TCR_Public/140908.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, September 8, 2014, Vol. 18, No. 250

                            Headlines

22ND CENTURY: Joins Tobacco Master Settlement Agreement
5610 IMPERIAL: Case Summary & Largest Unsecured Creditor
AEROVISION HOLDINGS: Has Until Oct. 17 to Decide on Leases
AMERICAN ENERGY WOODFORD: Moody's Assigns B3 Corp. Family Rating
AMERICAN ENERGY WOODFORD: S&P Assigns 'B-' Corp. Credit Rating

AMSTED INDUSTRIES: Moody's Rates $600MM Sr. Unsecured Notes Ba3
AMSTED INDUSTRIES: S&P Rates Proposed $250MM Unsec. Notes 'BB'
ANTERO RESOURCES: Moody's Rates New $400MM Add-on Notes 'B1'
ANTERO RESOURCES: S&P Raises CCR to 'BB' on Production Increase
ARRAYIT CORP: Incurs $446K Net Loss in Second Quarter

AS SEEN ON TV: Extends Warrants Expiration to Sept. 30
AS SEEN ON TV: Has Defaulted on Two Notes
ASPEN GROUP: Obtains $3.7 Million From Securities Sale
ATP OIL: Trustee Sues Insurer For Deepwater Horizon Defense
AZIZ CONVENIENCE: Commences Adversary Case to Stop Foreclosure

AZIZ CONVENIENCE: Interim Cash Collateral Hearing on Sept. 17
AZIZ CONVENIENCE: Wants to Stop Foreclosure on Hidalgo Property
BEAZER HOMES: Fitch Affirms 'B-' Issuer Default Rating
BEST BUY: Fitch Hikes Issuer Default Rating to BB; Outlook Stable
BIJAN NAVABIAN: Melville Brokers Sale of Life Insurance Policy

CAESARS ENTERTAINMENT: Bank Debt Due March 2017 Trades at 4% Off
CAESARS ENTERTAINMENT: September 2020 Bank Debt Trades at 3% Off
CALIFORNIA RESOURCES: Moody's Assigns Ba1 Corporate Family Rating
CANNABIS SCIENCE: Incurs $1.56-Mil. Net Loss in June 30 Quarter
CASH STORE: Default Status Report Per National Policy 12-203

CEQUEL COMMUNICATIONS: Moody's Keeps B1 CFR, Rates New Bonds B3
CEQUEL COMMUNICATIONS: S&P Raises Secured Bank Debt Rating to 'BB'
CHINA BAK: Net Working Capital Deficiency at $31.6MM at June 30
CHIQUITA BRANDS: ISS Recommends Vote Against Inversion Plan
CLEVELAND IMAGING: Voluntary Chapter 11 Case Summary

CLUBCORP CLUB: S&P Affirms 'B+' Corp. Credit Rating
CONSOLIDATED COMMUNICATIONS: Moody's Rates $200MM Sr. Notes 'B3'
CONSOLIDATED COMMUNICATIONS: S&P Rates New $200MM Unsec. Notes B-
CONSTAR INT'L: Creditors Eyeing Dechert's Role in Ch. 11
COPYTELE INC: Changes Name to Itus Corp. to Reflect New Business

COPYTELE INC: Cancels License Pact with Videocon
COPYTELE INC: Court Rules in Loyalty Conversion Systems Cases
COYOTE MOON: Bankruptcy Court Dismisses Chapter 11 Case
CRS HOLDING: Section 341(a) Meeting Scheduled for Oct. 15
CRS HOLDING: Has Interim Approval of $750,000 DIP Loan

CRS HOLDING: DOJ Watchdog Seeks Appointment of Ch. 11 Trustee
CRS HOLDING: Secured Creditor Seeks Dismissal of Ch. 11 Cases
CRS HOLDING: Has Authority to Reject Weston Lease
CRUMBS BAKE SHOPS: Completes $7MM Sale; Shareholders Get Nothing
CWGS ENTERPRISES: S&P Raises CCR to 'B+' on Lower Leverage

DETROIT, MI: Judge Challenges Plan Opponents in Day 2 of Trial
DETROIT, MI: S&P Lowers Rating on 5 CUSIPs Revenue Bonds to 'D'
DEWEY & LEBOEUF: Trustee Seeks $84K in Two Clawback Suits
DIALOGIC INC: Approves $770,000 Retention Bonuses for Executives
DICKINSON COUNTY: Fitch Lowers Rating on $21.455MM Bonds to 'B'

EDUCATION MANAGEMENT: Finalizes Restructuring Support Agreement
EDUCATION MANAGEMENT: S&P Lowers CCR to 'CC'; Outlook Negative
ENDEAVOUR INT'L: Talisman Ceases to Hold 5% Equity Stake
ENDEAVOUR INT'L: Moody's Lowers Corp. Family Rating to 'Ca'
ENDEAVOUR INT'L: Fails to Pay $33.5-Mil. Interest Due Sept. 2

ENDICOTT INTERCONNECT: Plan Solicitation Deadline Moved to Dec. 14
ENERGY FUTURE: Bondholders Seek Answers on NextEra's Bid
EOS PETRO: Has $12.7-Mil. Net Loss for June 30 Quarter
EQUITABLE OF IOWA: Fitch Affirms 'BB' Preferred Stock Rating
EURAMAX INTERNATIONAL: Okays Performance Incentives for Employees

FAIRMONT GENERAL: Sept. 19 Closing of Sale to Alecto Set
FBOP CORPORATION: Banks Say They're Entitled to Tax Interest
FRONTIER COMMUNICATIONS: Fitch Rates New $1.5BB Note Offering 'BB'
GARLOCK SEALING: Coltec Wants an Independent Fee Examiner
GENERAL MOTORS: Canadian Class Action Trial to Begin Tomorrow

GIGGLES N HUGS: Posts $477K Net Loss in Q2 Ended June 29
GLOBAL ARENA: Reports $397K Net Loss in Q2 Ended June 30
GENERAL STEEL: Files Amendment to 2013 FY Report
GENERAL STEEL: Amends March 31 Quarter Report
GLOBAL COMPUTER: Files Bare-Bones Chapter 11 Petition

GLOBAL COMPUTER: Case Summary & 16 Largest Unsecured Creditors
GLOBAL DIGITAL: Posts $3.39-Mil. Net Loss for Q2 Ended June 30
GM FINANCIAL: Moody's Hikes Corp. Family Rating to 'Ba1'
GOLDEN LAND: Section 341(a) Meeting Adjourned to Wednesday
GRANDPARENTS.COM INC: Amends March 31 Quarter Report

GRANDPARENTS.COM INC: Reports $3.14-Mil. Loss in June 30 Quarter
GROWLIFE INC: Incurs $19.2-Mil. Net Income for June 30 Quarter
HEALTHSOUTH CORP: Moody's Rates New $175MM Sr. Unsec. Notes 'Ba3'
HEALTHSOUTH CORP: S&P Retains 'BB-' CCR Over $175MM Notes Add-On
HELIA TEC: Court Denies Bid to Amend Order on Case Conversion

ICTS INTERNATIONAL: Igal Tabori Reports 15% Equity Stake
IDEARC INC: Was Solvent During 2006 Spinoff, 5th Circuit Says
IN PLAY MEMBERSHIP: Court Approves Stipulation With Meadow Ranch
IN PLAY MEMBERSHIP: Fourth Amended Reorganization Plan Confirmed
IN PLAY MEMBERSHIP: Mile High's Plan Objection Deemed Withdrawn

INTELLIGENT LIVING: Posts $2.02-Mil. Income in June 30 Quarter
IVANHOE ENERGY: Regains NASDAQ-Listing Compliance
J FAW: North Carolina Appeals Court Rules in Century Fire Dispute
JAMES RIVER COAL: Completes Sale of Mining Assets to Blackhawk
JAMES RIVER COAL: Murphy Named to Board; CEO Socha Steps Down

JEH COMPANY: Amended Chapter 11 Plan Declared Effective in July
KEMET CORP: Unit Amends Option Agreement With NEC Corp.
KOGETO INC: Reports $308K Net Loss for Second Quarter
KEYUAN PETROCHEMICALS: Has $1.02-Mil. Loss in June 30 Quarter
KORLEY B. SEARS: Court Grants Summary Judgment to Trust et al.

