightly higher interest rate than what the plan currently
provides.  Judge Drain said he would confirm the plan if the
company amended the document to provide that higher interest rate.

It isn't clear when or if such an amended plan would be filed,
according to WSJ.

WSJ also reported that Judge Drain ruled that Momentive doesn't
owe its senior bondholders so-called make-whole payments, or
premiums the bondholders argued Momentive should be forced to pay
for refinancing their bonds.  He did find that the bondholders are
entitled to a slightly higher interest rate.

Judge Drain also ruled that the treatment of Momentive's senior
subordinated bondholders, who are owed $382 million, under the
plan was legal and appropriate.  The bondholders' suit challenged
their placement at near the bottom of the creditor priority list,
which would leave them unpaid. If they prevailed, Momentive's
restructuring plan would have required a revision to account for
the bondholders' change in status.

The Plan provides for Apollo Global Management LLC, Momentive's
owner as well as one of its creditors, to keep control of the
company.  The Plan is funded with $1.3 billion in exit financing
and provides for Apollo and other second-lien bondholders to
backstop a new $600 million rights offering by buying up any
shares that go unsold.

The report noted that Momentive's senior bondholders would have
been repaid in full with cash had they voted to accept the plan
earlier this year. But, since the plan was overwhelmingly rejected
-- more than 80% voted "no" -- they will be repaid with
replacement notes. The rejecting bondholders have asked the court
to let them switch their votes, which the court has yet to rule
on.

General unsecured creditors would be paid in full, while existing
equity would be wiped out.

                  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.


MONROE HOSPITAL: Wants Sept. 2 as Schedules Filing Deadline
-----------------------------------------------------------
Monroe Hospital, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Indiana to extend the time within which the
Debtor must file its schedules of assets and liabilities and
statement of financial affairs through and including Sept. 2,
2014.

The Debtor recognizes the importance of the Schedules and SOFA in
the Chapter 11 Case and intends to complete the Schedules and SOFA
as quickly as practicable under the circumstances.  However, as a
result of (i) the complexity of the Debtor's financial
affairs, (ii) the size of the Debtor's case and (iii) the time
that must be spent attending to other matters in the Chapter 11
Case, including the proposed sale of the Debtor's assets, the
Debtor is unable to complete the Schedules and SOFA within
fourteen days of the Petition Date.  The Debtor's inability to
complete the Schedules and SOFA any sooner is also underscored by
the fact that the Debtor does not have a financial advisor, and
any time spent gathering information and documents must be spent
either by the Debtor's counsel or by the same personnel of the
Debtor that are also operating the hospital.

The Debtor says that in view of these critical matters and the
volume of material that must be compiled and reviewed by the
Debtor's staff and professionals in order to complete the
Schedules and SOFA, there is more than ample cause for granting
the requested extension.  The 11-day extension through Sept. 2,
2014, requested by the Debtor will allow ample time for creditors
and parties in interest to review the Schedules and SOFA before
the 341 meeting scheduled for Sept. 9, 2014.

                        About Monroe Hospital

Monroe Hospital, LLC, since 2006, has operated a 32 licensed bed
private acute care medical surgical hospital in Bloomington,
Indiana.  It leases the land on which the hospital is located from
MPT Bloomington, LLC.

Monroe Hospital, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Ind. Case No. 14-07417) in Indianapolis, Indiana, on
Aug. 8, 2014.  Joseph Roche signed the petition as president and
chief executive officer.  The Debtor estimated assets of at least
$10 million and $100 million to $500 million in liabilities.

The case is assigned to Judge James M. Carr. The Debtor is
represented by attorneys at Bingham Greenebaum Doll
LLP.  Upshot Services LLC acts as the Debtor's noticing, claims
and balloting agent.


MOUNTAIN PROVINCE: Incurs C$1.74-Mil. Net Loss in Second Quarter
----------------------------------------------------------------
Mountain Province Diamonds Inc. reported a net loss of
C$1.74 million for the three months ended June 30, 2014, as
compared with a net loss of C$6.32 million for the same period in
2013.

Net loss for the six months ended June 30, 2014, was
C$2.96 million as compared with a net loss of C$11.16 million for
the same period in 2013.

The Company's balance sheet at June 30, 2014, showed
C$185 million in total assets, C$25.07 million in total
liabilities and C$160 million in total shareholders' equity.

"The Company currently has no source of revenues.  In the six
months ended June 30, 2014 and the year ended December 31, 2013,
the Company incurred losses, had negative cash flows from
operating activities, and will be required to obtain additional
sources of financing to complete its business plans going into the
future.  Although the Company had working capital of $40,278,699
at June 30, 2014, including $59,308,291 of cash and short-term
investments, the Company has insufficient capital to finance the
Company's share of development costs of the Gahcho Kue Project
over the next 12 months.  The Company is currently investigating
various sources of additional funding to increase the cash
balances required for ongoing operations over the foreseeable
future.  These additional sources include, but are not limited to,
share offerings, private placements, rights offerings, credit and
debt facilities, as well as the exercise of outstanding options.
However, there is no certainty that the Company will be able to
obtain financing from any of those sources.  Failure to meet the
obligations to the Company's share in the Gahcho Kue Project may
lead to dilution of the interest in the Gahcho Kue Project and may
require the Company to write off costs capitalized to date.  These
conditions indicate the existence of a material uncertainty that
results in substantial doubt as to the Company's ability to
continue as a going concern," the Company stated in the Report.

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

                         http://is.gd/Ks2UPR

                   About Mountain Province Diamonds

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

Mountain Province reported a net loss of C$26.60 million in 2013,
a net loss of C$3.33 million in 2012 and a net loss of C$11.53
million in 2011.


NATROL INC: Has Final Nod to Pay Critical Vendors' Claims
---------------------------------------------------------
The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for
the District of Delaware entered a final order authorizing Natrol
Inc., et al., to pay certain prepetition claims of critical
vendors up to $3.5 million.

The Debtors will strive to enter into Trade Agreements with the
Critical Vendors, which will include these terms:

      a. The amount of a Critical Vendor's estimated prepetition
         claim (after accounting for any setoffs), other credits,
         and discounts thereto, which will be mutually determined
         in good faith by the Critical Vendor and the Debtors,
         will be used only for purposes of the interim or final
         order and will not be deemed a claim allowed by the
         Court.  Further, the rights of all parties in interest
         to object to a claim of Critical Vendor will be fully
         preserved until further court order;

      b. The Critical Vendor's agreement to be bound by the
         Customary Trade Terms favorable to the Debtors and in
         effect between the Critical Vendor and the Debtors on a
         historical basis for the period within 180 days of the
         Petition Date, or such other trade terms as mutually
         agreed to by the Debtors and the Critical Vendor;

      c. The Critical Vendor's agreement to provide goods and
         services to the Debtors based upon Customary Trade
         Terms, and the Debtors' agreement to pay the Critical
         Vendor in accordance with the terms;

      d. The Critical Vendor's agreement not to file or otherwise
         assert against any of the Debtors, their estates, or any
         of their respective assets or property, any lien related
         in any way to any remaining prepetition amounts
         allegedly owed to the Critical Vendor by the Debtors
         arising from goods and services provided to the Debtors
         prior to the Petition Date.  To the extent the Critical
         Vendor has previously obtained a lien, the Critical
         Vendor will immediately take all necessary actions to
         release the line;

      e. The Critical Vendor's acknowledgment that it has
         reviewed the terms and provisions of the interim order
         or, if entered, the final order, and consents to be
         bound thereby;

      f. The Critical Vendor's agreement that it will not
         separately assert or otherwise seek payment of any
         reclamation claims;

      g. The Critical Vendor's agreement that it has received
         payment of a prepetition claim; and

      h. The Critical Vendor's acknowledgment that, if it
         subsequently refuses to supply goods and services to the
         Debtors on Customary Trade Terms, or if a Trade
         Agreement is terminated, the Debtors reserve all rights
         to recover sums paid in excess of post-petition
         obligations in the event of a Trade Agreement is
         terminated.

On July 16, 2014, the Court extended to Aug. 11, 2014, the
Debtors' time to file their schedules of assets and liabilities
and statement of financial affairs.  As reported by the Troubled
Company Reporter on July 7, 2014, the Debtors argued that an
extension is necessary because the Debtors' focus since filing the
petition on June 11, 2014, has been "maintaining operations with
minimal disruption", responding to Cerberus's motion for
appointment of a Chapter 11 Trustee, prosecuting its own motion to
use cash collateral, and providing financial information to
Cerberus and the Official Committee of Unsecured Creditors.

                        About Natrol, Inc.

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

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

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

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


NORTEL NETWORKS: Deal Resolving U.S. Debt Recovery Claim OK'd
-------------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court issued an
order approving Nortel Networks' motion, pursuant to F.R.B.P. Rule
9019, for entry of an order approving the stipulation resolving
claims with United States Debt Recovery VIII.

According to BData, as previously reported, "NNI has reached a
compromise with the Claimant that: (i) Claim No. 403 will be
allowed as a general unsecured claim by the Claimant against NNI
in the amount of $1,045,970.29; and (ii) Claim No. 7616 will be
allowed as a general unsecured claim by the Claimant against NNI
in the amount of $527,168.64; and In consideration for the
allowance of Claim No. 403 and Claim No. 7616 in the foregoing
amounts against NNI, the Claimant has agreed, subject to this
Court's approval, to release and forever discharge the Debtors
from any and all liability it now has or hereafter may have
arising from or related to the Claims other than for the allowed
amount of such Claims."

                        About Nortel Networks

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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


NUVILEX INC: Delays Fiscal 2014 Form 10-K
-----------------------------------------
Nuvilex, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
April 30, 2014.  The Company said it has experienced a delay in
completing the necessary disclosures and finalizing its financial
statements with its independent public accountant in connection
with its Annual Report.  As a result of this delay, the Company
was unable to file its Annual Report by the prescribed filing date
without unreasonable effort or expense.


It is anticipated that there will be significant changes in
results of operations from the corresponding period for the last
fiscal year due to increases in sales and marketing, officer and
director compensation and general and administrative expenses, as
well as loss on settlement of debt and conversion of preferred
stock.  Overall these categories combined, which represent both
cash and non-cash expenses, increased approximately 1,800% over
the prior period, the Company said.

                        About Nuvilex Inc.

Silver Spring, Md.-based Nuvilex, Inc.'s current strategy is to
focus on developing and marketing products designed to improve the
health and well-being of those who use them.

Nuvilex incurred a net loss of $1.59 million on $12,160 of product
sales for the 12 months ended April 30, 2013, as compared with a
net loss of $1.89 million on $66,558 of total revenue during the
prior year.

As of Jan. 31, 2014, the Company had $5.66 million in total
assets, $479,277 in total liabilities and $5.18 million in total
stockholders' equity.

Robison, Hill & Co., in Salt Lake City, Utah, issued a "going
concern" qualification on the consolidated financial statements
for the year ended April 30, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations
which raises substantial doubt about its ability to continue as a
going concern.


NYTEX ENERGY: Auditors Doubt Going Concern Status
-------------------------------------------------
NYTEX Energy Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss to common stockholders of $2.67 million on $930,158 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss to common stockholders of $5.73 million on $6 million
of total revenues during the prior year.

The Company's balance sheet at Dec. 31, 2013, showed $4.36 million
in total assets, $1.03 million in total liabilities, $3.72 million
in preferred stock, series A convertible, and a $395,058 total
stockholders' deficit.

Whitley Penn LLP, in Dallas, 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 will need additional working capital to fund
operations.  This condition raises substantial doubt about the
Company's ability to continue as a going concern.

A full-text copy of the Annual Report is available at:

                        http://is.gd/6pzK59

                        About NYTEX Energy

Located in Dallas, Texas, Nytex Energy Holdings, Inc., is an
energy holding company with operations centralized in two
subsidiaries, Francis Drilling Fluids, Ltd. ("FDF") and NYTEX
Petroleum, Inc. ("NYTEX Petroleum").  FDF is a 35 year old full-
service provider of drilling, completion and specialized fluids
and specialty additives; technical and environmental support
services; industrial cleaning services; equipment rentals; and
transportation, handling and storage of fluids and dry products
for the oil and gas industry.  NYTEX Petroleum, Inc., is an
exploration and production company focusing on early stage
development of minor oil and gas resource plays within the United
States.


O&G LEASING: Court Resets Status Conference Hearing to Sept. 2
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
rescheduled the status conference hearing for the bankruptcy case
of O&G Leasing LLC to Sept. 2, 2014, at 1:30 p.m.

                         About O&G Leasing

Jackson, Mississippi-based O&G Leasing, LLC, was formed in 2006 to
acquire and construct land drilling rigs that it would lease to
its wholy-owned subsidiary, Performance Drilling Company, LLC.
Performance was formed to provide contract drilling services for
tArkLaTex (Arkansas, Louisiana and Eastern Texas) region, well as
Alabama, Florida, Mississippi and Oklahoma.

O&G Leasing filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Miss. Case No. 10-01851) on May 21, 2010.  The Debtor
estimated $10 million to $50 million in assets and $50 million to
$100 million in debts.

Performance filed a separate petition for Chapter 11 relief
(Bankr. S.D. Miss. Case No. 10-01852) on May 21, 2010.
Performance estimated assets and debts of between $1 million and
$10 million in its petition.

The Debtors retained McCraney, Montagnet, Quin & Noble, PLLC as
their bankruptcy counsel and Young Williams, P.A., as corporate
counsel.  Young Williams was replaced by Bradley Arant Boult
Cummings, LLP, as corporate counsel effective March 8, 2012, but
remained engaged as special counsel on litigation matters.
BMC Group, Inc., serves as the Debtors' solicitation and voting
agent.