LATITUDE 360: Reports $2.39-Mil. Net Loss in Second Quarter
LDR INDUSTRIES: Files for Bankruptcy in Chicago
LE-NATURE INC: Trustee Cuts Another Deal Over Negligence Claims
LINN ENERGY: Moody's Rates New $1BB Senior Unsecured Notes 'B1'
LINN ENERGY: S&P Lowers Rating on Sr. Unsecured Debt to 'B'

LOVE CULTURE: Files Schedules of Assets and Liabilities
MACKEYSER HOLDINGS: 3-Member Creditors Committee Formed
MASON COPPELL: Creditors Committee Submits Plan of Liquidation
MADISON BENTLEY: Trustee Can Bring Alter Ego, Veil-Piercing Claims
MATAGORDA ISLAND GAS: Seeks Chapter 11 Protection

MERCATOR MINERALS: Announces Resignation of Directors & Officers
MF GLOBAL: PwC Stuck With $1B Euro Debt Malpractice Suit
MF GLOBAL: Judge Allows Corzine, Others to Tap Insurance
MICHIGAN FINANCE: Fitch Assigns 'BB+' Rating on $80.2MM Bonds
MINERAL PARK: Meeting to Form Creditors Committee Tomorrow

MOLYCORP INC: S&P Puts 'CCC' CCR on CreditWatch Positive
MONTREAL MAINE: Plan Moratorium Period Extended to Sept. 30
NAVISTAR INTERNATIONAL: Net Loss Down to $2 Million in Q3
NEPHROS INC: Obtains $1.7 Million in Bridge Financing
NEW ENGLAND COMPOUNDING: Ex-Supervising Pharmacist Arrested

NORTHERN TIER: S&P Assigns 'B+' CCR; Outlook Stable
NORTHWOOD PROPERTIES: Ch.7 Trustee's Suit Against Owner Tossed
OHCMC-OSWEGO: Creditor Schoppe Design Accepts Chapter 11 Plan
OHCMC-OSWEGO: Exclusive Plan Filing Period Extended to Sept. 30
OVERSEAS SHIPHOLDING: Appoints Geoff Carpenter as VP & Treasurer

PIEDMONT CENTER: To Sell Properties to America's Realty for $8.3MM
PRAXSYN CORP: Incurs $780K Net Loss in Q2 Ended June 30
PROSPECT PARK: Seeks Extension of Exclusive Solicitation Period
PUERTO RICO ELECTRIC: AlixPartners to Lead Restructuring
REVEL AC: Night Club Owners Sue to Stay Open

RGIS HOLDINGS: S&P Lowers CCR to 'B' on Weaker Performance
RUE21 INC: Bank Debt Trades at 12% Off
S.B. RESTAURANT: Has Until Nov. 14 to File Plan, Disclosures
S.B. RESTAURANT: Court Approved Sale of Assets to CM7 Capital
SA-ST. PETERSBURG: Seeks Chapter 11 Protection

SEAFIELD RESOURCES: Unit Files for Reorganization in Colombia
SHELBOURNE NORTH WATER: Disclosure Statement Tentatively OK'd
SOUTH & HEADLEY: Case Summary & 20 Largest Unsecured Creditors
STEEL DYNAMICS: Moody's Rates $1-Bil. Sr. Unsecured Notes 'Ba2'
STEEL DYNAMICS: S&P Affirms 'BB+' CCR & Rates $1BB Notes 'BB+'

SYNOVUS FINANCIAL: Moody's Puts 'B1' Sr. Debt Rating on Review
TEINE ENERGY: S&P Assigns 'B' CCR; Outlook Stable
TEJANO CENTER: S&P Affirms B+ Rating on $24.45MM 2009A Rev. Bonds
TEMPLAR ENERGY: S&P Rates New $550MM 2nd Lien Term Loan 'B-'
TMT GROUP: 5th Cir. Says Vantage Shares Not Property of Debtors

TMT USA: Proposes Application of Excess Proceeds in Sold Vessels
TMT USA: Su Responds to Motion to Clarify Matters in Lawsuits
TMT USA: Faces Lawsuit Over Patented Technology Used in Vessel
TODD-SOUNDELUX: Obtains Approval to Sell Assets
TPC GROUP: Moody's Affirms B2 Corp. Family Rating; Outlook Neg.

TRANS ENERGY: Settles Claims Over Clean Water Act Violations
TRIBECA MARKET: 40% Reduction of Pick & Zabicki's Fees Affirmed
TRM HOLDINGS: S&P Cuts CCR to 'CCC+' on Declining Profitability
TRULAND GROUP: Auctions Begin for Trucks, Trailers and Vans
UNIVERSAL COOPERATIVES: Gets Approval to Implement Incentive Plan

U.S. DRY CLEANING: Has Debt-to-Equity Exchange Offer
USEC INC: Court Confirms Chapter 11 Plan
VALLEJO, CA: Quake Marks First Major Test for City After Ch. 9
VARIANT HOLDING: Meeting to Form Creditors' Panel Set for Sept. 17
VAUGHAN COMPANY: Defendants' Response Deadline Extended to October

VICTORY ENERGY: To Participate in Upcoming Investor Conferences
WHEATLAND MARKETPLACE: Cash Collateral Hearing Set for Sept. 30
WHEATLAND MARKETPLACE: Seeks to Dismiss Chapter 11 Case
WHEATLAND MARKETPLACE: Has Until Sept. 30 to File Chapter 11 Plan
WIRELESS RONIN: Posts $989K Net Loss for June 30 Quarter

* 2nd Circ. Says No Bias in Fuel Cell Fraudster's Trial
* Atty Can't Discharge Stolen Client Funds in Bankruptcy
* Automatic Stay Arises When Involuntary Petition Filed
* Bid to Sell NYC Rent-Stabilized Lease in Ch. 7 Raises Alarm
* Criminal Fugitive Allowed to Appeal Civil Judgment

* Fitch Publishes Report on Pension Liabilities in Bankruptcy
* IMF Considers Rules for Bondholders to Share Restructuring Cost

* Federal Sale of Troubled Mortgages Draws Criticism
* SEC Wants More Detail on Loans-Backing Securities

* BOND PRICING: For the Week From September 1 to 5, 2014


                             *********


22ND CENTURY: Joins Tobacco Master Settlement Agreement
-------------------------------------------------------
22nd Century Group, Inc., disclosed that it has become a member of
the U.S. tobacco Master Settlement Agreement through the
acquisition of NASCO Products, LLC, a federally licensed tobacco
product manufacturer and participating member of the MSA since
2005.

22nd Century Group, NASCO Products, and the Settling States of the
MSA have executed an Amended Adherence Agreement under which 22nd
Century Group and its subsidiaries have agreed to comply with the
MSA and other requirements regarding the Company's manufacturing
and marketing of tobacco products.

The MSA is an agreement among 46 U.S. states, the District of
Columbia, 5 U.S. territories and certain participating tobacco
product manufacturers, which became effective in November 1998 and
is administered by the National Association of Attorneys General.
In brief, participating manufacturers of the MSA have agreed to
various restrictions on tobacco product marketing and to
contribute funds in perpetuity to the Settling States based on
unit sales of cigarettes.

In exchange for these settlement payments and marketing
restrictions, the Settling States agreed to release and discharge
certain past, present and future legal claims against the
participating manufacturers of the MSA such as claims that relate
to the use of or exposure to tobacco products manufactured in the
ordinary course of business, including without limitation any
future claims for reimbursement of health care costs allegedly
associated with the use of or exposure to tobacco products.

Now that 22nd Century's super-premium priced brands, RED SUN(R)
and MAGIC(R), are MSA brands, the Company will ramp up production
of its products within the next 30 days and will launch sales and
distribution efforts across the United States.  Since the
introduction of 22nd Century's brands in early 2011, sales have
been intentionally curtailed by the Company in order to limit the
complexity and costs associated with becoming a signatory of the
MSA.

Joseph Pandolfino, founder and CEO of 22nd Century Group, stated,
"We are very pleased to have been approved by the Settling States
as a participating manufacturer of the MSA so that we can now sell
our brands under the MSA, which will assist in producing
sustainable revenue for the Company.  Management greatly
appreciates our shareholders' patience during this lengthy, but
now concluded process."

The MSA and other state laws and regulations have made it
extremely burdensome for non-participating manufacturers (to the
MSA) to operate.  Further, there has not been a new participating
manufacturer approved under the MSA since 2007.  Approximately 97%
of cigarette unit sales in the U.S. are subject to the MSA.  The
Settling States have been paid more than $90 billion in MSA
payments since the inception of the settlement agreement in 1998.
22nd Century will pay approximately $17,000 this week to the MSA
in a settlement payment for sales of its commercial brands before
22nd Century became an MSA signatory.

                          About 22nd Century

Clarence, New York-based 22nd Century Group, Inc., through its
wholly-owned subsidiary, 22nd Century Ltd, is a plant
biotechnology company using technology that allows for the level
of nicotine and other nicotinic alkaloids (e.g., nornicotine,
anatabine and anabasine) in tobacco plants to be decreased or
increased through genetic engineering and plant breeding.