The U.S Bankruptcy Court for the Southern District of Mississippi
confirmed on April 22, 2013, O&G Leasing, LLC, et al.'s Second
Amended Plan of Reorganization filed Jan. 8, 2013, the Plan
Supplement filed Feb. 5, 2013, and the Immaterial Modifications to
the Second Amended Plan filed April 11, 2013.


OPTIMUMBANK HOLDINGS: Earns $1.3 Million in Second Quarter
----------------------------------------------------------
Optimumbank Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net earnings of $1.34 million on $1.81 million of total interest
income for the three months ended June 30, 2014, as compared with
a net loss of $2.25 million on $1.26 million of total interest
income for the same period in 2013.

For the six months ended June 30, 2014, the Company reported net
earnings of $1.67 million on $3.05 million of total interest
income as compared with a net loss of $4.41 million on $2.56
million of total interest income for the same period last year.

As of June 30, 2014, the Company had $128.36 million in total
assets, $126.38 million in total liabilities, and $1.97 million of
stockholders' equity.

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

                         http://is.gd/5XZTlG

                      About OptimumBank Holdings

OptimumBank Holdings, Inc., headquartered in Fort Lauderdale,
Fla., is a one-bank holding company and owns 100 percent of
OptimumBank, a state (Florida)-chartered commercial bank.

The Company offers a wide array of lending and retail banking
products to individuals and businesses in Broward, Miami-Dade and
Palm Beach Counties through its executive offices and three branch
offices in Broward County, Florida.

Optimumbank Holdings reported a net loss of $7.07 million in 2013,
a net loss of $4.69 million in 2012, and a net loss of $3.74
million in 2011.

                         Regulatory Matters

Effective April 16, 2010, the Bank consented to the issuance of a
consent order by the Federal Deposit Insurance Corporation and the
Florida Office of Financial Regulation, also effective as of April
16, 2010.


PALM HEALTH: List of Unsecured Committee Members Amended
--------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 17, amended
the list of members of the Official Committee of Unsecured
Creditors for Palm Health Care District aka  Palm Drive Hospital.

The present committee members are:

  1) Innovasis
     Attn: Garth Felix
     P.O. Box 212
     Springville, UT 84663

  2) Spectron Corporation
     c/o Ernie Hartman
     5416 S. Yale Ave., Suite 650
     Tulsa, OK 74135

  3) McKesson Technologies, Inc.
     c/o Ryan Washburn
     One Post Street, 33rd Floor
     San Francisco, CA 94104

              About Palm Drive Health Care District

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


PETRON ENERGY: Authorized Shares Lowered to 2 Billion
-----------------------------------------------------
Petron Energy II, Inc., by and through its Board of Directors and
with written consent of a majority of its shareholders entitled to
vote, effectuated a decrease in the total number of authorized
stock of the Corporation from 25,010,000,000 to 2,010,000,000
shares consisting of: (i) 2,000,000,000 shares of common stock,
par value $0.00001 per share; and (ii) 10,000,000 shares of
preferred stock par value $0.001 per share.  A full-text copy of
the July 14, 2014 Amendment to Articles of Incorporation is
available for free at http://is.gd/SukPE2

                        About Petron Energy

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

Petron Energy reported a net loss of $4.30 million in 2013
following a net loss of $8.32 million in 2012.  As of March 31,
2014, the Company had $3.05 million in total assets, $5.21 million
in total liabilities and a $2.16 million total stockholders'
deficit.

KWCO, PC, in Odessa, TX, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2013.  The independent auditors noted that the Company's
significant operating losses since inception raise substantial
doubt about its ability to continue as a going concern.


PGI INCORPORATED: Incurs $1.9 Million Net Loss in Second Quarter
----------------------------------------------------------------
PGI Incorporated filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.91 million on $3,000 of revenues for the three months ended
June 30, 2014, as compared with a net loss of $1.70 million on
$4,000 of revenues for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss of $3.76 million on $7,000 of revenues as compared with a net
loss of $3.35 million on $8,000 of revenues for the same period
last year.

As of June 30, 2014, the Company had $1.20 million in total
assets, $81.57 million in total liabilities and a $80.37 million
stockholders' deficiency.

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

                        http://is.gd/6c3Dlv

                      About PGI Incorporated

St. Louis, Mo.-based PGI Incorporated, a Florida corporation, was
founded in 1958, and up until the mid 1990's was in the business
of building and selling homes, developing and selling home sites
and selling undeveloped or partially developed tracts of land.
Over approximately the last 15 years, the Company's business focus
and emphasis changed substantially as it concentrated its sales
and marketing efforts almost exclusively on the disposition of its
remaining real estate.  This change was prompted by its continuing
financial difficulties due to the principal and interest owed on
its debt.

Presently, the most valuable remaining asset of the Company is a
parcel of 366 acres located in Hernando County, Florida.  The
Company also owns a number of scattered sites in Charlotte County,
Florida (the "Charlotte Property"), but most of these sites are
subject to easements which markedly reduce their value and/or
consist of wetlands of indeterminate value.  As of Dec. 31, 2011,
the Company also owned six single family lots, located in Citrus
County, Florida.

As of Dec. 31, 2011, the Company had no employees, and all
services provided to the Company are through contract services.

PGI Incorporated reported a net loss of $6.90 million on $16,000
of revenues for the year ended Dec. 31, 2013, as compared with a
net loss of $6.24 million on $29,000 of revenues in 2012.

BKD, LLP, in BKD, LLP, 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
significant accumulated deficit, and is in default on its primary
debt, certain sinking fund and interest payments on its
convertible subordinated debentures and its convertible
debentures.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


PHOENIX PAYMENT: Stockholder Balks at Sale & Bidding Protocol
-------------------------------------------------------------
Raymond D. Moyer, stockholder of Phoenix Payment Systems, Inc.,
lodged an objection to the Debtor's Motion to (A) Establish
Bidding Procedures to the Sale of Substantially All of the
Debtor's Assets, Approve Related Bid Protections and Establish
Notice Procedures for Determining Cure Amounts, and (B) Approve
the Sale of Substantially All of the Debtor's Assets and Assume
and Assign Certain Executory Contracts and Unexpired Leases.

Moyer objects to any sale pursuant to section 363 of the
Bankruptcy Code in lieu of a plan of reorganization if a plan is
feasible and is appro'ed by the stockholders.  Moyer said the
purchase price proposed by the Stalking Horse Bidder would lea'e a
"substantially reco'ery" for equity holders and "sends a message
to the marketplace that the Assets are worth at least such price."

As reported by the Troubled Company Reporter on Aug. 15, 2014,
Phoenix Payment is seeking bankruptcy court appro'al of proposed
procedures where EPX Acquisition Company, LLC, an affiliate of
North American Bancard, LLC, will purchase the assets for $50
million in cash, absent higher and better offers.  As a result of
a robust and multi-staged pre-petition marketing process conducted
by in'estment banker Raymond James & Associates, Inc., the
proposed purchase price under the stalking horse agreement with
NAB is 3.5 times greater than the preliminary indication recei'ed
late in 2013 from the 'ery same bidder.

According to the Debtor, NAB's $50 million purchase offer is
sufficient to pay all undisputed creditors in full and still
lea'es a substantial reco'ery for the Debtor's equity security
holders.

NAB's agreement to purchase the assets requires a closing of the
sale by Oct. 31, 2014.  Consistent with the requirements, the
Debtor proposes this timeline for conducting an "open and fair"
sale process:

           Event                                Deadline
           -----                                --------
      Bidding Procedures Hearing   On or about Aug. 26, 2014
      Proposed Bid Deadline        On or about Sep. 12, 2014
      Auction                      On or about Sep. 18, 2014
      Sale Hearing                 On or about Sep. 23, 2014

According to Moyer, unlike chapter 11 cases in which the debtor is
compelled to pursue a 363 sale, Phoenix Payment's case is far
different in that equity is substantially in the money and,
therefore, an equity infusion to support a reorganization plan
should ha'e been and should continue to be the objecti'e of the
Debtor.  Moyer is facing an aggressi'e proposed timeline requiring
an expeditious effort to secure funding and to propose and confirm
a plan of reorganization that will ser'e the dual role of
pro'iding for the emergence of this company from chapter 11 and
the highest return to creditors and equity holders.  The Debtor,
Moyer said, should not be permitted to complete the sale process
and liquidation of its assets if such a plan of reorganization can
be effected.

Howe'er, the proposed Bid Procedures, when considered in
conjunction with the incenti'es built into the Raymond James
compensation structure, do not appear to pro'ide potential
in'estors access to information necessary to understand precisely
the amount of funding required to effectuate a plan of
reorganization.  In fact, Moyer pointed out, the procedures appear
designed to discourage just such an effort. Accordingly, the Bid
Procedures should be modified so that any form of equity infusion
(presumably pursuant to a plan) can be considered by the Debtor to
be an "alternate transaction" requiring the Debtor to pro'ide to
persons and entities capable of effecting such a transaction the
necessary due diligence materials.

Moyer also underscores that it would be 'ery inconsistent to
modify the Bid Procedures to permit the submission of a chapter 11
plan as an alternate transaction yet require such plan go
effecti'e no later than the outside closing date of October 31,
2014 contained in the Stalking Horse Agreement.

E'en should the Debtor designate a chapter 11 plan proposal as a
Qualified Bid, Moyer said it is impossible under the Bankruptcy
Code for any plan to be confirmed before the Termination Date
since (i) the Court will need to terminate exclusi'ity
immediately; and (ii) in less than two months a plan sponsor would
ha'e to propose a plan and the Court would ha'e to appro'e a
disclosure statement and then confirm a plan.  The sale deadline
would ha'e to be modified if a plan based alternati'e is chosen as
the "winning" bid for the estate's Assets to permit confirmation
within the confines established by the Bankruptcy Code.
Solicitation and confirmation of the plan, if selected as the
successful Bid, cannot be completed within that timeframe.

Accordingly, Moyer requests that the applicability of the
commitment to close by October 31, 2014 be wai'ed or clarified
with respect to a chapter 11 plan proposal.

Furthermore, Moyer said the proposed Bidding Procedures should not
be appro'ed because (i) the two-week time period within which to
complete due diligence and submit a competiti'e bid is likely to
deter potential bidders; (ii) the requirement that a potential
bidder must satisfy the criteria of a Qualified Bidder to maintain
access to the due diligence materials is so onerous that it will
deter potential bidders; and (iii) the Debtor's right to request
additional information of a potential bidder or Qualified Bidder
to determine whether such Bidder should become or remain a
Qualified Bidder allows the Debtor to discriminate against
potential bidders other than the Stalking Horse Bidder.

Counsel for Raymond D. Moyer are:

     Neil B. Glassman, Esq.
     GianClaudio Finizio, Esq.
     E'an T. Miller, Esq.
     BAYARD, P.A.
     222 Delaware A'enue, Suite 900
     Wilmington, DE 19899
     Telephone: (302) 655-5000
     Facsimile: (302) 658-6395
     E-mail: nglassman@bayardlaw.com
             gfinizio@bayardlaw.com
             emiller@bayardlaw.com

                     About Phoenix Payment

Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona.  It pro'ides
acceptance, processing, support, authorization and settlement
ser'ices for credit card, debit card and e-check payments.

Pro'iding processing ser'ices at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.

Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.

As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock.  Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.

Judge Mary F. Walrath presides o'er the case.

The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terrano'a, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware.  The Debtor's banker and financial ad'isor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant.  PMCM, LLC, pro'ides ad'isory ser'ices and executi'e
leadership to the Debtor.  The Debtor's claims and noticing agent
is Omni Management Group, LLC.


PIER 35 EVENTS: Travelocity Gift Card Suit Prompts Ch. 11 Filing
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Pier 35 Events Inc., which ran a Travelocity-branded
gift card program, filed a Chapter 11 petition on Aug. 14, 2014,
in San Francisco following the filing of a lawsuit by
Travelocity.com LP, alleging that Pier 35 owes it $1 million for
redeemed gift cards and $1.6 million for unredeemed cards.

Sausalito, California-based Pier 35 Events, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Cal. Case No. 14-31179) on Aug. 11, 2014.  The Debtor is
represented by Ruth Elin Auerbach, Esq., at Law Offices of Ruth
Elin Auerbach, in San Francisco, California.


PORTER BANCORP: Incurs $672,000 Net Loss in Second Quarter
----------------------------------------------------------
Porter Bancorp, Inc., reported a net loss attributable to common
shareholders of $672,000, or ($0.06) per diluted share, for the
second quarter of 2014 compared with a net loss of $1.7 million,
or ($0.14) per diluted share, for the second quarter of 2013.  Net
loss attributable to common shareholders for the six months ended
June 30, 2014, was $1.6 million, or ($0.14) per diluted common
share, compared with net loss attributable to common shareholders
of $2.2 million, or ($0.19) per diluted share, for the six months
ended June 30, 2013.

Net interest income increased to $7.6 million for the second
quarter of 2014 compared with $7.3 million in the first quarter of
2014 and decreased from $8.4 million in the second quarter of 2013
as average loans declined to $677.6 million for the second quarter
of 2014 compared with $698.2 million in the first quarter of 2014
and $806.9 million in the second quarter of 2013.

As of June 30, 2014, the Company had $1.05 billion in total
assets, $1.01 billion in total liabilities and $37.77 million in
stockholders' equity.

"Management and the Board of Directors continue to evaluate
appropriate strategies for increasing the Company's capital in
order to meet the capital requirements of the Consent Order.
These include, among other things, a possible public offering or
private placement of common stock to new and existing
shareholders.  As previously announced, the Company has engaged a
financial advisor to assist the Board of Directors in this
evaluation," the Company said in the press release.

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

                       http://is.gd/mFobcv

                       About Porter Bancorp

Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky.  Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
12 counties in Kentucky.

Porter Bancorp incurred a net loss attributable to common
shareholders of $3.39 million in 2013, a net loss attributable to
common shareholders of $33.43 million in 2012 and a net loss
attributable to common shareholders of $105.15 million in 2011.

Crowe Horwath, LLP, in Louisville, Kentucky, 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 substantial losses in 2013, 2012 and
2011, largely as a result of asset impairments.  In addition, the
Company's bank subsidiary is not in compliance with a regulatory
enforcement order issued by its primary federal regulator
requiring, among other things, increased minimum regulatory
capital ratios.  Additional losses or the continued inability to
comply with the regulatory enforcement order may result in
additional adverse regulatory action.  These events raise
substantial doubt about the Company's ability to continue as a
going concern.


RADNOR HOLDINGS: Debtor Lawyer Can Represent Largest Creditor
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge Sue L. Robinson upheld the
decision of the bankruptcy court in awarding fees to Skadden,
Arps, Slate, Meagher & Flom LLP, which served as bankruptcy
counsel for Radnor Holdings Corp., despite the objection of a
creditor, complaining that the firm failed the disinterested test
when it represented Tennenbaum Capital Partners LLC, Radnor's
largest creditor.

According to the report, Judge Robinson's decision was based in
large part on a conclusion that the bankruptcy court's findings of
fact weren't "clearly erroneous," and noting that Tennenbaum was
not a "significant client" of Skadden and that fees from
Tennenbaum were "not a material percentage."

The case is Kennedy v. Skadden, Arps, Slate, Meagher & Flom LLP
(In re Radnor Holdings Corp.), 13-1398, U.S. District Court,
District of Delaware (Wilmington).

                       About Radnor Holdings

Based in Radnor, Pennsylvania, Radnor Holdings Corporation
-- http://www.radnorholdings.com/-- manufactured and
distributed a broad line of disposable food service products in
the United States, and specialty chemicals worldwide.  The Debtor
and its affiliates filed for chapter 11 protection on August 21,
2006 (Bankr. D. Del. Lead Case No. 06-10894).  Gregg M. Galardi,
Esq., and Sarah E. Pierce, Esq., at Skadden, Arps, Slate, Meagher
&Flom, LLP, in Wilmington, Del.; and Timothy R. Pohl, Esq.,
Patrick J. Nash, Jr., Esq., and Rena M. Samole, Esq., at Skadden,
Arps, Slate, Meagher &Flom, LLP, in Chicago, Ill., serve as the
Debtors' bankruptcy counsel.  When the Debtors filed for
protection from their creditors, they disclosed total assets of
$361,454,000 and total debts of $325,300,000.


REVEL AC: Ravel Hotel Can't Jump-Start Trademark Suit
-----------------------------------------------------
Law360 reported that a New Jersey federal judge declined Ravel
Hotel LLC's request to restart a trademark infringement suit that
it has lodged against bankrupt Revel Casino Hotel and its
licensor, as the Atlantic City property barrels toward closure
next month.  According to the report, during a hearing in the
bankruptcy of Revel Casino, U.S. Bankruptcy Judge Gloria M. Burns
continued to stay all proceedings in Ravel's case, including those
against the co-defendant licensor Revel Group LLC, for a period of
60 days.

                          About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.

Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J., Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.

The Chapter 11 cases are assigned to Judge Gloria M. Burns.  The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.

Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion.  Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.


RIVER GLEN: Case Summary & 8 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: River Glen Land Partnership
           aka River Glen Land Partners
        1834 London Road
        New Market, TN 37820

Case No.: 14-32732

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Debtor's Counsel: Maurice K. Guinn, Esq.
                  GENTRY, TIPTON & MCLEMORE P.C.
                  P. O. Box 1990
                  Knoxville, TN 37901
                  Tel: (865) 525-5300
                  Fax: 865-523-7315
                  Email: mkg@tennlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by William James Graves, general partner.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/tneb14-32732.pdf


SAFEWAY INC: Agrees to Dismiss Delaware Stockholder Litigation
--------------------------------------------------------------
The parties to the action In Re Safeway Inc. Stockholder
Litigation, Consol. C.A. 9445-VCL, including Safeway Inc., entered
into a Stipulation and Agreement of Settlement for the dismissal
of the Delaware Action with prejudice upon the terms and
conditions set forth in the Stipulation, subject to the approval
of the Delaware Court of Chancery.

On March 6, 2014, Safeway announced that the Safeway Board had
agreed to sell the Company to AB Acquisition.

Starting on March 13, 2014, Safeway stockholders filed seven class
actions in the Court of Chancery of the State of Delaware
asserting claims in connection with the Proposed Transaction,
bearing Civil Action Nos. 9445-VCL, 9454-VCL, 9455-VCL, 9461-VCL,
9466-VCL, 9492-VCL, and 9495-VCL.

On April 8, 2014, the Court entered an Order: (i) consolidating
the above-referenced stockholder class actions under the caption
In re Safeway Inc. Stockholders Litigation, Consolidated C.A. NO.
9445-VCL; (ii) appointing the law firms Bernstein Litowitz Berger
& Grossmann LLP, Grant & Eisenhofer, P.A., Kessler Topaz Meltzer &
Check LLP, and Saxena White P.A. as co-lead counsel in the Action;
and (iii) appointing the law firms Labaton Sucharow LLP, Kirby
McInerney LLP, and Girard Gibbs LLP to serve on an executive
committee supporting Co-Lead Counsel in the Action.

The parties engaged in expedited discovery between March 31, 2014,
and May 30, 2014, including the production, review and analysis of
documents, and depositions of members of the Safeway Board,
corporate representatives of the Safeway Board's financial
advisors Goldman Sachs and Greenhill, and representatives of the
Buyout Group.

Co-Lead Counsel and counsel for Defendants engaged in arm's-length
negotiations concerning a possible settlement of the Consolidated
Action, which culminated in an agreement in principle to settle
the Action that was memorialized in a memorandum of understanding
executed on June 13, 2014.

The Notice of the Proposed Settlement of Class Action, Settlement
Fairness Hearing, and Right to Appear and the Stipulation are
available for free at:

                       http://is.gd/BHOSF9
                       http://is.gd/JKMua3

                         About Safeway Inc.

Safeway Inc., which operates Safeway, Vons, Pavilions, Randalls,
Tom Thumb, and Carrs stores, is a Fortune 100 company and one of
the largest food and drug retailers in the United States with
sales of $36.1 billion in 2013.  The company operates 1,332 stores
in 20 states and the District of Columbia, 13 distribution centers
and 19 manufacturing plants, and employs approximately 138,000
employees.  The company's common stock is traded on the New York
Stock Exchange under the symbol "SWY."

As of June 14, 2014, Safeway Inc. had $13.70 billion in total
assets, $8.13 billion in total liabilities and $5.57 billion in
total equity.

                            *    *    *

As reported by the TCR on July 31, 2014, Standard & Poor's Ratings
Services said its ratings on the Pleasanton, Calif.-based Safeway
Inc., including the 'BBB' corporate credit rating, remain on
CreditWatch with negative implications, where S&P placed them on
Feb. 20, 2014.  This follows Albertson's Holdings Inc.'s debt
issuance to fund the purchase of Safeway Inc.


SAN BERNARDINO, CA: Moves to Cut Firefighters' Benefits
-------------------------------------------------------
Katy Stech, writing for Daily Bankruptcy Review, reported that the
leaders of the city of San Bernardino, in California, want to use
the city's bankruptcy to force benefit cuts on the city's
firefighters after spending more than two years trying to hash out
a compromise deal with its employees.

According to the DBR report, in court papers, San Bernardino's
lawyers asked a bankruptcy judge for permission to throw out the
collective bargaining agreement for unionized employees within its
fire department -- an agreement that city officials said contains
expensive promises that the 200,000-resident city can no longer
afford.  For lack of agreement with the firefighters, the
bankruptcy judge scheduled a Sept. 11 hearing on the city's
request to terminate the existing contract, Bill Rochelle, the
bankruptcy columnist for Bloomberg News, reported.

According to Mr. Rochelle, the the California city also told the
bankruptcy judge that there's mediation with Ambac Assurance
Corp., the holder of more than $40 million in bonds.

                 About San Bernardino, Calif.

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104 km) east of Los Angeles, estimated assets and debts of more
than $1 billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.


SCOOTER STORE: Hires AR Assist for Revenue Recovery Services
------------------------------------------------------------
The Scooter Store Holdings, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ AR Assist, LLC to provide revenue recovery
services to the Debtors, nunc pro tunc to July 28, 2014.

In addition, the Debtors request that the Court modify the A/R
Procedures Order to permit the Debtors to utilize AR Assist in
compliance with the Court-approved Settlement Procedures.

The Debtors have agreed to pay AR Assist these fees:

   (a) Down Payment: Upon approval of the Agreement, the Debtor
       shall pay AR Assist a down payment of $2,500.  The down
       payment will be applied to the total fees charged as
       described below.  Any remaining balance after the down
       payment is applied will be the first expense paid from
       any/all monies collected form any and all accounts until
       the balance of fees owed to AR Assist are paid in full.;

   (b) Total Fee: A total fee of no less than $5,000 and no more
       than $8,000 will be charged by AR Assist to complete the
       Debtors' account reconciliations from data supplied by the
       Debtors;

   (c) Percentages of Recoveries: AR Assist will charge a 35% fee
       on any third party payer insurance re-bill or clean bill
       refile paid.  AR Assist will also charge a 35% fee on any
       and all gross settlements negotiated and approved by the
       Debtors.  AR Assist will charge a 35% fee on any self-pay
       balances due and collected; and

   (d) Payment of Balance: If no monies are collected, the Debtors
       agree to pay the balance it owes to AR Assist in full
       within 30 days of notice from AR Assist that no monies can
       be collected from the accounts reconciled.

Margaret A. Barney, chief executive officer of AR Assist, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

AR Assist can be reached at:

       Margaret A. Barney
       AR ASSIST LLC
       1207 S Tamiami Trail
       Sarasota, FL 34239-2208
       Tel: (941) 952-0269
       E-mail: pbarney@thearassist.com

                    About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for
Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  The closely held company listed assets of less than
$10 million and debt of more than $50 million.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.


SECURITY NATIONAL: Hires NAI Farbman as Broker
----------------------------------------------
Security National Properties Funding III, LLC and its debtor-
affiliates sought and obtained permission from the U.S. Bankruptcy
Court for the District of Delaware to employ NAI Farbman as broker
for the Debtors, nunc pro tunc to April 8, 2014.

The Debtors hire NAI Farbman in connection with the marketing and
sale of all of the real property and improvements thereon commonly
known as The Orchards Mall, 1800 Pipestone Benton Harbor,
Michigan.

In lieu of compliance with the Interim Compensation Order, the
Debtors propose that NAI Farbman be authorized to receive payment
of its commission upon the closing of a sale of the Orchards Mall
to be paid from the gross proceeds of the sale.  Within 20 days of
the closing of the sale, NAI Farbman shall be required to file a
notice with the Court, to be served upon the Notice Parties,
setting forth the amount of the sale and the amount of its
commission.  NAI Farbman shall not be required to maintain time
records.

William A. Bubniak, executive vice president of NAI Farbman,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

NAI Farbman can be reached at:

       William A. Bubniak
       NAI FARBMAN
       28400 Northwestern Highway
       Fourth Floor
       Southfield, MI 48034
       Tel: +1 (248) 351-4379
       Fax: +1 (248) 351-4418
       E-mail: bubniak@farbman.com

                        About Security National

Eureka, California-based Security National Properties Funding III
LLC owns and operates 33 commercial office, retail, industrial and
other properties.  Security National and various affiliates filed
for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13277)
on Oct. 13, 2011.  Judge Kevin Gross presides over the case.
Donna L. Culver, Esq., Robert J. Dehney, Esq., Justin K. Houser,
Esq., Andrew R. Remming, Esq., and Gregory W. Werkheiser, Esq., at
Morris, Nichols, Arsht & Tunnell, in Wilmington, Delaware, serve
as the Debtors' counsel.  GCG Inc. serves as the Debtors' claims
and notice agent.  The Debtors' scheduled assets total $24,758,433
while scheduled liabilities total $354,657,501.

The U.S. Trustee for Region 3 has been unable to form an official
committee of unsecured creditors.


SEGA BIOFUELS: Judge Dalis Confirms Amended Chapter 11 Plan
-----------------------------------------------------------
The Hon. John S. Dalis of the U.S. Bankruptcy Court for the
Southern District of Georgia confirmed the amended Chapter 11 plan
filed by SEGA Biofuels LL.

As reported in the Troubled Company Reporter on July 10, 2014,
the Amended Plan proposes to pay creditors in full.  The Debtor
estimates that claims will total $19,331,457, with secured claims
totaling $11,897,747 and general unsecured claims totaling
$1,804,710.  The Amended Plan also contains agreements with
certain parties-in-interest, including Logistec USA, Inc., which
provides storage and handling services to the Debtor; Ogle
Engineering; James Huntley; and United Forest Products.