22nd Century reported a net loss of $26.15 million in 2013, a net
loss of $6.73 million in 2012 and a net loss of $1.34 million in
2011.  As of June 30, 2014, the Company had $11.24 million in
total assets, $2.11 million in total liabilities, and $9.12
million in total shareholders' equity.


5610 IMPERIAL: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------
Debtor: 5610 Imperial Highway, LLC
        5610 Imperial Highway
        South Gate, CA 90280

Case No.: 14-26976

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: September 4, 2014

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Debtor's Counsel: Benjamin Nachimson, Esq.
                  WOOLF GAFNI & FOWLER, LLP
                  10850 Wilshire Blvd Ste 510
                  Los Angeles, CA 90024
                  Tel: 310-474-8776
                  Fax: 310-919-3037
                  Email: ben.nachimson@wgfllp.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jeffrey Meisel, managing member.

The Debtor listed Tuition Finance Corporation as its largest
unsecured creditor holding a claim of $300,000.

A copy of the petition is available for free at:

             http://bankrupt.com/misc/cacb14-26976.pdf


AEROVISION HOLDINGS: Has Until Oct. 17 to Decide on Leases
----------------------------------------------------------
The Hon. Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida extended until Oct. 17, 2014, the
time within which Aerovision Holdings 1 Corp. must assume or
reject executory contracts and unexpired leases of non-residential
real property.

As reported in the Troubled Company Reporter on Aug. 21, 2014,
the Debtor explained that it needs additional time to determine
whether to assume or reject contracts and leases due to a complex
resolution discussions and negotiations with contested creditors.

The Debtor said it is in negotiations with a group of contested
creditors namely Tiger Aircraft Corp, Logix Global, Inc. and
Aerovision, LLC.  The results of the negotiations will be
important to the direction of the Disclosure Statement and Plan in
the case.

The Debtor added it is still addressing case issues and needs
additional time to further negotiate with the Debtor's creditors,
towards a resolution of case issues and a possible consensual
Plan.

                    About Aerovision Holdings

Aerovision Holdings 1 Corp. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-24624) on June 21, 2013, in its home-town in
West Palm Beach, Florida.  Mark Daniels signed the petition as
president.  The Debtor estimated assets in excess of $10 million
and liabilities of $1 million to $10 million.  Craig I. Kelley,
Esq., at Kelley & Fulton, PL, serves as the Debtor's counsel.


AMERICAN ENERGY WOODFORD: Moody's Assigns B3 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned first time ratings to American
Energy - Woodford, LLC (AEW) including a B3 Corporate Family
Rating (CFR), a B3-PD Probability of Default Rating, and a Caa1
rating to its proposed $325 million senior notes due 2022. Moody's
also assigned a SGL-3 Speculative Grade Liquidity Rating to AEW.
The proceeds from the proposed notes will be used to repay
revolver drawings, to fund future acquisition and drilling
capital, and to potentially return approximately $100 million of
capital to the Sponsor. The rating outlook is stable.

"American Energy - Woodford has accumulated a compelling acreage
position in Oklahoma's Central Northern Oklahoma Woodford (CNOW)
play providing potentially strong production and reserve growth,"
commented Amol Joshi, Moody's Vice President. "Nonetheless, the
company's largely undeveloped reserve base, relatively complex
geological formations and execution risk restrains its rating
until the company successfully implements its development drilling
plan."

Assignments:

Corporate Family Rating of B3

Probability of Default Rating of B3-PD

Senior Unsecured Notes due 2022, Rated Caa1 (LGD 4)

Speculative Grade Liquidity rating of SGL-3

Outlook is stable

Ratings Rationale

The B3 CFR reflects AEW's small scale, early-stage operations,
largely undeveloped reserve base, liquids-focused production
concentrated in the CNOW play, and the inherent execution risk in
implementing its drilling plan that will result in an outspending
of cash flow through 2016. The rating is supported by the
management team's strong track record and the substantial drilling
inventory which provides visible production and cash flow growth
potential with the application of horizontal drilling and
completion techniques, to support deleveraging on a proved
developed (PD) reserve and average daily production basis. The
rating is restrained by the relatively complex geological
composition of the play, and the need for specific attention to
each location in order to optimize drilling results. The two
primary targets are the Mississippi Lime, which is a carbonate
reservoir, and the Woodford Shale, which is a less consistent and
relatively thinner shale formation (average 50 foot of net pay)
compared to the more prolific well known shale plays. Hence, more
preparation is needed for development and results can be less
predictable. AEW plans to shoot additional 3D seismic across the
acreage.

The company has a senior secured revolving credit facility and
will have senior unsecured notes upon the closing of this notes
issuance. The revolving credit facility is secured by a first
priority claim on substantially all of the company's assets. The
Caa1 senior unsecured note rating reflects the size of the
revolver's potential priority claim relative to the senior
unsecured notes, which results in the notes being rated one notch
beneath the B3 CFR under Moody's Loss Given Default (LGD)
Methodology.

The SGL-3 Speculative Grade Liquidity Rating is based on Moody's
expectation that pro forma for the transaction, AEW will have
adequate liquidity through 2015. In conjunction with the senior
notes issuance, the borrowing base of AEW's revolving credit
facility will be reduced to $135 million, all of which is expected
to be undrawn at closing. These funds will primarily be used for
capital expenditures, including development drilling and seismic
activity related to its substantial acreage position. This
revolver and the company's undrawn equity commitments serve as the
company's primary form of liquidity. Financial covenants under the
facility are Debt / EBITDAX of no more than 4.0x, EBITDAX /
Interest of no less than 3.0x and a current ratio of at least
1.0x. Moody's expect AEW to remain in compliance with these
covenants based on current capital spending plans.

AEW's outlook is stable reflecting the company's expected
production and reserve growth and its experienced management team.

The primary catalyst for an upgrade will be successful execution
of the drilling and development program leading to significantly
higher production and proved developed reserves. If production
growth is achieved to exceed 15,000 BOE per day, while debt to
average daily production falls below $40,000 per BOE on a
sustained basis, the ratings could be upgraded. A ratings
downgrade could be considered if liquidity weakens falling below
$50 million or the company fails to meet its production targets
and deleveraging is subsequently slower than anticipated, leading
to debt to average daily production sustained above $60,000 BOE.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

American Energy - Woodford, LLC is an independent exploration &
production company headquartered in Oklahoma City, Oklahoma.


AMERICAN ENERGY WOODFORD: S&P Assigns 'B-' Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' corporate
credit rating to Oklahoma City-based American Energy - Woodford
LLC.  The rating outlook is stable.

S&P also assigned its 'CCC' issue-level rating (two notches below
the corporate credit rating) to the company's proposed $325
million senior unsecured notes maturing 2022.  The '6' recovery
rating indicates S&P's expectation of negligible (0% to 10%)
recovery in the event of a payment default.

"The stable rating outlook reflects our expectation that AEW's
operating cash flow and availability under its RBL facility will
be sufficient to fund planned capital spending over the next year
and that the company will be successful in significantly expanding
its production and reserves from initial levels," said Standard &
Poor's credit analyst Scott Sprinzen.

S&P would reassess its view of AEW's business risk profile if the
company were able to increase its proved reserve base, proved
developed percentage, and daily production rate to levels more in
line with the 'B' rated peer group averages: average and median of
'B' rated peers of 132 million boe and 118 million boe,
respectively, of proved reserves and average and median of B rated
peers of 26 thousand boe per day and 20 thousand boe per day,
respectively, of daily production.

The ratings would be jeopardized if the company did not maintain
adequate liquidity, with credit availability and operating cash
flow more than sufficient to support development-related capital
spending at least at maintenance levels.


AMSTED INDUSTRIES: Moody's Rates $600MM Sr. Unsecured Notes Ba3
---------------------------------------------------------------
Moody's Investors Service has affirmed the Ba2 Corporate Family
Rating ("CFR") of Amsted Industries Incorporated and the Ba3
rating of Amsted's $600 million senior unsecured notes due 2022.
At the same time, Moody's has assigned a Ba3 rating to the new
$250 million senior unsecured notes due 2024 that the company
plans to issue. The ratings outlook is stable. The ratings
consider the favorable prospects for Amsted's Rail Products and
Vehicular Products segments, its strong cash flow and limited
leverage, balanced against rapidly increasing share repurchase
obligations under its Employees' Stock Ownership Plan ("ESOP").

Ratings Rationale

The affirmation of the Ba2 CFR of Amsted reflects Moody's
assessment that while the company's share repurchase obligations
under its ESOP have increased more rapidly than previously
anticipated, its strong balance sheet and cash flow generation
will help to sustain the company's ability to fund the increased
ESOP redemptions. Amsted's share price, determined by an
independent valuation company, increased 32.1% since January 5,
2014, the last available share price prior to the refinancing that
Amsted completed in March 2014. As a result, Amsted's ESOP
redemptions are expected to be close to $500 million in fiscal
2014 but could exceed that level significantly in 2015 and 2016 if
Amsted's share price were to continue its strong growth
trajectory. At the same time, however, Moody's expects that Amsted
will be able to fund the increasing ESOP obligations through (i)
free cash flow that is expected to increase towards $400 million
per annum, (ii) an available cash balance of circa $650 million
pro forma for the net proceeds of the new notes and, possibly,
(iii) external sources of funding, which could include accessing
the company's $400 million revolving credit facility or using its
$175 million trade receivables facility.

The expected increase in free cash flow stems from a favorable
demand environment for Amsted's rail car components as well as for
components that Amsted manufactures for heavy duty trucks and
light vehicles. Moody's anticipates robust demand for Amsted's
products to persist over the next 18 to 24 months as increasing
carloads in the North American rail transportation sector and
proposed regulatory standards for tank cars heighten the need for
additional freight cars. Free cash flow will also increase as a
result of an expected decrease in costs associated with the
company's Stock Appreciation Rights Plan, as the intrinsic value
of these rights is likely to decrease with fewer rights
outstanding and a higher weighted average grant price.

The Ba3 ratings for Amsted's existing $600 million senior
unsecured notes due 2022 and the new $250 million senior unsecured
notes due 2024 are one notch below the CFR of Ba2. This is due to
a substantial amount of higher priority senior secured debt
obligations represented by the $400 million revolving credit
facility and the $97.5 million senior secured term loan in the
company's Loss Given Default ("LGD") analysis.

The stable ratings outlook reflects Moody's expectation of near-
term strengthening of end-market demand for rail freight cars as
well as heavy duty trucks. In addition, Debt to EBITDA is expected
to be at around 2.0 times, despite the increase in ESOP
redemptions.

As leverage remains strong relative to the Ba2 rating, leverage is
not a key driver of a higher rating consideration. Instead, a
better balance between Amsted's ESOP repurchase obligations and
the company's free cash flow generation would be a key factor for
a potential upgrade.

Ratings could be lowered if ESOP obligations rise to a level that
results in a significant increase in debt or draw on the company's
liquidity sources, particularly at a time when business conditions
were to deteriorate unexpectedly. Debt to EBITDA of over 3.0 times
or Retained Cash Flow to Debt of less than 30% could also warrant
a lower rating consideration.

Affirmations:

Issuer: Amsted Industries Incorporated

Corporate Family Rating, Affirmed Ba2

Probability of Default Rating, Affirmed Ba2-PD

Senior Unsecured Regular Bond/Debenture, Affirmed Ba3, LGD4

Assignments:

Issuer: Amsted Industries Incorporated

Senior Unsecured Regular Bond/Debenture, Assigned Ba3, LGD4

Outlook Actions:

Issuer: Amsted Industries Incorporated

Outlook, Remains Stable

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.

Amsted Industries Incorporated, headquartered in Chicago,
Illinois, is a diversified manufacturer of highly engineered
components used in the railroad, vehicular, construction and
industrial sectors. The company is 100% owned by its Employees'
Stock Ownership Plan.


AMSTED INDUSTRIES: S&P Rates Proposed $250MM Unsec. Notes 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue rating
to Chicago, Ill.-based engineered industrial components
manufacturer Amsted Industries Inc.'s proposed $250 million senior
unsecured notes.  The '4' recovery rating indicates S&P's
expectation for an average recovery (30%-50%) in the event of a
default.  Amsted intends to use the proceeds from the notes for
general corporate purposes, including share redemptions under the
Employees' Stock Ownership Plan (ESOP).

The 'BB' corporate credit rating and stable rating outlook on
Amsted remain unchanged.  S&P assess the company's business risk
as "fair," primarily reflecting its strong technical capabilities
and long-standing customer relationships, which should allow it to
maintain its good market position.  However, Amsted operates in
cyclical railcar and vehicular products end markets, where demand
can be highly volatile.

S&P expects the company to maintain good operating performance
during the next 12-18 months, reflecting favorable demand
conditions for railcars and heavy duty trucks.  Pro forma for the
debt issuance, S&P expects leverage of about 2x and funds from
operations (FFO) to debt of about 40% at year-end 2014.  S&P
believes leverage could increase gradually as the company uses
cash on the balance sheet for share repurchases, but S&P do not
expect debt to EBITDA and FFO to debt to exceed 3x and 30%,
respectively, over the next 12-18 months.  S&P assess Amsted's
financial risk profile as "significant" and expect the company to
maintain "adequate" liquidity.

RATINGS LIST

Amsted Industries Inc.
Corporate Credit Rating                BB/Stable/--

Ratings List
$250 million senior unsecured notes    BB
  Recovery Rating                       4


ANTERO RESOURCES: Moody's Rates New $400MM Add-on Notes 'B1'
------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Antero Resources
Corporation's (Antero) proposed $400 million add-on to its senior
unsecured notes due 2022. Net proceeds from the notes will be used
initially to repay a portion of the borrowings under the company's
senior secured revolving credit facility, but ultimately to fund
its aggressive investment program in the Marcellus and Utica
unconventional shale plays. The rating outlook is stable.

"This transaction enhances Antero's liquidity by terming out
revolver borrowings," stated Stuart Miller, Moody's Vice President
-- Senior Credit Officer. "But the company's significant out-
spending of cash flow and high degree of reliance on the capital
markets to finance its business plan remain important rating
considerations. The ability to monetize its midstream investments
later this year has become an important factor to enable Antero to
keep leverage at acceptable levels for its current rating."

Ratings Rationale

The B1 rating on Antero's senior unsecured notes is one notch
lower than the Ba3 Corporate Family Rating (CFR) reflecting the
prior claim of the senior secured revolving credit lenders. Net
proceeds from the $400 million add-on note offering will be used
to repay a portion of the $2.5 billion revolving credit that had
$1.2 billion outstanding as of June 30, 2014. The size of the
revolving credit's senior secured claims relative to the total
amount of the company's unsecured notes results in the unsecured
notes being notched below the Ba3 CFR under Moody's Loss Given
Default Methodology.

Antero's Ba3 CFR reflects its scale and ability to grow production
and reserves. Average daily production in the second quarter of
2014 was 148,400 barrels of oil equivalent (Boe), up sharply from
2013's average of 87,000 Boe per day. Roughly 85% of the company's
production is natural gas contributing to weak net cash margins.
To drive future growth in its core properties in the Marcellus and
Utica Shale plays, the company recently raised its 2014 capital
budget by $850 million to $3.7 billion. Moody's believes this
increase could result in negative free cash flow of about $3
billion over the next 18 months. The prospect for this level of
negative free cash flow, along with the natural gas-weighted
production profile, restrains Antero's rating.

The SGL-3 Speculative Grade Liquidity Rating reflects adequate
liquidity. Pro forma for the $400 million add-on offering, Antero
will have access to about $1.1 billion under its bank revolving
credit facility after considering issued letters of credit. With
the projected outspend of approximately $3 billion over the next
12-18 months, the company is highly reliant on its revolving
credit facility and additional sources of capital. The revolving
credit facility matures in May 2019. It requires that Antero
maintain a minimum current ratio of 1.0x and a minimum interest
coverage ratio of 2.5x. Moody's expect Antero to remain in
compliance with these covenant ratios. The company's $2.5 billion
revolving credit has a borrowing base of $3 billion, implying
there is additional liquidity availablity. Antero's plan for an
IPO of its midstream business through the formation of a master
limited partnership (MLP) provides another funding option to help
finance a portion of the projected negative free cash flow.

The stable outlook reflects our expectation that while Antero's
debt balance increases, reserve additions and increased production
will keep pace with the increase in borrowings. Leverage at the
end of the second quarter of 2014 increased to levels targeted for
consideration for a downgrade. Debt to average daily production
totaled $27,000 per Boe and debt to proved developed reserves was
$10 per Boe. However, with the successful completion of the
midstream MLP, the company should be able to bring leverage back
down to around $22,000 and $8, respectively, assuming $500 to $750
million in equity proceeds gets applied to revolver outstandings.
An upgrade could be considered if debt to average daily production
is sustained below $20,000 per Boe and debt to proved developed
reserves is sustained below $8.00 per Boe. An upgrade would also
be contingent on Antero achieving and maintaining unleveraged cash
margins greater than $25. per Boe and retained cash flow to debt
over 40%. Conversely, a downgrade is possible if debt to average
daily production exceeds $27,000 per Boe and debt to proved
developed reserves exceeds $10.5 per Boe, both on a sustained
basis.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the US, Canada,
and EMEA published in June 2009.