The Debtor said it will be unable to make payments due under its
agreement with Logistec but that it is negotiating another
agreement with the service provider, which agreement is
anticipated to be in place by the time the of Plan confirmation.
The Debtor added that it will extend the proceedings related to
its objection to the claim of Ogle Engineering and James Huntley
to allow for the parties to determine which amounts in the claims
filed may be substantiated to the satisfaction of the Debtor.  It
is possible that some or all of the claims of these creditors will
be allowed and will become part of the group of general unsecured
claims.

United Forest filed a claim in an unspecified amount.  The Debtor
agreed that United Forest may file an amended proof of claim in
the amount of $73,722, and that the Debtor will not object to that
amended claim becoming part of the Class of General Unsecured
Claims.

The Debtor has obtained Court authority to enter into a premium
finance agreement with Premium Assignment Corporation, which
agreement provides for the financing of the insurance premiums to
be paid for the Debtor's insurance policies.  The policies will
bear a total premium of $156,000.  PAC is granted a first and only
priority security interest in (i) all unearned premiums and
dividends which may become payable under the financed insurance
policies for whatever reason; and (ii) loss payments which reduce
the unearned premiums, subject to any mortgage or loss payee
interests.  The Bankruptcy Court, separately, issued an order
granting the motion of Deere Credit, Inc., to reinstate the
consent order requiring the Debtor to cure default and to assume
or reject lease between the Debtor and Deere.

A full-text copy of the May 2 Amended Disclosure Statement is
available at http://bankrupt.com/misc/SEGAds0502.pdf

                       About Sega Biofuels

Sega Biofuels LLC, the owner of a wood-pellet plant in Nahunta,
Georgia, filed a petition for Chapter 11 protection (Bankr. S.D.
Ga. 13-50694) on Sept. 11 in Waycross, Georgia.  The Company
listed assets worth $10.6 million and debt totaling $13.7 million.

C. James McCallar, Jr., Esq., at McCallar Law Firm, in Savannah,
Georgia.

The U.S. Trustee has not appointed an official committee in the
Debtor's bankruptcy case.


SHIROKIA DEVELOPMENT: Section 341(a) Meeting Set on Sept. 18
------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Shirokia
Development, LLC, will be held on Sept. 18, 2014, at 2:30 p.m. at
80 Broad St., 4th Floor, USTM.

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.

Shirokia Development, LLC, a real property owner in Flushing, New
York, that's currently being controlled by a receiver, filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-12341)
in Manhattan on Aug. 12, 2014.  Hong Qin Jiang signed the petition
as authorized individual.  The Debtor disclosed total assets of
$28.40 million and total liabilities of $15.45 million.  The
Debtor has tapped Dawn Kirby Arnold, Esq., at DelBello Donnellan
Weingarten Wise & Wiederkehr, LLP, as counsel.  Judge Martin Glenn
presides over the case.


SOLAR POWER: Delays Form 10-Q for Second Quarter
------------------------------------------------
Solar Power, 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 period ended
June 30, 2014.  The Company was unable to file its Interim Report
on Form 10-Q for the three months ended June 30, 2014, within the
prescribed time period due to the additional time necessary to
gather facts and account for various transactions that took place
during the quarter.

                         About Solar Power

Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services.  Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor.  The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.

Solar Power reported a net loss of $32.24 million in 2013
following a net loss of $25.42 million in 2012.  As of Dec. 31,
2013, the Company had $70.96 million in total assets, $73.83
million in total liabilities and a $2.86 million total
stockholders' deficit.

Crowe Horwath LLP, in San Francisco, 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 incurred a current year net loss of $32.2
million, has an accumulated deficit of $56.1 million, has
experienced a significant reduction in working capital, has past
due related party accounts payable and a debt facility under which
a bank has declared amounts immediately due and payable.
Additionally, the Company's parent company LDK Solar Co., Ltd has
experienced significant financial difficulties including the
filing of a winding up petition on Feb. 24, 2014.  These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


SPANISH BROADCASTING: Incurs $3.2 Million Net Loss in Q2
--------------------------------------------------------
Spanish Broadcasting System, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss available to common stockholders of
$3.23 million on $40.88 million of net revenue for the three
months ended June 30, 2014, as compared with a net loss available
to common stockholders of $1.23 million on $36.06 million of net
revenue for the same period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss available to common stockholders of $9.32 million on $73.66
million of net revenue as compared with a net loss available to
common stockholders of $6.46 million on $75.17 million of net
revenue for the same period last year.

As of June 30, 2014, the Company had $457.17 million in total
assets, $520.86 million in total liabilities and a $63.69 million
total stockholders' deficit.

"During the second quarter, we continued to execute our plan to
expand our audiences and strengthen our multi-media platform to
position our company for growth," commented Raul Alarcon, Jr.,
Chairman and CEO.  "Our radio station clusters continue to rank
among the most successful media properties serving the Spanish-
speaking population in the nation's largest Hispanic media
markets.  Our consistent success in building and maintaining
strong audience shares was only confirmed by our New York radio
franchise, WSKQ-FM, capturing the number one position among all
radio stations for adults 18-49, regardless of language, in the
New York market, according to the June Nielsen book.  Building on
our success, we are continuing to invest in our radio network and
digital assets, in an effort to capitalize on our loyal following,
close ties to the music community and recent ratings gains.
Looking ahead, we remain focused on increasing our share of
advertising budgets across our markets and converting our
investments into returns to the benefit of our shareholders."

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

                        http://is.gd/0AMQqh

                     About Spanish Broadcasting

Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. -- http://www.spanishbroadcasting.com/-- owns and
operates 21 radio stations targeting the Hispanic audience.  The
Company also owns and operates Mega TV, a television operation
with over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico.  Its revenue for the twelve
months ended Sept. 30, 2010, was approximately $140 million.

Spanish Broadcasting reported a net loss of $88.56 million in
2013, as compared with a net loss of $1.28 million in 2012.

                           *     *     *

In November 2010, Moody's Investors Service upgraded the corporate
family and probability of default ratings for Spanish Broadcasting
System, Inc., to 'Caa1' from 'Caa3' based on improved free cash
flow prospects due to better than anticipated cost cutting and the
expiration of an unprofitable interest rate swap agreement.
Moody's said Spanish Broadcasting's 'Caa1' corporate family rating
incorporates its weak capital structure, operational pressure in
the still cyclically weak economic climate, generally narrow
growth prospects (though Spanish language is the strongest growth
prospect) given the maturity and competitive pressures in the
radio industry, and the June 2012 maturity of its term loan
magnify this challenge.

In July 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Miami, Fla.-based Spanish Broadcasting
System Inc. to 'B-' from 'CCC+', based on continued improvement in
the company's liquidity position.  "The rating action reflects
S&P's expectation that, despite very high leverage, SBS will have
adequate liquidity over the intermediate term to meet debt
maturities, potential swap settlements, and operating needs until
its term loan matures on June 11, 2012," said Standard & Poor's
credit analyst Michael Altberg.

As reported by the TCR on May 22, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S. Spanish-
language broadcaster Spanish Broadcasting System Inc. (SBS) to
'CCC+' from 'B-'.  "The downgrade reflects our view that the
company's current capital structure is unsustainable, given its
inability to redeem its preferred stock, which was put to the
company in October of 2013," said Standard & Poor's credit analyst
Chris Valentine.


SPECIALTY HOSPITAL: Court Approves KCC Hiring Over UST Objection
----------------------------------------------------------------
Bankruptcy Judge S. Martin Teel, Jr., granted the request of
Specialty Hospital of Washington, LLC, et al. to employ Kurtzman
Carson Consultants LLC as noticing, claims, and balloting agent.

Judy A. Robbins, the United States Trustee for the District of
Columbia and Region 4, objected to the mode of payment to Kurtzman
Carson.  According to the U.S. Trustee, the Debtorsv request seeks
to avoid the requirement that Kurtzman Carson file interim and
final fee applications in these cases for the fees and expenses
they incur. The U.S. Trustee believes fee applications should be
required.

On June 23, the Debtors provided the U.S. Trustee with a copy
of Kurtzman Carson's first invoice.  The invoice shows about
$27,000 in total fees.  According to the U.S. Trustee, more than
half the amount billed was hourly fees, with one employee billing
26 hours at $150 per hour and another employee billing 21.8 hours
at $175 per hour.  The Debtorsv motion for the employment of
ordinary course professionals requires professionals with fees
exceeding $10,000 per month to file fee applications.  Kurtzman
should be treated similarly, the U.S. Trustee said.

The Debtors replied, saying the U.S. Trustee misinterprets the
firm's time entries.  The Debtors said the Court should overrule
the U.S. Trustee's objection because (i) professionals retained
under 28 U.S.C. Sec. 156(c) are not required to (and as a matter
of practice before bankruptcy courts throughout the country do
not) file fee applications, (ii) KCC has been (and is) retained in
many cases throughout the country (including chapter 11 cases in
Region 4) on the same terms and conditions without the need to
file periodic fee applications and without objection by the U.S.
Trustee, and (iii) KCC does not provide professional services such
as assisting with the preparation of motions and orders, but
instead provides non-professional services associated with the
mailing related to motions and orders.

The Debtors even noted that the firm's invoices averaged $95,000
($170,000 high) in the AMF Bowling case and $290,000 ($530,000
high) in the Movie Gallery, Inc. case.  Both of those cases were
filed in the Eastern District of virginia.

The Court's order approving the firm's engagement provides that,
"Upon the receipt of reasonably detailed statements of expenses
and charges, the Debtors are authorized and empowered to
compensate KCC without further order of this Court for services
rendered, plus reimbursement of all reasonable and necessary
expenses incurred, in accordance with the Agreement."

Judy A. Robbins, the U.S. Trustee, Region 4, is represented by:

     Bradley D. Jones, Esq.
     Trial Attorney
     Office of United States Trustee
     115 South Union Street, Suite 210
     Alexandria, vA 22314
     Tel: (703) 557-7228

The Debtors are represented by:

     Patrick Potter, Esq.
     Jerry Hall, Esq.
     Dania Slim, Esq.
     PILLSBURY WINTHROP SHAW PITTMAN LLP
     2300 N Street, NW
     Washington, DC 20037-1122
     Telephone: (202) 663-8000
     Facsimile: (202) 663-8007
     E-mail: patrick.potter@pillsburylaw.com
             jerry.hall@pillsburylaw.com
             dania.slim@pillsburylaw.com

          - and -

     Andrew M. Troop, Esq.
     PILLSBURY WINTHROP SHAW PITTMAN LLP
     1540 Broadway
     New York, NY 10036-4039
     Telephone: (212) 858-1000
     Facsimile: (212) 858-1500
     E-mail: andrew.troop@pillsburylaw.com

                    About Specialty Hospital

Specialty Hospital of America LLC operates nursing home
facilities and long-term acute care hospitals.

On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").

Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware.  Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services.  The petitioners assert $2.69 million in total claims.

On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).

On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11.  Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection.  The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.

The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.

Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtorsv financial advisor.  Cain Brothers &
Company, LLC, is the Debtorsv investment banker.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.


STILLWATER ASSET: Bankruptcy Court Approves Disclosure Statement
----------------------------------------------------------------
The bankruptcy court in the Southern District of New York approved
the disclosure statement in the Chapter 11 proceeding of
Stillwater Asset Backed Offshore Fund, Ltd.

GlassRatner Advisory & Capital Group LLC, which was retained as
CRO of the Debtor on March 8, 2013, commenced an extensive
investigation into the conduct, assets, liabilities, and financial
condition of the Debtor.  After months of negotiations, a Global
Settlement Agreement ("GSA") was executed on December 23, 2013.

The GSA settled years of lawsuits in multiple jurisdictions.
These lawsuits related to the activities of twelve hedge funds
managed by Stillwater Capital Partners, Inc.; the Debtor being the
largest of these funds.  The GSA provides for the orderly winding
down of the funds' assets, return of capital to investors, and
settlement of all outstanding claims that were brought in the
lawsuits.  The GSA was approved by the Supreme Court of Bermuda,
U.S. Bankruptcy Court and, finally, U.S. District Court and went
effective on July 11, 2014.

                      About GlassRatner

GlassRatner Advisory & Capital Group -- http://www.GlassRatner.com
-- is a specialty financial advisory services firm providing
solutions to complex business problems and board level agenda
items.

                      About Stillwater Asset

Investment funds allegedly owed roughly $35.8 million, filed an
involuntary Chapter 11 petition against Brooklyn-based
Stillwater Asset Backed Offshore Fund Ltd. (Bankr. S.D.N.Y. Case
No. 12-14140) on Oct. 3, 2012.  Bankruptcy Judge Allan L. Gropper
oversees the case.  The petitioning creditors are represented by
Douglas E. Spelfogel, Esq., Richard Bernard, Esq., Mark Wolfson,
Esq., and Katherine R. Catanese, Esq., at Foley & Lardner LLP

An affiliated entity, Gerova Financial Group, Ltd., a Bermuda-
based financial-services company, is the subject of Chapter 15
bankruptcy proceedings (Bankr. S.D.N.Y. Case No. 12-13641)
commenced on Aug. 24, 2012.

Liquidators of Gerova -- Michael Morrison and Charles Thresh, both
of KPMG Advisory Limited, and John McKenna of Finance and Risk
Service Ltd, Bermuda -- filed the Chapter 15 petition, estimating
up to $100 million in assets and as much as $500 million in
liabilities.  A Chapter 15 petition was also filed for Gerova
Holdings Ltd. (Case No. 12-13642), which is estimated to have
under $100,000 in assets and liabilities.