Antero Resources Corp. is headquartered in Denver, Colorado and is
engaged in the exploration and production of oil, natural gas
liquids and natural gas.


ANTERO RESOURCES: S&P Raises CCR to 'BB' on Production Increase
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Denver-based Antero Resources Corp. to 'BB' from 'BB-'.
The outlook is stable.

At the same time, S&P raised its senior unsecured rating on the
company to 'BB' from 'BB-'.  The recovery rating remains '4',
indicating S&P's expectation of average (30% to 50%) recovery in
the event of a payment default.

"The stable outlook reflects our expectation that the company will
continue to increase production and reserves while maintaining FFO
to debt of greater than 25%," said Standard & Poor's credit
analyst Stephen Scovotti.

S&P could lower the ratings if Antero's cash flow expectation
weakened below its current expectations, such that FFO to debt
fell below 20% with no near-term remedy.  Given S&P's current
forecast for Antero, it considers such a decline unlikely in the
near term.  A lower rating could also be considered if a more
aggressive financial policy was pursued that resulted in a
deterioration in credit measures.

S&P could raise the ratings due to its assessment of an
improvement in the company's financial profile.  An improvement in
the financial profile would include maintaining FFO to debt of
greater than 45% and narrowing the amount that the company
outspends its cash flows by.


ARRAYIT CORP: Incurs $446K Net Loss in Second Quarter
-----------------------------------------------------
Arrayit Corporation filed its quarterly report on Form 10-Q,
disclosing a net loss of $446,000 on $1.95 million of total
revenues for the three months ended June 30, 2014, compared with a
net loss of $72,789 on $602,672 of total revenues for the same
period in 2013.

The Company's balance sheet at June 30, 2014, showed
$1.23 million in total assets, $6.94 million in total liabilities,
and a stockholders' deficit of $5.72 million.

The Company has large working capital deficits and accumulated
deficits.  At June 30, 2014, Arrayit had a working capital deficit
of $6.01 million, and an accumulated deficit of $25.11 million.
The Company currently devotes a significant amount of its
resources on developing clinical protein biomarker diagnostic
products and services, and it does not expect to generate
substantial revenue until certain diagnostic tests are cleared by
the United States Food and Drug Administration and commercialized.
Management believes that current available resources will not be
sufficient to fund the Company's planned expenditures, including
past due payroll tax payments, as well as estimated penalties and
interest, over the next 12 months.  The Company's ability to
continue to meet its obligations and to achieve its business
objectives is dependent upon, among other things, raising
additional capital or generating sufficient revenue in excess of
costs.  At such time as the Company requires additional funding,
the Company will seek to raise such additional funding from
various possible sources, including its parent company, the public
equity market, private financings, sales of assets, collaborative
arrangements and debt.  If the Company raises additional capital
through the issuance of equity securities or securities
convertible into equity, stockholders will experience dilution,
and such securities may have rights, preferences or privileges
senior to those of the holders of common stock or convertible
senior notes.  If the Company raises additional funds by issuing
debt, the Company may be subject to limitations on its operations,
through debt covenants or other restrictions.  If the Company
obtains additional funds through arrangements with collaborators
or strategic partners, the Company may be required to relinquish
its rights to certain technologies or products that it might
otherwise seek to retain.  There can be no assurance that the
Company will be able to raise additional funds, or raise them on
acceptable terms.  If the Company is unable to obtain financing on
acceptable terms, it may be unable to execute its business plan,
the Company could be required to delay or reduce the scope of its
operations, and the Company may not be able to pay off its
obligations, if and when they come due.  These factors create
substantial doubt about Arrayit's ability to continue as a going
concern.

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

                       http://is.gd/4YnJMI

                        About Arrayit Corp.

Arrayit Corporation develops, manufactures and markets next-
generation life science tools and integrated systems for the large
scale analysis of genetic variation, biological function and
diagnostics.  The Company provides a comprehensive line of
products and services that currently serve the sequencing,
genotyping, gene expression and protein analysis markets, and the
Company expects to enter the market for molecular diagnostics.

Arrayit was formed on the merger of Integrated Media Holdings,
Inc. with TeleChem International, Inc., and its major
shareholders, Endavo Media and Communications, Inc., and TCI
Acquisition Corp. in February 2008.


AS SEEN ON TV: Extends Warrants Expiration to Sept. 30
------------------------------------------------------
As Seen On TV, Inc., extended by one month the expiration dates of
warrants to purchase up to an aggregate of 9,954,939 shares of
Common Stock with an exercise price of $0.64 per share.  As a
result of the extension, the expiration date of the Warrants has
been changed to Sept. 30, 2014, from Aug. 29, 2014.

The Warrants were originally issued by the Company on Aug. 29,
2011, to six purchasers of the Company's securities under a
Securities Purchase Agreement and a registered broker dealer that
acted as placement agent for the Offering.

                         About As Seen on TV

Clearwater, Fla.-based As Seen On TV, Inc., is a direct response
marketing company.  It identifies, develops, and markets consumer
products.

As reported by the TCR on Nov. 6, 2012, As Seen On TV entered into
an Agreement and Plan of Merger with eDiets Acquisition Company
("Merger Sub"), eDiets.com, Inc., and certain other individuals.
Pursuant to the Merger Agreement, Merger Sub will merge with and
into eDiets.com, and eDiets.com will continue as the surviving
corporation and a wholly-owned subsidiary of the Company.  The
Merger Agreement was completed on April 2, 2014.

The Company incurred a net loss of $9.32 million on $1.98 million
of revenues for the year ended March 31, 2014, as compared with
net income of $3.69 million on $9.40 million of revenues for the
year ended March 31, 2013.  The Company's balance sheet at
March 31, 2014, showed $5.78 million in total assets, $3.58
million in total liabilities and $2.20 million in total
stockholders' equity.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended March 31, 2014.  The independent auditors noted that
the Company's recurring losses from operations and negative cash
flows from operations raise substantial doubt about its ability to
continue as a going concern.

                         Bankruptcy Warning

The Company stated the following in the fiscal 2014 Annual Report,
"At March 31, 2014, we had a cash balance of $5,400, a working
capital deficit of approximately $2.9 million and an accumulated
deficit of approximately $22.9 million.  We have experienced
losses from operations since our inception, and we have relied on
a series of private placements and convertible debentures to fund
our operations.  The Company cannot predict how long it will
continue to incur losses or whether it will ever become
profitable."

Pursuant to a Senior Note Purchase Agreement dated as of April 3,
2014, by and among the Company, IBI, Infusion, eDiets.com, Inc.,
Tru Hair, Inc., TV Goods Holding Corporation, Ronco Funding LLC --
Credit Parties -- and MIG7 Infusion, LLC, the Credit Parties sold
to MIG7 a senior secured note having a principal amount of
$10,180,000 bearing interest at 14% and having a maturity date of
April 3, 2015.

The Company added, "We have undertaken, and will continue to
implement, various measures to address our financial condition,
including:

   * Significantly curtailing costs and consolidating operations,
     where feasible.

   * Seeking debt, equity and other forms of financing, including
     funding through strategic partnerships.

   * Reducing operations to conserve cash.

   * Deferring certain marketing activities.

  * Investigating and pursuing transactions with third parties,
    including strategic transactions and relationships.

There can be no assurance that we will be able to secure the
additional funding we need.  If our efforts to do so are
unsuccessful, we will be required to further reduce or eliminate
our operations and/or seek relief through a filing under the U.S.
Bankruptcy Code."


AS SEEN ON TV: Has Defaulted on Two Notes
-----------------------------------------
Lisa Allen, writing for The Deal, reported that direct marketer As
Seen On TV Inc., has a forbearance agreement with unnamed lenders
who agreed on March 7 to forbear for up to one year, as long as
the company complies with the terms of the agreement.  According
to the report, under the marketer's merger with Infusion Brands
International Inc., As Seen On TV agreed to assume all of
Infusion's debt, principally an $11 million senior secured
debenture due June 30, 2016, bearing interest at a rate that ramps
up to 12% over time from a starting point of 6%.  The other
sizable piece in the company's debt structure is a $10.18 million
senior secured note due April 3, 2015, with the option for a 180-
day extension, which bears interest at 14%, the Deal related.

                        About As Seen on TV

Clearwater, Fla.-based As Seen On TV, Inc., is a direct response
marketing company.  It identifies, develops, and markets consumer
products.

As reported by the TCR on Nov. 6, 2012, As Seen On TV entered into
an Agreement and Plan of Merger with eDiets Acquisition Company
("Merger Sub"), eDiets.com, Inc., and certain other individuals.
Pursuant to the Merger Agreement, Merger Sub will merge with and
into eDiets.com, and eDiets.com will continue as the surviving
corporation and a wholly-owned subsidiary of the Company.  The
Merger Agreement was completed on April 2, 2014.

The Company incurred a net loss of $9.32 million on $1.98 million
of revenues for the year ended March 31, 2014, as compared with
net income of $3.69 million on $9.40 million of revenues for the
year ended March 31, 2013.  The Company's balance sheet at
March 31, 2014, showed $5.78 million in total assets, $3.58
million in total liabilities and $2.20 million in total
stockholders' equity.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended March 31, 2014.  The independent auditors noted that
the Company's recurring losses from operations and negative cash
flows from operations raise substantial doubt about its ability to
continue as a going concern.

                         Bankruptcy Warning

The Company stated in the Fiscal 2014 Annual Report, "At March 31,
2014, we had a cash balance of $5,400, a working capital deficit
of approximately $2.9 million and an accumulated deficit of
approximately $22.9 million.  We have experienced losses from
operations since our inception, and we have relied on a series of
private placements and convertible debentures to fund our
operations.  The Company cannot predict how long it will continue
to incur losses or whether it will ever become profitable."

Pursuant to a Senior Note Purchase Agreement dated as of April 3,
2014, by and among the Company, IBI, Infusion, eDiets.com, Inc.,
Tru Hair, Inc., TV Goods Holding Corporation, Ronco Funding LLC --
Credit Parties -- and MIG7 Infusion, LLC, the Credit Parties sold
to MIG7 a senior secured note having a principal amount of
$10,180,000 bearing interest at 14% and having a maturity date of
April 3, 2015.

The Company added, "We have undertaken, and will continue to
implement, various measures to address our financial condition,
including:

   * Significantly curtailing costs and consolidating operations,
     where feasible.

   * Seeking debt, equity and other forms of financing, including
     funding through strategic partnerships.

   * Reducing operations to conserve cash.

   * Deferring certain marketing activities.

  * Investigating and pursuing transactions with third parties,
    including strategic transactions and relationships.

There can be no assurance that we will be able to secure the
additional funding we need.  If our efforts to do so are
unsuccessful, we will be required to further reduce or eliminate
our operations and/or seek relief through a filing under the U.S.
Bankruptcy Code."


ASPEN GROUP: Obtains $3.7 Million From Securities Sale
------------------------------------------------------
Aspen Group, Inc., raised $3,766,325 from the sale of 24,298,877
shares of common stock and 12,149,439 five-year warrants
exercisable at $0.19 per share in a private placement offering to
15 accredited investors.  This is in addition to the $1,631,500
raised in July 2014.

In connection with the offering, Aspen agreed to register the
shares of common stock and the shares of common stock underlying
the warrants.

On Sept. 4, 2014, Aspen used part of the proceeds to fully prepay
principal and interest owed under its outstanding debenture held
by Hillair Capital Investments L.P.  Aspen paid Hillair $2,310,000
after entering into an agreement whereby Hillair agreed to the
prepayment and agreed to limit the future sale of shares of common
stock upon exercise of its warrants or otherwise.  Aspen intends
to use the balance of the net proceeds for working capital,
development of curriculum on its academic learning system, and
expansion of sales and marketing.

                         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.


ATP OIL: Trustee Sues Insurer For Deepwater Horizon Defense
-----------------------------------------------------------
Law360 reported that the Chapter 7 Trustee for defunct ATP Oil &
Gas Corp. filed an adversary suit in Texas federal court against
Water Quality Insurance Syndicate, seeking defense and indemnity
for a suit launched by the United States against ATP after the
2010 Deepwater Horizon oil spill.  According to the report,
trustee Rodney Tow says that Water Quality is obligated to defend
ATP under a policy it issued to the Houston-based developer in
2011 but that the insurance company has refused to do so.

                        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.


AZIZ CONVENIENCE: Commences Adversary Case to Stop Foreclosure
--------------------------------------------------------------
Aziz Convenience Stores, L.L.C., commenced an adversary proceeding
against Greenwich Investors XLV Trust 2013-1 in the U.S.
Bankruptcy Court for the Southern District of Texas seeking
declaratory and injunctive relief.  The Court Clerk assigned Case
No. 14-70427 to the proceeding.  The Debtor seeks adjudication
that it has equitable title in the disputed real property and is
the owner of the Property.

Dagoberto G. Trevino, the founder, manager and president of the
Debtor, bought in his name the Property -- a parcel of
approximately 205.88 acres of land located in Hidalgo County.   He
is indebted to Greenwich under three promissory notes -- Real
Property Promissory Note in the principal amount of $2,004,580
dated August 1, 2000; Real Property Promissory Note in the
principal amount of $2,635,420 dated December 4, 2007; and
Promissory Note in the principal amount of $100,000 dated
January 23, 2009.

The Debtor is a guarantor on the Notes and the Debtor's funds have
been used to make payments on the Notes such that the Debtor has
an interest in the Property, the Debtor has argued.

The Notes matured on December 1, 2013.  As of May 20, 2014, the
collective amount due on the Notes was $3,746,365, including legal
fees and expenses.

Greenwich sought to foreclose on the Property, and the Debtor
asked the Court to stop it.  In response, Greenwich argued that it
and non-debtor Mr. Trevino have independent contractual
relationship which, on its own, is not sufficient to warrant the
Court imposing a stay of the foreclosure in this bankruptcy.

In this complaint, the Debtor claims ownership of the Property and
argues that it is entitled to lawful possession of the Property.

Matthew S. Okin, Esq., at Okin & Adams LLP, in Houston, Texas --
mokin@okinadams.com -- contends that the Defendants have
unlawfully infringed upon and dispossessed the Debtor of the
Property, and currently withhold from the Debtor possession of the
Property.  He notes that Greenwich claims to be owed nearly $3.8
million on the Notes; the Debtor, however, believes the Property
is worth in excess of $14 million.  He insists that the value of
the Property in excess of the debt to Greenwich can be used by the
Debtor in its reorganization.

                     About Aziz Convenience

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

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

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


AZIZ CONVENIENCE: Interim Cash Collateral Hearing on Sept. 17
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
approves the stipulation and third interim order authorizing Aziz
Convenience Stores, LLC's use of cash collateral and providing
adequate protection to PlainsCapital Bank.

The parties agree that PlainsCapital has first-priority liens in
the Debtor's assets to secure payment of about $27.5 million in
debt and obligations.

The parties further agree to approve the limited use of cash
collateral to pay these projected cash disbursements to vendors
from August 22 through September 17, 2014:

   (a) payroll up to $102,052; and

   (b) payment to Valero of up to $162,365 for purchases on
       August 9, 2014, and up to $211,621 for purchases on
       August 10, 2014.

As adequate protection for the use of cash collateral,
PlainsCapital is granted valid and automatically perfected first-
priority replacement liens and security interests in all of Aziz's
assets.

Aziz will keep insurance coverage on all collateral securing debts
owed to PlainsCapital.

If the adequate protection to PlainsCapital is insufficient,
PlainsCapital will be entitled to administrative expense with
priority over all administrative expenses and all other
protections allowable under Section 507(b) of the Bankruptcy Code
in an amount equal to the cash collateral used by the Debtor.

The interim hearing on the matter will be held on September 17,
2014, at 9:00 a.m. (CDT).

                     About Aziz Convenience

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

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

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


AZIZ CONVENIENCE: Wants to Stop Foreclosure on Hidalgo Property
---------------------------------------------------------------
Aziz Convenience Stores, L.L.C., asks the U.S. Bankruptcy Court
for the Southern District of Texas to determine that the automatic
stay pursuant to Section 362 of the U.S. Bankruptcy Code applies
to the attempt to foreclose by a noteholder, Greenwich Investors
XLV Trust 2013-1, on certain real property owned in the name of
Dagoberto G. Trevino.  In the alternative, the Debtor requests an
injunction preventing Greenwich from foreclosing on the Property.

Mr. Trevino is the founder of the Debtor.  He bought in his name
the Property -- a parcel of approximately 205.88 acres of land
located in Hidalgo County.  Trevino arranged for the Debtor to
guarantee notes regarding the Property in the original principal
amounts of $2,004,580 and $100,000.  Greenwich currently holds the
Notes and has provided notice of a foreclosure sale regarding the
Property that was scheduled to occur on September 2, 2014.