Hamilton-based Gerova Financial, formerly known as Asia Special
Situations Acquisition Corp., was primarily involved, from 2010
on, in the business of investing in and managing certain types of
illiquid financial assets.  Gerova planned to then use such assets
as regulatory capital for insurance companies, though this
strategy was not fully implemented.

After lengthy proceedings and over the objections of Gerova's
then-current management, on July 20, 2012, the Bermuda Court
entered an order appointing Morrison, et al., as joint provisional
liquidators of GFG.  Morrison, et al., were also appointed
provisional liquidators of GHL on Aug. 20.

Judge Gropper also oversees the Gerova Chapter 15 case.  Peter A.
Ivanick, Esq., and lawyers at Hogan Lovells US LLP represent the
Liquidators as counsel.

On Jan. 31, 2013, the Bankruptcy Court has denied a motion filed
by Stillwater Asset Backed Offshore Fund Ltd. to dismiss the
involuntary Chapter 11 petition.  Instead, the judge entered an
order for relief under chapter 11 of the Bankruptcy Code (11
U.S.C. Sec. 101 et seq.) against the Debtor effective Jan. 17,
2013.  Jack Doueck and Richard I. Rudy are designated as
responsible persons for the Debtor.

ASK LLP serves as counsel for the Debtor, and Foley & Lardner LLP
serves as counsel to the unsecured creditors committee of the
Debtor.


SUNTECH POWER: JPLs File Docs Against Venue Transfer Bid
--------------------------------------------------------
The joint provisional liquidators of Suntech Power Holdings Co.,
Ltd. submitted to the U.S. Bankruptcy Court their proposed
findings of fact and conclusions of law in opposition to Solyndra
Residual Trust's Proposed Findings of Fact and Conclusions of Law
on Motion to Transfer Venue.  The JPLs state that Solyndra's
Motion to Transfer Venue should be denied.  A copy of the document
is available at http://bankrupt.com/misc/SUNTECH_JPL_FOFCOL.pdf

                           About Suntech

Wuxi, China-based Suntech Power Holdings Co., Ltd., produces solar
products for residential, commercial, industrial, and utility
applications.  Suntech has delivered more than 25,000,000
photovoltaic panels to over a thousand customers in more than 80
countries.

Suntech Power Holdings Co., Ltd., received from the trustee of its
3 percent Convertible Notes a notice of default and acceleration
relating to Suntech's non-payment of the principal amount of
US$541 million that was due to holders of the Notes on March 15,
2013.  That event of default has also triggered cross-defaults
under Suntech's other outstanding debt, including its loans from
International Finance Corporation and Chinese domestic lenders.

Suntech Power had involuntary Chapter 7 bankruptcy proceedings
initiated against it on Oct. 14, 2013, in U.S. Bankruptcy Court in
White Plains, New York (Bankr. S.D.N.Y. Case No. 13-bk-13350), by
holders of more than $1.5 million of defaulted securities under a
2008 $575 million indenture.  The Chapter 7 Petitioners are
Trondheim Capital Partners, L.P., Michael Meixler, Longball
Holdings, LLC, and Jiangsu Liquidators, LLC.  They are
represented by Jay Teitelbaum, Esq., at Teitelbaum & Baskin LLP,
in White Plains, New York.

Suntech Power on Jan. 31, 2014, disclosed that it has signed a
Restructuring Support Agreement relating to the petition for
involuntary bankruptcy filed against it under chapter 7 of the
U.S. Bankruptcy Code.  Under the RSA, the parties agreed that
chapter 7 proceedings will be dismissed following recognition of
the provisional liquidation proceeding previously filed by the
Company in the Cayman Islands under chapter 15 of the U.S.
Bankruptcy Code.

On Feb. 21, 2014, David Walker and Ian Stokoe, the joint
provisional liquidators of Suntech Power Holdings Co., Ltd.,
appointed by the Grand Court of the Cayman Islands, commenced a
Chapter 15 proceeding (Bankr. S.D.N.Y. Case No. 14-10383).  The
Chapter 15 Petitioners are represented by Jennifer Taylor, Esq.,
and Diana Perez, Esq., at OvMelveny & Myers LLP.  According to the
Chapter 15 petition, Suntech has more than $1 billion in both
assets and debts.


TACTICAL INTERMEDIATE: Court Approves Sale of Massif Assets
-----------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware authorized Tactical Intermediate Holdings, Inc., et al.,
to sell the assets of Debtor Massif Mountain Gear Company, LLC, to
Samtech, LLC, for $10,200,000.

Massif Apparel Enterprises, LLC, was selected as the Back-Up
Bidder during the auction held on Aug. 20.

All net proceeds of the sale will be disbursed in immediately
available funds as follows: (a) $250,000 to the Debtors for
establishment of an administrative reserve pursuant to the DIP
financing facility; (b) all amounts owing under the DIP Facility
as of the Closing Date will be paid to Wells Fargo as lender under
the DIP Facility to pay the amounts owing under the DIP Facility;
and (c) all remaining net sale proceeds will be paid to Wells
Fargo as Prepetition Senior Secured Lender for provisional
application to the Prepetition Secured Obligations owed to Wells
Fargo.

All objections to the sale that have not yet been withdrawn or
resolved were overruled.  One of the objectors was the U.S.
Department of Defense, which said that the possible inclusion of
the Debtor's U.S. Army contract violates federal regulations,
Law360 reported.  According to Law360, the Defense Department
contended that the sale motion ignores the government?s right to
reject the transfer of military contracts.

A full-text copy of the Samtech APA is available for free
at http://bankrupt.com/misc/TACTICALapa0821.pdf

                  About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TACTICAL INTERMEDIATE: Taps Klehr Harrison as Counsel
-----------------------------------------------------
Tactical Intermediate Holdings, Inc. and its debtor-affiliates
seek authorization from the U.S. Bankruptcy Court for the District
of Delaware to employ Klehr Harrison Harvey Branzburg LLP as
counsel, nunc pro tunc to the July 8, 2014 petition date.

The Debtors require Klehr Harrison to:

   (a) advise the Debtors of their rights, powers and duties as
       debtors and debtors in possession;

   (b) take all necessary action to protect and preserve the
       Debtors' estates, including the prosecution of actions on
       the Debtors' behalf, the defense of any actions commenced
       against the Debtors, the negotiation of disputes in which
       the Debtors are involved and the preparation of objections
       to claims filed against the Debtors' estates;

   (c) prepare all necessary motions, applications, answers,
       orders, reports and papers in connection with the
       administration of the Debtors' estates; and

   (d) perform all other necessary legal services in connection
       with these chapter 11 cases;

Klehr Harrison will be paid at these hourly rates:

       Partners                $345-$750
       Of Counsel              $325-$450
       Associates              $235-$380
       Paraprofessionals       $150-$325

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

The Debtors advanced a classic retainer of $635,000 over the
course of several weeks to Klehr Harrison in connection with the
planning and preparation of the Debtors' chapter 11 filings, the
related sale and financing transactions and its proposed
representation of the Debtors.

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

Klehr Harrison can be reached at:

       Domenic E. Pacitti, Esq.
       KLEHR HARRISON HARVEY BRANZBURG LLP
       919 N. Market Street, Suite 1000
       Wilmington, DE 19801
       Tel: (302) 426-1189
       Fax: (302) 426-9193
       E-mail: dpacitti@klehr.com

                 About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TACTICAL INTERMEDIATE: Hires Prime Clerk as Administrative Advisor
------------------------------------------------------------------
Tactical Intermediate Holdings, Inc. and its debtor-affiliates
seek authorization from the U.S. Bankruptcy Court for the District
of Delaware to employ Prime Clerk LLC as administrative advisor,
nunc pro tunc to the July 8, 2014 petition date.

The Debtors require Prime Clerk to:

   (a) assist with, among other things, solicitation, balloting
       and tabulation of votes, and prepare any related reports,
       as required in support of confirmation of a Chapter 11
       plan, and in connection with such services, process
       requests for documents from parties in interest, including,
       if applicable, brokerage firms, bank back-offices and
       institutional holders;

   (b) prepare an official ballot certification and, if necessary,
       testify in support of the ballot tabulation results;

   (c) assist with the preparation of the Debtors' schedules of
       assets and liabilities and statements of financial affairs
       and gather data in conjunction therewith;

   (d) provide confidential data room, if requested;

   (e) manage and coordinate any distributions pursuant to a
       chapter 11 plan; and

   (f) provide other processing, solicitation, balloting and other
       administrative services described in the Engagement
       Agreement, but not included in the Section 156(c)
       application, as may be requested from time to time by the
       Debtors, the Court or the Office of the Clerk of the
       Bankruptcy Court.

Prime Clerk will be paid at these hourly rates:

       Analyst                    $32
       Technology Consultant      $85
       Consultant                 $94
       Senior Consultant          $125
       Director                   $170
       Director of Solicitation   $170

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

The Debtors will pay Prime Clerk a retainer of $5,000.

Michael J. Frishberg, co-president and chief operating officer of
Prime Clerk, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates.

Prime Clerk can be reached at:

       Shai Waisman
       PRIME CLERK LLC
       830 3rd Avenue, 9th Floor
       New York, NY 10022
       Tel: (212) 257-5450
       E-mail: swaisman@primeclerk.com

                 About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TACTICAL INTERMEDIATE: Taps Houlihan Lokey as Financial Advisor
---------------------------------------------------------------
Tactical Intermediate Holdings, Inc. and its debtor-affiliates
seek authorization from the U.S. Bankruptcy Court for the District
of Delaware to employ Houlihan Lokey Capital, Inc. as financial
advisor and investment banker, nunc pro tunc to the July 8, 2014
petition date.

The Debtors require Houlihan Lokey to:

   (a) assist in the development and distribution of selected
       information documents and other materials, including, if
       appropriate, advising in the preparation of an offering
       memorandum;

   (b) assist in evaluation indications of interest and proposals
       regarding any restructuring, sale or financing transactions
       from current and potential lenders, equity investors,
       acquirers and strategic partners;

   (c) assist with the negotiation of any transactions including
       participating in negotiations with creditors and other
       parties involved in any transactions;

   (d) provide expert advice and testimony regarding financial
       matters related to a transaction, if necessary;

   (e) attend meetings of the Debtors' Board of Directors,
       creditor groups, official constituencies and other
       interested parties, as the Debtors and Houlihan Lokey
       mutually agree; and

   (f) provide other financial advisory and investment banking
       services as may be required by additional issues and
       developments not anticipated on the effective date.

The Debtors propose to pay Houlihan Lokey the following Fee
Structure:

   -- Initial Fee: upon the execution of this agreement, the
      Debtors shall pay Houlihan Lokey a one-time non-refundable
      fee of $100,000 in cash, upon Houlihan Lokey's acceptance of
      the engagement;

   -- Progress Payments: beginning 30 dayes from the effective
      date of the agreement, the Debtors will pay Houlihan Lokey a
      monthly fee of $100,000 in cash for a period of four months.
      100% of the Progress Payments paid to Houlihan Lokey will be
      credited one-time against the first Transaction Fee paid to
      Houlihan Lokey;

   -- Transaction Fee: Houlihan Lokey will be paid:

      - Financing Transaction Fee. Upon the closing of a Financing
        Transaction, Houlihan Lokey shall be paid from the gross
        process of the Financing Transaction a cash fee equal to
        the greater of $500,000 and the sum of (I) 1.5% of the
        gross proceeds of any indebtedness raised or committed
        that is senior to other indebtedness of the Debtors,
        secured by a first priority lien and unsubordinated, with
        respect to both lien priority and payment to any other
        obligations of the Company; (II) 4% of the gross proceeds
        of any indebtedness raised or committed that is secured by
        lien is unsecured and is subordinated; and (III) 6% of the
        gross proceeds of all equity or equity-linked securities
        placed or committed.

      - Restructuring Transaction Fee. Upon the earlier to occur
        of: (I) in the case of an out-of-court Restructuring
        Transaction the closing of such Restructuring Transaction;
        and (II) in the case of an in-court Restructuring
        Transaction, the effective date of a confirmed plan of
        reorganization or liquidation under Chapter 11 of the
        Bankruptcy Code, Houlihan Lokey shall earn, and the
        Company shall promptly pay to Houlihan Lokey, a cash fee
        of $1,000,000.

      - Sale Transaction Fee.  Upon the closing of each Sale
        Transaction, Houlihan Lokey shall earn, the Debtors shall
        pay immediately and directly from the gross proceeds of
        such Sale Transaction, a cash fee based upon AGC,
        calculated as follows:

           (i) for AGC up to the amount outstanding under the
               Company's Senior Credit Facility immediately
               prior to the closing of such Sale Transaction,
               $1,000,000, plus

          (ii) for AGC in excess of the Initial Threshold up to
               an amount that is $5 million in excess of the
               Initial Threshold, 3% of such incremental AGC,
               plus

         (iii) for AGC in excess of the Initial Threshold plus
               $5million, 6% of such incremental AGC.

        If more than one Sale Transaction is consummated, Houlihan
        Lokey shall be compensated based on the AGC from all Sale
        Transactions, calculated in the manner set forth above;
        for the second and each subsequent Sale Transaction, the
        Minimun Sale Transaction Fee shall be $250,000.

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

On May 22, 2014, Houlihan Lokey received a retainer payment in the
amount of $3,000 and on June 27, 2014 received a retainer payment
in the amount of $5,000, of which $7,578.58 was applied prior to
the petition date on pre-petition date fees and expenses.  The
balance of the retainer as of the petition date was $421.42.