Matthew S. Okin, Esq., at Okin & Adams LLP, in Houston, Texas --
mokin@okinadams.com -- tells the Court that not only is the Debtor
a guarantor on the Notes, but the Debtor's funds have been used to
make payments on the Notes such that the Debtor has an interest in
the Property.  As a result, he says, some or all of the Property
is an asset of the bankruptcy estate.  He informs the Court that
the Debtor's newly appointed chief restructuring officer currently
is investigating this issue.

                        Greenwich Reacts

Greenwich objects to the Debtor's motion and informs the Court
that Mr. Trevino is indebted to Greenwich under three promissory
notes -- Real Property Promissory Note in the principal amount of
$2,004,580 dated August 1, 2000; Real Property Promissory Note in
the principal amount of $2,635,420 dated December 4, 2007; and
Promissory Note in the principal amount of $100,000 dated
January 23, 2009.

The Notes matured on December 1, 2013.  As of May 20, 2014, the
collective amount due on the Notes was $3,746,365, including legal
fees and expenses.

Jeffrey A. Peterson, Esq., at Gray, Plant, Mooty, Mooty & Bennett,
P.A., in St. Cloud, Minnesota -- Jeffrey.Peterson@gpmlaw.com --
contends that Greenwich and non-debtor Mr. Trevino have
independent contractual relationship which, on its own, is not
sufficient to warrant the Court imposing a stay of the foreclosure
in this bankruptcy.  He adds that the Court should not extend the
stay beyond the A.H. Robins Co. line of cases (citing A.H. Robins
Co. v. Piccinin, 788 F.2d 994, 999 (4th Cir. 1986)) to impose a
stay on the foreclosure of property pledged by a non-debtor.

                     About Aziz Convenience

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

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

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


BEAZER HOMES: Fitch Affirms 'B-' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed the ratings for Beazer Homes USA, Inc.
(NYSE: BZH), including the company's Issuer Default Rating (IDR)
at 'B-'.  The Rating Outlook is Stable.

Key Rating Drivers

The rating and Outlook for BZH is based on the company's execution
of its business model in the current moderately recovering housing
environment, its land policies, and geographic diversity. The
company's rating and Outlook is also supported by its solid
liquidity position. The Stable Outlook also takes into account the
improving housing outlook for 2014 and 2015.

Risk factors include the cyclical nature of the homebuilding
industry, the company's high debt load and high leverage, BZH's
underperformance relative to its peers in certain operational and
financial categories, and its current over-exposure to the credit-
challenged entry level market (an estimated 60% of BZH's customers
are first-time home buyers).

The Industry

Comparisons were challenging through first-half of calendar 2014,
and so far this year most housing metrics seem to have defied
expectations and fallen somewhat from a year ago. Though the
severe winter throughout much of North America restrained some
housing activity, nonetheless, there was an absence of underlying
consumer momentum this spring, perhaps due to buyer sensitivity to
home prices and finance rates and the slowing of job growth at
year end. But demographics, attractive affordability/housing
valuations, and a slow, steady easing in credit standards should
sustain and ultimately accelerate the upturn.

To reflect the subpar spring selling season, as well as the more
guarded expectation for the next few months, Fitch recently
tapered its macro housing forecast. Single-family starts are now
projected to improve 9.5% to 677,000 (down from Fitch's previous
forecast of a 15% improvement) and multifamily volume grows almost
12% to 343,000. Total starts this year should still slightly
exceed 1 million. New home sales are forecast to advance about 8%
to 465,000 (down from Fitch's prior forecast of 500,000), while
existing home sales volume is expected to decline 5% to 4.835
million (down from Fitch's earlier estimate of 5.1 million),
largely due to fewer distressed homes for sale.

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

Housing activity is likely to ratchet up more sharply in 2015 with
the support of a steadily growing economy throughout the year. The
unemployment rate should continue to move lower (5.8% in 2015).
Credit standards should steadily, moderately ease throughout next
year. Demographics should be more of a positive catalyst. More of
those younger adults who have been living at home should find jobs
and these 25-35-year-olds should provide some incremental
elevation to the rental and starter home markets. Single-family
starts are forecast to rise 21% to 819,000 as multifamily volume
expands about 6.5% to 366,000. Total starts would be approaching
1.2 million. New home sales are projected to increase 20.4% to
560,000. Existing home volume is expected to approximate 5.075
million, up 5%.

New home price inflation should further taper off with higher
interest rates and the mix of sales shifting more to first time
homebuyer product. Average and median home prices should increase
2.5-3%.

Challenges remain including the potential for higher interest
rates and restrictive credit qualification standards.

Improving Financial Results

BZH's homebuilding revenues for the first nine months of its 2014
fiscal year (ending June 30, 2014) increased 7.9% to $909.2
million as closings fell 4.2% while the average sales price
advanced 12.6% to $279,300 during the period. Land sales totaled
$8.6 million during 2014 YTD period compared with $6.2 million
last year.

The homebuilding gross profit margins (excluding inventory
impairments and lot option abandonments) also showed strong
improvement, growing 350 bps to 19.5% during the YTD 2014 period
compared with a 16% margin during the same period last year. SG&A
as a percentage of sales increased to 14.6% during the nine-month
period in 2014, up from 14.1% last year. Despite the strong
results for the first nine months of the year, BZH reported a pre-
tax loss of $27.1 million during the period, which included a
$19.9 million loss on extinguishment of debt related to the
company's debt refinancing this year. Fitch expects BZH will be
unprofitable on a pre-tax basis during fiscal 2014 but should
report pre-tax profits during fiscal 2015.

High Debt Load And Leverage

BZH had total debt of $1.5 billion at June 30, 2014. The company's
credit metrics have been improving over the past two years but
remain weak relative to its ratings. Leverage at the end of the
June quarter was 13.8x compared with 17.4x at the end of fiscal
2013 and 53.5x at the end of fiscal 2012. EBITDA to interest
coverage is also low at 0.9x for the LTM period ending June 30,
2014 compared with 0.8x in fiscal 2013 and 0.2x in fiscal 2012.

Fitch expects these credit metrics will improve in the next 12 -15
months, although leverage is expected to remain weak at around 9x
- 10x and interest coverage is projected to improve to
approximately 1.25x - 1.50x during fiscal 2015. The improvement in
credit metrics will be driven by EBITDA growth as Fitch does not
expect any meaningful debt repayment in the short to intermediate
term.

Liquidity

BZH currently has an adequate liquidity position, which allows the
company to meet interest payments and land and development
spending requirements. BZH ended the June 2014 quarter with $206.5
million of unrestricted cash and no borrowings under its $150
million revolving credit facility. Fitch expects BZH will maintain
cash and revolver availability of at least $250 - $300 million in
the near to intermediate term. Furthermore, the company has no
major debt maturities until 2016, when $172.9 million of sr. notes
become due.

Land Strategy

BZH maintains a 6-year supply of lots (based on last 12 months
deliveries), 79.4% of which are owned, and the balance controlled
through options. As is the case with other public homebuilders,
the company is rebuilding its land position and trying to
opportunistically acquire land at attractive prices. Total lots
controlled increased 10.4% yoy and grew 1.5% compared with the
previous quarter.
The company has been aggressive in its land and development
spending following the successful execution of its capital markets
transactions in 2012. BZH spent roughly $475.2 million on land
purchases and development activities during fiscal 2013 compared
with $185.6 million expended during fiscal 2012. Through the first
nine months of fiscal 2014 (ended June 30, 2014), BZH spent $381.5
million for land and development activities. For all of 2014,
management expects land and development spending will total $520 -
$560 million.

As a result, Fitch expects BZH will be cash flow negative by about
$225 million - $250 million this fiscal year.

Fitch is comfortable with BZH's land strategy given the company's
liquidity position, debt maturity schedule, proven access to the
capital markets, and management's demonstrated discipline in
pulling back on its land and development activities during periods
of distress.

Rating Sensitivities

Future ratings and Outlooks will be influenced by broad housing
market trends as well as company-specific activity, such as trends
in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new-order
activity, debt levels, free cash flow trends and uses, and the
company's cash position.

BZH's ratings are constrained in the intermediate term due to weak
credit metrics and high leverage. However, positive rating actions
may be considered if the recovery in housing is maintained and is
meaningfully better than Fitch's current outlook, BZH shows
continuous improvement in credit metrics (particularly debt-to-
EBITDA consistently below 8x and interest coverage above 2x), and
the company preserves a healthy liquidity position.

Negative rating actions could occur if the recovery in housing
dissipates, resulting in BZH's revenues and operating losses
approaching 2011 levels, and the company maintains an overly
aggressive land and development spending program. This could lead
to consistent and significant negative quarterly cash flow from
operations and diminished liquidity position. In particular, Fitch
will review BZH's ratings if the company's liquidity position
(unrestricted cash plus revolver availability) falls below $200
million. Negative rating actions could also occur if the company's
credit metrics do not improve much from current levels in a
sustained housing recovery, including debt to EBITDA consistently
remaining above 10x and interest coverage below 1x.