D. Reid Snellenbarger, managing director of Houlihan Lokey,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Houlihan Lokey can be reached at:

       D. Reid Snellenbarger
       HOULIHAN LOKEY CAPITAL, INC.
       123 N Wacker Dr Ste 400
       Chicago, IL 60606-1746
       Tel: (312) 456-4722
       Fax: (312) 346-0951
       E-mail: rsnellenbarger@hl.com

                 About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TACTICAL INTERMEDIATE: Taps FTI Consulting to Provide CRO
---------------------------------------------------------
Tactical Intermediate Holdings, Inc. and its debtor-affiliates
seek authorization from the U.S. Bankruptcy Court for the District
of Delaware to employ FTI Consulting, Inc. to provide Carlin
Andrianopoli as chief  restructuring officer, nunc pro tunc to the
July 8, 2014 petition date.

FTI will assign Mr. Adrianopoli to serve as the Debtors' CRO and
assign the temporary employees to perform other services required
of FTI.

Mr. Adrianopoli will perform the ordinary course duties as the
Debtors' CRO, including, but not limited to, providing daily
leadership to the employees of the Debtors on restructuring
matters and activities related to these Chapter 11 cases.  Mt.
Adrianopoli and the temporary employees will provide the following
services, amont others, to the Debtors:

   (a) cash management and financial projections;

   (b) situational assessment;

   (c) restructuring and bankruptcy advisory assistance; and

   (d) interim management services.

FTI will be paid at these hourly rates:

       Senior Managing Directors      $800-$925
       Managing Directors             $695-$750
       Senior Directors               $665-$685
       Directors                      $580-$660
       Senior Consultants             $430-$520
       Consultants                    $300-$380

Fees for Mr. Adrianopoli to perform his duties as CRO will be
billed at flat monthly rate of $100,000 for each full month during
which the Debtors are in bankruptcy and Mr. Adrianopoli is engaged
as CRO.

Fees for services rendered by Mr. Adrianopoli in performance of
his duties as CRO after Aug. 31, 2014 will be billed based upon
the time incurred providing the services, multiplied by his hourly
rate of $925.

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

Prior to the petition date, FTI received $25,000 retainer from the
Debtors, which funds were applied to FTI's professional fees,
charges and reimbursable expenses incurred pre-petition.  The
entire retainer was exhausted pre-petition.

The Debtors paid FTI approximately $3,471,606.68 for pre-petition
fees and reimbursable expenses incurred since February 2012.

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

FTI can be reached at:

       Carlin Adrianopoli
       FTI CONSULTING, INC.
       227 West Monroe Street, Suite 900
       Chicago, IL 60606
       Tel: +1 (312) 759-8100
       Fax: +1 (312) 759-8119
       E-mail: carlin.adrianopoli@fticonsulting.com

                 About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TAYLOR BEAN: Bank of America Settles Bankruptcy Case for $26.4M
---------------------------------------------------------------
John Pacenti, writing for Daily Business Review, reported that
Bank of America will hand over $26.4 million in mortgage loans to
the bankruptcy liquidation trustee for defunct Taylor, Bean &
Whitaker Mortgage Corp.  According to the report, the settlement
with Bank of America calls for the trust to pay $10.3 million and
receive the $26 million mortgage pool.

                        About Taylor Bean

Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala-
based mortgage broker to become one of the largest mortgage
bankers in the United States.  In 2009, Taylor Bean was the
country's third largest direct-endorsement lender of FHA-insured
loans of the largest wholesale mortgage lenders and issuer of
mortgage backed securities.  It also managed a combined mortgage
servicing portfolio of approximately $80 billion.  The company
employed more than 2,000 people in offices located throughout the
United States.

Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 09-07047) on Aug. 24, 2009.  Taylor Bean filed the Chapter 11
petition three weeks after federal investigators searched its
offices.  The day following the search, the Federal Housing
Administration, Ginnie Mae and Freddie Mac prohibited the company
from issuing new mortgages and terminated servicing rights.
Taylor Bean estimated more than $1 billion in both assets and
liabilities in its bankruptcy petition.

Lee Farkas, the former chairman, was sentenced in June to 30 years
in federal prison after being convicted on 14 counts of conspiracy
and bank, wire and securities fraud in what prosecutors said was a
$3 billion scheme involving fake mortgage assets.

Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at
Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq.,
and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain &
Prosser, PA, in Tampa, Fla., represent the Debtors.  Paul Steven
Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman
PA, in Miami, Fla., represent the Committee.  BMC Group, Inc.,
serves as the claims and noticing agent.

Unsecured creditors were expected to receive 3.3% to 4.4% under a
Chapter 11 plan approved in July 2011.


THERAPEUTICSMD INC: Files Updated Business Disclosure
-----------------------------------------------------
TherapeuticsMD, Inc., on July 30, 2014, filed a prospectus
supplement with the U.S. Securities and Exchange Commission under
its effective shelf registration statements on Form S-3 pursuant
to Rule 424 promulgated under the Securities Act of 1933, as
amended.  The Prospectus contains certain updated disclosures
regarding the Company's business.

The Company expects to report net revenues of between $3.5 million
and $3.9 million for the three months ended June 30, 2014,
compared to $2.1 million for the three months ended June 30, 2013.
The Company expects to report a net loss of between $(10.5)
million and $(11.3) million for the three months ended June 30,
2014, compared to a net loss of $(6.0) million for the three
months ended June 30, 2013.

"We have incurred recurring net losses, including net losses of
$28 million, $35 million, and $13 million for the years ended
December 31, 2013, 2012 and 2011, respectively.  As of March 31,
2014, we had an accumulated deficit of approximately $90 million.
We have generated limited revenue and have funded our operations
to date primarily from public and private sales of equity and
private sales of debt securities.  We expect to incur substantial
additional losses over the next several years as our research,
development and clinical trial activities increase, especially
those related to our hormone therapy drug candidates. As a result,
we may never achieve or maintain profitability unless we
successfully commercialize our products, in particular, our
hormone therapy drug candidates.  If we are unable to make
required payments under any of our obligations for any reason, our
creditors may take actions to collect their debts, including
foreclosing on property of VitaMedMD that collateralizes our
obligations.  If we continue to incur substantial losses and are
unable to secure additional financing, we could be forced to
discontinue or curtail our business operations, sell assets at
unfavorable prices, refinance existing debt obligations on terms
unfavorable to us, or merge, consolidate, or combine with a
company with greater financial resources in a transaction that
might be unfavorable to us," the Company stated in the filing.

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

                        http://is.gd/1FPMb7

                        About TherapeuticsMD

Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women.  The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics.  The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.

TherapeuticsMD reported a net loss of $28.41 million in 2013, a
net loss of $35.12 million in 2012, and a net loss of $12.9
million in 2011.

The Company's balance sheet at March 31, 2014, showed $53.56
million in total assets, $6.81 million in total liabilities and
$46.75 million in total stockholders' equity.


TRIGEANT HOLDINGS: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                         Case No.
      ------                                         --------
      Trigeant Holdings, Ltd.                        14-29027
      3020 North Military Trail, Ste. 100
      Boca Raton, FL 33431

      Trigeant, LLC                                  14-29030
      3020 North Military Trail, Ste. 100
      Boca Raton, FL 33431

Chapter 11 Petition Date: August 25, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Paul G. Hyman, Jr.

Debtors' Counsel: Jordi Guso, Esq.
                  BERGER SINGERMAN LLP
                  1450 Brickell Ave #1900
                  Miami, FL 33131
                  Tel: (305) 755-9500
                  Fax: 305.714.4340
                  Email: jguso@bergersingerman.com

                                   Estimated       Estimated
                                     Assets       Liabilities
                                   ------------   ------------
Trigeant Holdings, Ltd.            $50MM-$100MM   $50MM-$100MM
Trigeant, LLC                      $1MM-$10MM     $10MM-$50MM

The petitions were signed by Harry Sargeant II, mgr of Trigeant
Holdings, LLC, GP of Trigeant Holdings, Ltd.

List of Trigeant Holdings's five Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Hartline, Dacus, Barger, et al.                        $57,863

Crowell & Moring LLP                                   $29,283

Grant Thornton, LLP                                    $28,344

Whiteford, Taylor & Preston LLP                        $25,317

Davis & Co.                                            $12,533

List of Trigeant, LLC's 12 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Texas Asphalt Refining Company,                       $4,100,000
LLC
c/o David M. Toblan, Esq.
Oldcastle Law Group
900 Ashwood Pkwy, Ste.
700, Atlanta, GA 30338-4780

Bay Ltd.                                              $1,334,124
P.O. Box 9908
Corpus Christi, TX
78469-9908

Cameron-McKinney, LLC                                   $211,032

Reliant Energy                                           $55,750

Cunningham Law Group                                     $46,962

Merill Communications, LLC                               $15,868

Corpus Christi Area Oil Spill Control                     $5,000

Message Labs, Inc.                                        $1,094

Direct Energy Business                                      $843

City of Corpus Christi                                      $750

Travieso Evans Arria Rengel & Paz                            $57

Odfjell Tankers AS                                       Unknown


UNITED BANCSHARES: Files Q2 Form 10Q, Raises Going Concern Doubt
----------------------------------------------------------------
United Bancshares, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $202,946 on $700,134 of total interest income for
the three months ended June 30, 2014, as compared with net income
of $95,977 on $700,383 of total interest income for the same
period in 2013.

For the six months ended June 30, 2014, the Company reported a net
loss of $424,199 on $1.41 million of total interest income as
compared with a net loss of $242,810 on $1.41 million of total
interest income for the same period last year.

As of June 30, 2014, the Company had $59.63 million in total
assets, $56.59 million in total liabilities and $3.04 million in
total shareholders' equity.

"The Bank has entered into Consent Orders with the FDIC and the
Department which, among other provisions, require the Bank to
increase its tier one leverage capital ratio to 8.5% and its total
risk based capital ratio to 12.5%.  As of June 30, 2014, the
Bank's tier one leverage capital ratio was 5.12% and its total
risk based capital ratio was 9.23%.  The Bank's failure to comply
with the terms of the Consent Orders could result in additional
regulatory supervision and/or actions.  The ability of the Bank to
continue as a going concern is dependent on many factors,
including achieving required capital levels, earnings and fully
complying with the Consent Orders.  The Consent Orders raise
substantial doubt about the Bank's ability to continue as a going
concern," the Company said in the Report.

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

                         http://is.gd/9CB5XM

                       About United Bancshares

Located in Philadelphia, Pennsylvania, United Bancshares, Inc., is
an African American controlled and managed bank holding company
for United Bank of Philadelphia, a commercial bank chartered in
1992 by the Commonwealth of Pennsylvania, Department of Banking.

United Bancshares reported a net loss of $668,898 on $2.89 million
of total interest income for the year ended Dec. 31, 2013, as
compared with a net loss of $1.01 million on $3.08 million of
total interest income in 2012.

McGladrey LLP, in Blue Bell, Pennsylvania, 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 regulatory capital amounts and ratios are below
the required levels stipulated with Consent Orders between the
Company and its regulators under the regulatory framework for
prompt corrective action.  Failure to meet the capital
requirements exposes the Company to regulatory sanctions that may
include restrictions on operations and growth, mandatory asset
disposition, and seizure of the Company.  These matters raise
substantial doubt about the ability of the Company to continue as
a going concern.


UNITEK GLOBAL: Moody's Alters Outlook to Neg. & Affirms Caa2 CFR
----------------------------------------------------------------
Moody's Investors Service changed UniTek Global Services, Inc.'s
outlook to negative from stable due to the company's lower than
anticipated operating performance during the first half of 2014
and uncertainty regarding its near-term covenant compliance.
UniTek's Corporate Family Rating ("CFR") and Probability of
Default ratings were affirmed at Caa2 and Caa2-PD, respectively.
Concurrently, the rating on the company's $135 million term loan
due 2018 was affirmed at Caa2. In addition, the company's
Speculative Grade Liquidity rating of SGL-4 was affirmed, denoting
a weak liquidity profile.

The change in outlook is driven by the company's lower than
expected operating performance during the first half of 2014. For
the six months ended June 28, 2014, the company's Form NT 10-Q
filing reported lower expected revenues and "substantially higher"
net losses to be reported for the period ended June 28, 2014
versus the corresponding period last year. The company
concurrently filed an 8-K stating that both the company's
revolving credit and term loan lenders have agreed to forbear from
taking action relative to certain existing and future defaults in
the company's revolver and term loan agreements.

Per the August 8-k filings, the Forbearance Agreements provide for
a standstill period in respect of certain Events of Default
through the earlier of September 15, 2014 or other events outlined
in the 8-K. The company also amended both facilities to
accommodate the addition of lenders, on a Last Out basis, to the
company's revolving credit facility providing $5 million of
additional funding under the revolving credit. The company's Form
NT 10-Q filing indicated that the company's financials for the
quarter ended June 28 have been delayed due to matters related to
the forbearance agreements. The filing states that the forbearance
and additional liquidity under the revolver was meant to allow for
additional time for the company to address its capital structure.

Ratings affirmed:

Corporate family rating, at Caa2

Probability of default rating, at Caa2-PD

$135 million term loan due 2018, at Caa2 (LGD-4)

Speculative grade liquidity rating, at SGL-4

Outlook, changed to Negative from Stable

Ratings Rationale

UniTek's Caa2 CFR continues to reflect the company's high interest
burden, lower revenue contribution expected from a contract with
AT&T (it's second largest customer) that expires this month as
well as the continued need to address internal control weaknesses
over financial reporting as cited in the company's 2013 10-K
filing. The expiring contract with AT&T accounted for 17.8% of
revenues in 2013. In addition, there continues to be uncertainty
regarding longer-term revenue and earnings performance,
particularly given lower than expected revenue contribution from
AT&T. The ratings are supported by the company's established
market position and blue-chip customer base. Longer term,
outsourcing trends should expand UniTek's market opportunities,
however relatively low entry barriers and execution risks are
factors that have also been considered in the ratings. The ratings
also reflect the company's weak liquidity position primarily due
to aggressive covenant step-downs that the company must meet
through the remainder of the year to be in compliance with its
bank agreement financial maintenance covenants and very high
interest costs on its debt.

The company's SGL-4 liquidity rating is characterized by
uncertainty regarding the company's current compliance with
covenants and required step-downs in the covenants through the
year. In addition, the company relies on its $75 million revolving
credit facility that is constrained by its borrowing base levels
that totaled $63.7 million at March 31, 2014. Of note, the company
did receive an additional $5 million of funding through additional
lenders under the company's revolving credit facility as part of
the August 2014 amendments. Although free cash flow generation
could improve over the next twelve months, it is not likely to be
sufficient to fund all its liquidity needs without relying on its
asset-based revolver. Virtually all assets are secured by the
company's debt facilities.

The negative outlook reflects the potential for continued
weakening financial performance over the near term due to the loss
of the AT&T contract and uncertainty as to whether the company can
refinance its bank credit agreement on more favorable terms.

An upgrade and/or change in outlook would likely be predicated on
UniTek meaningfully improving operating performance, addressing
internal control weaknesses and/or entering into a refinancing to
loosen financial maintenance covenants and address its high
interest expense. Quantitatively, ratings could be upgraded if
EBIT/interest were to reach and be sustained at 1.0 times,
debt/EBITDA continues to stay below 6.0 times (4.9 times at LTM
March 31, 2014) while generating positive free cash flow.

Ratings could be downgraded if the company's liquidity position or
credit metrics deteriorate leading to an increased expectation for
a default or distressed exchange.

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

UniTek Global Services, Inc. ("UniTek"), based in Blue Bell,
Pennsylvania, provides fulfillment and infrastructure services to
media and telecommunication companies in the United States and
Canada. Revenues for the last twelve month period ended June 28,
2014 totaled $407 million.


URANIUM ONE: Moody's Affirms Ba3 CFR & Revises Outlook to Neg.
--------------------------------------------------------------
Moody's Investors Service revised the rating outlooks of Uranium
One Inc. ("U1") and its subsidiary, Uranium One Investments Inc.
("Investments") to negative from stable. Moody's also affirmed
U1's Ba3 Corporate Family rating (CFR), Ba3-PD Probability of
Default rating and SGL-3 speculative grade liquidity rating and
Investment's Ba3 (LGD3) senior secured rating.

Outlook Actions:

Issuers: Uranium One Inc. and Uranium One Investments Inc.

Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Uranium One Inc.

Corporate Family Rating, Affirmed Ba3

Probability of Default Rating, Affirmed Ba3-PD

Speculative Grade Liquidity Rating, Affirmed SGL-3

Issuer: Uranium One Investments Inc.

US$300 million Senior Secured Regular Bond/Debenture Dec 13,
2018, Affirmed Ba3 (LGD3)

Ratings Rationale

The change in U1's outlook to negative is primarily driven by the
company's deteriorating cash flows due to the weaker than expected
price of uranium. While the price of uranium has recently
improved, and Moody's expects this trend will continue, prices
could persist at levels insufficient to restore U1's financial
leverage to an acceptable level for its rating for some time. The
outlook change also captures uncertainties associated with the
recent loss of subsoil rights at a couple of its joint ventures in
Kazakhstan pursuant to a court order. While the company expects
new subsoil use rights will be issued by October 28, 2014, and its
partner has signed agreements meant to ensure that the economics
of the joint ventures are not impacted in the interim, Moody's
views the company's risks as elevated until the issues are
formally resolved.

Moody's regards U1 as a government-related issuer (GRI). In
accordance with Moody's GRI rating methodology, the CFR rating of
U1 incorporates 2 notches of uplift from its standalone credit
quality measured by a Baseline Credit Assessment (BCA) of 15 (on a
scale of 1 to 21, which is also expressed as b2 and corresponds to
a B2 rating on Moody's global long-term rating scale). The uplift
to the BCA is driven by the credit quality of the Russian
government (Baa1, negative outlook), which indirectly owns 100% of
the company's shares through Rosatom State Atomic Energy Corp.
("Rosatom"), and Moody's assessment of strong probability of state
support in the event of financial distress, as well as high
default dependence between the company and the government.

U1's BCA of 15 is constrained by its relatively small scale,
exposure to volatile spot Uranium (U3O8) pricing, the short proven
reserve life of its mines and opacity arising from its complex
organizational structure as well as a reliance on dividends from
joint ventures in Kazakhstan (Baa2, positive), for which unanimous
owner approval is required. The rating benefits from U1's good
cash position, lack of material near term debt maturities, and its
low cost mines, which Moody's expects will allow the company's
operations to remain modestly free cash flow positive even at the
current uranium price (US$31/lb). U1's leverage however is
currently very high for the rating and Moody's believes the
company's leverage will remain above 5x by the end of 2015
assuming a modest increase in the uranium price and attributable
production levels.

The negative rating outlook reflects the company's high leverage
due to the relatively weak uranium price and uncertainties
associated with the loss of subsoil rights at two of its joint
ventures in Kazakhstan.

U1's CFR could be upgraded if Moody's gained confidence that the
price of uranium would recover towards $50/ pound and the company
increased its geographic diversity.

U1's CFR could be downgraded if Moody's expected U1's leverage to
be sustained above 4.5x, if the company's liquidity became
strained or if the company were unable to formally resolve the
subsoil rights issue at its two joint ventures within the next
several months.

The principal methodology used in this rating was the Global
Mining Industry Methodology published in August 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 and the Government-Related Issuers
methodology published in July 2010.

Uranium One produces uranium (U3O8), primarily from five joint
ventures (6 mines) in Kazakhstan. The company is indirectly 100%-
owned by Rosatom State Atomic Energy Corp., which in turn is owned
by the Russian Government. Attributable revenues for the twelve
months ended June 30, 2014 were about $625 million.


VERITEQ CORP: Delays Form 10-Q for Second Quarter
-------------------------------------------------
VeriTeQ Corporation was unable to file its quarterly report on
Form 10-Q for the quarter ended June 30, 2014, within the
prescribed time because of the additional time required to
determine the proper accounting for numerous financing related
transactions that have occurred during the period, according to a
regulatory filing with the U.S. Securities and Exchange
Commission.

"These transactions are complex and require significant review and
valuation.  As soon as the proper accounting is completed, the
Company intends to file its Form 10-Q.  The Company expects that
to be on or about August 19, 2014," the Company said.

                           About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.  For more information on VeriTeQ, please
visit www.veriteqcorp.com .

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.  As of March 31, 2014, the Company had $7.97
million in total assets, $15.19 million in total liabilities and a
$7.21 million total stockholders' deficit.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


WEST CORP: Posts $47.7 Million Net Income in Second Quarter
-----------------------------------------------------------
West Corporation reported net income of $47.75 million on $691.06
million of revenue for the three months ended June 30, 2014, as
compared with net income of $43.66 million on $672.69 million of
revenue for the same period in 2013.

For the six months ended June 30, 2014, the Company reported net
income of $94.03 million on $1.36 billion of revenue as compared
with net income of $46.72 million on $1.33 billion of revenue for
the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $3.87 billion
in total assets, $4.54 billion in total liabilities and a $672.74
million stockholders' deficit.

"We delivered another quarter of growth in revenue, earnings per
share and cash from operations, while closing two strategic
acquisitions that will help drive future growth," said Tom Barker,
chairman and chief executive officer of West Corporation.  "We
also took a number of steps to reduce our interest expense which
will contribute to further improvement in profitability next
year."

At June 30, 2014, West Corporation had cash and cash equivalents
totaling $159.7 million and working capital of $264.3 million.
Net interest expense was $48.4 million during the three months
ended June 30, 2014 compared to $57.2 million during the
comparable period the prior year.

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

                       http://is.gd/igNa6g

                      About West Corporation

West Corporation is a global provider of communication and network
infrastructure solutions.  West helps manage or support essential
enterprise communications with services that include conferencing
and collaboration, public safety services, IP communications,
interactive services such as automated notifications, large-scale
agent services and telecom services.

West Corp posted net income of $143.20 million in 2013 as
compared with net income of $125.54 million in 2012.

                         Bankruptcy Warning

"If we cannot make scheduled payments on our debt, we will be in
default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its quarterly report for the period ended
     March 31, 2014.

                           *    *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Omaha, Neb.-based
business process outsourcer West Corp. to 'BB-' from 'B+'.  The
upgrade reflects Standard & Poor's view that lower debt leverage
and a less aggressive financial policy will strengthen the
company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company," stated Moody's analyst Suzanne Wingo.


WESTMORELAND COAL: Incurs $63.4-Mil. Net Loss in Second Quarter
---------------------------------------------------------------
Westmoreland Coal Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss applicable to common shareholders of $63.36 million on
$287.95 million of revenues for the three months ended June 30,
2014, as compared with a net loss applicable to common
shareholders of $622,000 on $162.49 million of revenue for the
same period last year.

For the six months ended June 30, 2014, the Company reported a net
loss applicable to common shareholders of $82.65 million on
$468.15 million of revenues as compared with a net loss applicable
to common shareholders of $3.34 million on $323.94 million of
revenues for the same period in 2013.

As of June 30, 2014, the Company had $1.58 billion in total
assets, $1.84 billion in total liabilities and a $260.64 million
total shareholders' deficit.

"As previously announced, we are ahead of schedule in
transitioning the Canadian operations onto Westmoreland's
platform," said Keith E. Alessi, Westmoreland's CEO.  "We have
moved swiftly to streamline the organization, both in the United
States and in Canada, and have been integrating and standardizing
administrative functions.  Operationally, we have begun the
process of optimizing equipment utilization and we have reduced
capital spending in the Canadian operation to reflect the
Westmoreland philosophy of extending useful lives of equipment
through superior maintenance."

"The adjusted EBITDA for the quarter is reflective of our progress
and we are pleased with the results in comparison with 2013,
especially when considering that the current quarter had ROVA's
annual maintenance outage and additionally did not benefit from
the Indian Coal Tax Credit.

"Many of the large, one time, accounting charges recorded during
the quarter related to the refinancing of debt concurrent with the
acquisition, fees, severance costs related to the streamlining
initiatives, and non-cash derivative based losses.

"We are reaffirming our recently increased guidance for the full
year of an adjusted EBITDA range of $172 million to $190 million.

"I am especially grateful for the efforts of all of our
associates, on both sides of the border, who have embraced the
challenge of bringing the two operations together.  They have done
so with enthusiasm, professionalism and a sense of urgency while
maintaining an exemplary safety record.  I could not be more proud
of them and look forward to continuing to work with them as we
further drive efficiencies."

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

                          http://is.gd/zeLBQJ

On July 25, 2014, the Company hosted a conference call with
investors to discuss the Company's financial and operating results
for the second quarter ended June 30, 2014.  The conference call
was made available to the public via conference call and webcast.
The transcript of the conference call is available for free at:

                           http://is.gd/DUzP7g

                        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 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.


WINDSOR PETROLEUM: Files Ch. 11 Plan & Disclosure Statement
-----------------------------------------------------------
Windsor Petroleum Transport Corporation, et al., filed with the
U.S. Bankruptcy Court for the District of Delaware a plan of
reorganization and accompanying disclosure statement premised on a
restructuring support agreement negotiated with bondholders who
hold more than 70% of the Company's 7.84% secured notes in a
principal amount of $188,590,000 as of the Petition Date.

The key components of the Plan are as follows:

   * Holders of Allowed General Unsecured Claims, including
     Allowed Claims of trade vendors, suppliers, customers and
     charterers, will not be affected by the filing of the
     bankruptcy cases and, to the extent those Claims have not
     been paid in full in the ordinary course of business during
     the pendency of the Chapter 11 Cases, the Claims will be
     reinstated and left unimpaired under the Plan.  General
     Unsecured Claims are estimated to total $2,975,000.

   * Holders of all Allowed Administrative Claims, Priority Tax
     Claims, statutory fees, Other Priority Claims and Other
     Secured Claims will receive payment in full, in Cash.

   * All Claims under the Secured Notes Indenture will be
     converted into 100% of the ownership units of New Holdco.

A full-text copy of the Disclosure Statement dated Aug. 25, 2014,
is available at http://bankrupt.com/misc/WINDSORds0825.pdf

          About Windsor Petroleum Transport Corporation

Windsor Petroleum Transport Corporation and several of its
subsidiaries and related entities on July 14, 2014, filed for
reorganization under Chapter 11 of the U.S. Bankruptcy Code in the
United States Bankruptcy Court in Wilmington, Delaware (Lead Case
No. 14-11708).

The Debtors' counsel is Pauline K. Morgan, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.  The Debtors'
crisis managers come from AMA Capital, while their chief
restructuring officer is Paul J. Leand, Jr.

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


WORLD SURVEILLANCE: Wayne Jackson Appointed as Director
-------------------------------------------------------
At the Annual Meeting of the holders of common stock of World
Surveillance Group Inc. held on July 29, 2014, the shareholders
elected Wayne P. Jackson as director, approved on an advisory
basis the compensation of the Company's executives and ratified
the appointment of Rosen Seymour Shapss Martin & Company LLP, as
the Company's independent registered public accounting firm.

Following the formal business of the 2014 Annual Meeting, Drew
West, the Company's Chairman of the Board, provided certain
management discussion points regarding the Company.  Mr. West said
that he and the Company's management have agreed on the following
priorities in order of priority for the next year:

  1.  Financial responsibility

  2.  Continued growth of GTC

  3.  Rapid development of the Company's airship division

  4.  New technologies and new opportunities

A full-text copy fo the Management Discussion Points is available
for free at http://is.gd/BQ4mB5

                      About World Surveillance

World Surveillance Group Inc. designs, develops, markets and sells
autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs)
capable of carrying payloads that provide persistent security
and/or wireless communication from air to ground solutions at low,
mid and high altitudes.  The Company's airships, when integrated
with electronics systems and other high technology payloads, are
designed for use by government-related and commercial entities
that require real-time intelligence, surveillance and
reconnaissance or communications support for military, homeland
defense, border control, drug interdiction, natural disaster
relief and maritime missions.  The Company is headquartered at the
Kennedy Space Center, in Florida.

World Surveillance reported a net loss of $3.41 million on
$558,574 of net revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $3.36 million on $272,201 of net
revenues for the year ended Dec. 31, 2012.  The Company's balance
sheet at March 31, 2014, showed $3.49 million in total assets,
$17.33 million in total liabilities, all current, and a $13.84
million total stockholders' deficit.

Rosen Seymour Shapss Martin & Company 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 experienced significant losses
and negative cash flows, resulting in decreased capital and
increased accumulated deficits.  These conditions raise
substantial doubt about its ability to continue as a going
concern.

                         Bankruptcy Warning

"Our indebtedness at December 31, 2013 was $16,958,374.  A portion
of such indebtedness reflects judicial judgments against us that
could result in liens being placed on our bank accounts or assets.
We are continuing to review our ability to reduce this debt level
due to the age and/or settlement of certain payables but we may
not be able to do so.  This level of indebtedness could, among
other things:

   * make it difficult for us to make payments on this debt and
     other obligations;

   * make it difficult for us to obtain future financing;

   * require us to redirect significant amounts of cash from
     operations to servicing the debt;

   * require us to take measures such as the reduction in scale of
     our operations that might hurt our future performance in
     order to satisfy our debt obligations; and

   * make us more vulnerable to bankruptcy or an unwanted
     acquisition on terms unsatisfactory to us," the Company said
     in the Annual Report for the year ended Dec. 31, 2013.


WPCS INTERNATIONAL: Reports $11.2-Mil. Net Loss in Fiscal 2014
--------------------------------------------------------------
WPCS International Incorporated filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss attributable to common shareholders of $11.16 million on
$21.26 million of revenue for the year ended April 30, 2014, as
compared with a net loss attributable to common shareholders of
$6.91 million on $24.77 million of revenue for the year ended
April 30, 2013.

For the three months ended April 30, 2014, the Company reported a
net loss attributable to common shareholders of $1.21 million on
$6.23 million of revenue as compared with a net loss attributable
to the Company of $6.18 million on $4.96 million of revenue for
the same period in 2013.

As of April 30, 2014, the Company had $22.02 million in total
assets, $16.05 million in total liabilities and $5.96 million in
total equity.

Marcum LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2014.  The independent auditing firm
noted that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

Sebastian Giordano, interim CEO of WPCS, commented, "We are
pleased with our revenue growth for the three months and full year
period ended April 30, 2014.  Accounting for the strategic
reduction of our unprofitable Trenton Operations during both
periods, revenue on a period-over-period basis for the three month
period increased approximately 47% and for the full year
approximately 34%.  Also worth noting is the improvement to our
balance sheet.  As of April 30, 2014 we had $2.2 million in cash
and shareholders' equity of $6.0 million, an improvement from $1.4
million in cash and a deficit of $900,000 at April 30, 2013.  We
remain focused on strengthening our balance sheet and continuing
to implement our strategic plan to build our profitable assets
while divesting others such as Seattle, Australia and China that
we anticipate will generate working capital and eliminate certain
costs."

The Company was delayed in filing the Form 10-K.  According to its
Form 12b-25 filings, the compilation, dissemination and review of
the information required to be presented in the Form 10-K for the
relevant fiscal year has imposed time constraints that have
rendered timely filing of the Form 10-K impracticable without
undue hardship and expense.

               About WPCS International Incorporated

WPCS -- http://www.wpcs.com-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.

As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.


YARWAY CORPORATION: Removal Period Extended Until Dec. 14
---------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended Yarway Corporation's time to file
notices of removal of claims and causes of actions until
Dec. 14, 2014.

                      About Yarway Corporation

Yarway Corporation sought Chapter 11 protection (Bankr. D. Del.
Case No. 13-11025) on April 22, 2013, to deal with claims arising
from asbestos containing products it allegedly sold as early as
the 1920s.

Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as
the Simplex Engineering Company and originally manufactured pipe
clamps, steam traps, valves and controls.  Based in Pennsylvania,
Yarway was a privately-owned company until 1986 when KeyStone
International, Inc. bought equity in the company.  Yarway became a
unit of Tyco International Ltd. when Tyco purchased KeyStone in
1997.

Yarway's asbestos-related liabilities derive from Yarway's (i)
purported use of asbestos-containing gaskets and packing,
manufactured by others, in its production of steam valves and
traps from the 1920s to 1970s, and (ii) alleged manufacture of
expansion joint packing that was allegedly made up of a compound
of Teflon and asbestos from the 1940s to the 1970s.

Over the past five years, about 10,021 new asbestos claims have
been asserted against Yarway, including 1,014 in Yarway's 2013
fiscal year ending March 31, 2013.

The Debtor estimated assets and debts in excess of $100 million as
of the Chapter 11 filing.

Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and
Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11
case.  Logan and Co. is the claims and notice agent.

On May 6, 2013, the U.S. Trustee for Region 3, appointed an
official committee of asbestos personal injury claimants.  The
Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale,
Chartered, as lead bankruptcy counsel.


YRC WORLDWIDE: Incurs $4.9 Million Net Loss in Second Quarter
-------------------------------------------------------------
YRC Worldwide Inc. 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 $4.9 million on $1.31
billion of operating revenue for the three months ended June 30,
2014, as compared with a net loss attributable to the Company of
$15.1 million on $1.24 billion of operating revenue for the same
period in 2013.

For the six months endedJune 30, 2014, the Company reported a net
loss attributable to common shareholders of $93.2 million on $2.52
billion of operating revenue as compared with a net loss
attributable to common shareholders of $39.6 million on $2.40
billion of operating revenue for the same period during the
previous year.

As of June 30, 2014, the Company had $2.17 billion in total
assets, $2.54 billion in total liabilities and a $362.4 million
total shareholders' deficit.

"During the second quarter of 2014, YRC Freight experienced a 5.6%
increase in operating revenue, despite a half workday less as
compared to the second quarter of 2013," said YRC Worldwide CEO
James Welch.  "The additional revenue is due to increased volumes
as well as a slight gain in revenue per hundredweight.  The growth
in shipments and tonnage per day is a result of the overall
economic improvement and renewed shipper confidence due to the
successful completion of our refinancing and modified labor
agreement in February 2014," continued Welch.  "However,
profitability for the second quarter was negatively impacted by
the network not being fully in cycle which resulted in a decrease
in productivities, the re-handling of freight and less than
optimal use of purchased transportation.  The year-over-year
decline in profitability can also be attributed to a $7.5 million
increase in expense related to bodily injury claims as well as a
$2.9 million increase in cargo claims expense when compared to the
second quarter of 2013.  The increase in our bodily injury claims
expense was driven by an increase in outstanding claims and an
increase in development of prior year claims that remain
unsettled."

As of June 30, 2014, the Company had cash and cash equivalents and
availability under its ABL Facility totaling $253.2 million, and
cash and cash equivalents and amounts able to be drawn under the
Company's ABL Facility totaling $209.4 million.

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

                        http://is.gd/hlDonI

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers
its customers a wide range of transportation services.  These
services include global, national and regional transportation as
well as logistics.

The Company incurred a net loss of $83.6 million in 2013 following
a net loss of $136.5 million in 2012.  As of Dec. 31, 2013, the
Company had $2.06 billion in total assets, $2.66 billion in total
liabilities and a $597.4 million total shareholders' deficit.

                            *    *    *

As reported by the TCR on Feb. 18, 2014, Moody's Investors Service
had upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, Standard & Poor's
Ratings Services said that it raised its ratings on Overland Park,
Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc.
(YRCW), including the corporate credit rating to 'CCC+' from
'CCC', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "The upgrades reflect YRCW's improved
liquidity position and minimal debt maturities as a result of its
proposed refinancing," said Standard & Poor's credit analyst Anita
Ogbara.


ZOGENIX INC: Intends to Enforce Rights to Zohydro
-------------------------------------------------
Zogenix, Inc., received a paragraph IV certification from Actavis
Laboratories FL, Inc., advising Zogenix of the filing of an
Abbreviated New Drug Application with the U.S. Food and Drug
Administration for a generic version of Zohydro(R) ER (hydrocodone
bitartrate) Extended-Release Capsules, CII.

The certification notice alleges that the two U.S. patents listed
in the FDA's Orange Book for Zohydro ER, with an expiration date
in November 2019, will not be infringed by Actavis's proposed
product, are invalid or are unenforceable.  Zogenix and its
licensor are evaluating the paragraph IV certification and intend
to vigorously enforce the intellectual property rights relating to
Zohydro ER.

Zohydro ER was granted exclusivity by the FDA through October
2016; Zogenix plans to submit a supplemental New Drug Application
for the next-generation capsule formulation of Zohydro ER by
October 2014.

The parties have 45 days from the receipt of the paragraph IV
certification to commence a patent infringement lawsuit against
Actavis that would automatically stay, or bar, the FDA from
approving Actavis's ANDA for 30 months or until a district court
decision that is adverse to the asserted patents, whichever is
earlier.

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported a net loss of $80.85 million in 2013, as compared
with a net loss of $47.38 million in 2012.

The Company's balance sheet at June 30, 2014, the Company had
$133.29 million in total assets, $64.98 million in total
liabilities and $68.31 million in total stockholders' equity.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.


* Bankruptcy Court Had Exclusive Jurisdiction on Dischargeability
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that if a consumer bankrupt doesn't learn that a creditor
has a claim until after receiving a discharge, the bankruptcy
court has exclusive jurisdiction to determine whether the debt was
discharged under Section 523(a)(3)(B) of the Bankruptcy Code,
according to a decision from a U.S. District Judge Jane Magnus-
Stinson in Indianapolis.

According to the report, the bankruptcy judge dismissed the
proceedings in bankruptcy court, saying the state court had
concurrent jurisdiction to rule on dischargeability, but Judge
Magnus-Stinson reversed, ruling that the bankruptcy court had
exclusive jurisdiction.

The case is Muir v. McWilliams, 14-00212, U.S. District Court,
Southern District Indiana (Indianapolis).


* Ruling Leaves Cloud on Whistleblowers
---------------------------------------
Rachel Louise Ensign, writing for The Wall Street Journal,
reported that U.S. authorities have reached beyond the country's
borders to extract huge settlements from foreign firms like BNP
Paribas SA, Total SA, and Credit Suisse Group AG, but a new court
ruling may mean U.S. law doesn't extend far enough to protect
certain whistleblowers who flag such violations.

According to the report, a federal appeals court has held that
U.S. law can only reach so far into Germany-based Siemens AG's
operations, upholding a lower-court ruling dismissing a
whistleblower-retaliation claim a former Taiwanese employee
brought against the German firm.


* Seyfarth Aims to Toss Suit Over Disclosure in Law360 Article
--------------------------------------------------------------
Law360 reported that Seyfarth Shaw LLP asked an Illinois federal
judge to throw out a suit accusing one of its partners of defaming
the former owners of a defunct restaurant company and breaching a
settlement by disclosing confidential information about the
company's bankruptcy in an interview with Law360.  According to
the report, Gus Paloian, a bankruptcy partner at the firm, was
acting in his individual capacity rather than as trustee for
Restaurant Development Group when he discussed the case in a 2009
Q&A, and can't be held liable for violating a confidentiality
provision in the settlement, Marc Beem of Miller Shakman & Beem
LLP, an attorney for the defendants, said at a court hearing in
Chicago.

The case is Roger Greenfield et al. v. Gus Paloian et al., case
number 1:14-cv-01583, in the U.S. District Court for the Northern
District of Illinois.


* Argentina Revokes BNY Mellon's Operating Approval
---------------------------------------------------
Ken Parks, writing for Daily Bankruptcy Review, reported that
Argentina has revoked Bank of New York Mellon's permission to
operate a local representative office after the bank, acting as a
trustee of some Argentine bonds, refused to transfer interest
payments owed to bondholders last month due to a U.S. court order.

According to the report, citing a statement, the central bank
justified its decision to revoke BNY Mellon's authorization to
operate a representative office because the U.S.-based bank hadn't
provided credit and other financial services to Argentine
residents since the end of 2012.  Argentine President Cristina
Kirchner's government is already seeking to remove BNY Mellon as
the trustee of its bonds governed by U.S. and U.K. law through a
bill submitted to Congress, the report related.



                             *********

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
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The TCR subscription rate is $975 for 6 months delivered via
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are $25 each.  For subscription information, contact Peter A.
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