Fitch affirms the following ratings for BZH:

-- Long-term IDR at 'B-';
-- Secured revolver at 'BB-/RR1';
-- Second lien secured notes at 'BB-/RR1';
-- Senior unsecured notes at 'CCC+/RR5';
-- Junior subordinated debt at 'CCC/RR6'.

The Rating Outlook is Stable.

The Recovery Rating (RR) of 'RR1' on BZH's secured credit
revolving credit facility and second-lien secured notes indicates
outstanding recovery prospects for holders of these debt issues.
The 'RR5' on BZH's senior unsecured notes indicates below-average
recovery prospects for holders of these debt issues. BZH'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
debtholders. The 'RR6' on the company's junior subordinated notes
indicates poor recovery prospects for holders of these debt issues
in a default scenario. Fitch applied a liquidation value analysis
for these recovery ratings.


BEST BUY: Fitch Hikes Issuer Default Rating to BB; Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has upgraded its long-term Issuer Default Rating
(IDR) on Best Buy Co., Inc. to 'BB' from 'BB-'.  The Rating
Outlook is Stable.

KEY RATING DRIVERS

The upgrade reflects Fitch's expectation that management's
investments in sharper pricing funded by cutting excess costs and
changes to the revenue mix towards higher growth and higher
margined products could stem losses both in the top line and
EBITDA over the next 12-18 months.  Fitch sees the potential for
additional downside to the current EBITDA level of $2 billion, but
it is likely to settle in the $1.7 billion to $2 billion range on
domestic comparable store sales (comps) declines in the low single
digits.  This would enable Best Buy to generate $500 million to
$700 million in free cash flow (FCF; post dividends) annually and
keep leverage reasonable in the low 3.0x range.

Defending Market Share: Best Buy has defended its market share
against the onslaught of competitive pressures from e-tailers and
discounters over the last three to four years, although at a
significant cost to its bottom line.  Best Buy's comps have been
negative for the last four years and Fitch expects comps for the
domestic business (which accounts for 85% of total revenue) to be
modestly negative over the next 12-18 months.  This assumes strong
growth in online sales of 15% to 20% (which equates to +1.5% to
1.6% comp contribution) somewhat offsetting Fitch's expectation of
a 3% decline at the store level.

Pricing Investments Pressure Results: Best Buy has been investing
heavily in sharper pricing to maintain share, given a majority of
its product categories are in a secular decline.  It will likely
take another few quarters for volumes to increase enough to offset
the lower price points.  EBITDA declined 17% to $2 billion in 2013
but is expected to be relatively flat in 2014 given that cost
reductions (Fitch expects SG&A dollars will decline by another
$600 million in 2014) are essentially funding the price
investments in the business.

EBITDA Downside Appears More Limited: Should comps remain modestly
negative and Best Buy choose to continue to fund price investments
in 2015-2016 without significant offset from cost reductions,
Fitch expects EBITDA may decline another 10%-15% to $1.7 billion
to $1.8 billion.  However, Best Buy's investments in sharper
pricing funded by cutting excess costs -- and changing the revenue
mix towards higher growth and typically higher margined categories
such as mobile, small accessories, and appliances -- could start
to pay off.  This would provide support to EBITDA at the $2
billion level.  As a result, adjusted leverage is expected to
remain in the low 3.0x range.

While Best Buy has dominant market shares in many categories, a
majority of product categories in which Best Buy operates are in a
secular decline.  Fitch estimates that these categories -- mainly
computing ex-tablets and mobile phones (estimated at 30%),
entertainment (8% of current sales versus 12% in 2011), and CE
(30% of current business versus 36% in 2011) -- will decline in
the low single digits over the next three years, given the lack of
new product introductions, price deflation, and shift towards
digital products.

The main growth areas are mobile, small accessories and
appliances, which Fitch estimates account for about 20% of Best
Buy's business.  Fitch expects these categories in aggregate carry
higher gross margins than the company average and expects these
businesses in total to grow in the high single digits over the
next two to three years.

Management is making concerted efforts to reduce square footage
dedicated to negative growth areas such as entertainment (physical
media), and to shift mix towards the higher growth and more
profitable categories, thereby driving revenue and gross profit
per square foot.  These initiatives are being supported by
dedicating more space to strategic partners such as Samsung, Sony
and Microsoft.  Changing the product mix towards higher growth
categories and driving higher volume through price investments
could stabilize the business over the intermediate term.

The company has also made strong progress in reducing its cost
structure and realized $765 million in annualized cost reductions
in 2013.  It has targeted a total of $1 billion in annualized cost
reductions, the majority of which is expected to be realized in
2014.

Strong Liquidity Position: Best Buy generated FCF (after
dividends) of $314 million in 2013, ending the year with $2.7
billion in cash and $223 million in short-term investments.  The
company has full availability on its $1.25 billion domestic credit
facility, which was downsized from $2 billion in June 2014.  The
credit facility is jointly and severally guaranteed by certain
operating subsidiaries including BBC Investment Co., BBC Property
Co., and Best Buy Stores, L.P. on an unsecured basis.

Fitch expects Best Buy to generate FCF (after dividends) in the
$700 million range in 2014 (excluding any material working capital
swings), ending the year with $3.6 billion in cash.  FCF is
expected to be in the $400 million-$500 million range in 2015-2016
if EBITDA declines to the $1.7 billion-$1.8 billion range.

Best Buy has suspended its share repurchase program since first-
quarter 2012 to preserve liquidity.  The company still pays
regular dividend which was recently increased to $0.19 per quarter
per share (or an annualized dividend of about $270 million based
on current diluted shares).

The next maturity of unsecured notes is March 2016 which Fitch
assumes Best Buy will pay down with cash on hand.

RATING SENSITIVITIES

Negative Rating Action: A downgrade could be caused individually
or collectively by the following factors: worse-than-expected
sales declines of negative 3% or more for the domestic business
versus Fitch's negative low single-digit-range projections;
material gross margin decline without any significant offset from
cost savings, which would result in EBITDA declining below $1.5
billion and therefore adjusted leverage increasing to the high-3x
to low-4x range.

Positive Rating Action: Fitch would need to see stabilization in
comps and modest growth in EBITDA on a sustained basis from the
current level of $2 billion to consider a positive rating action.

Fitch has upgraded its ratings on Best Buy as follows:

   -- Long-term IDR to 'BB' from 'BB-';
   -- $1.25 billion bank credit facility to 'BB' from 'BB-'; and
   -- $1.50 billion senior unsecured notes to 'BB' from 'BB-'.

The Rating Outlook is Stable.


BIJAN NAVABIAN: Melville Brokers Sale of Life Insurance Policy
--------------------------------------------------------------
Melville Capital, LLC, on Sept. 4 disclosed that it brokered the
sale of a life insurance policy in a highly time sensitive and
complicated matter where the policy was thought to have lapsed
without value by the insurer.

The life insurance policy at hand was fractionally owned by three
brothers and a cousin.  The three brothers eventually filed for
voluntary chapter 7 protection in the Central District of
California, creating three separate estates, each with a
respective one-quarter interest in the life insurance asset (Bijan
Navabian (Case No. 2:13-BK-20401-RK); Bahman Navabian (Case No.
2:13-BK-20405-TD); and Bahram Navabian (Case No. 2:13-BK-24630-
TD)).

This engagement was led by Doug Himmel, Melville Capital's
Managing Director.  According to Mr. Himmel, the policy had not
actually lapsed -- but was in a "state of lapse" -- where
substantial premium was required to keep the policy in-force.
After being engaged by each of the respective Trustees, Melville
marketed the policy and ultimately received an offer of $300,000
plus approximately $40,000 in back premiums due the insurance
carrier.

Mr. Himmel further commented that purchasers do not typically buy
policies that are past due in premiums and coordinating four
separate closings, three of which were bankruptcy court matters
before two different judges, and the need for shortened notice,
made this stand out as one of his more complicated cases.

The sale order was entered just days before an actual policy
lapse, which if it had occurred, would have rendered the policy
worthless to the fractional owner estates.

                    About Melville Capital

Melville Capital -- http://melvillecapital.com/insolvency--
focuses on monetizing and liquidating existing life insurance
policies.  With offices in New York, Los Angeles and Scottsdale,
Melville is the country's premier Life Settlement Broker
practicing in the area of restructuring and insolvency.  In
insolvency matters, there is often substantial cash flow generated
to individuals/companies in transition, policy owners, Turnaround
and Bankruptcy advisors, and Trustees.  Melville represents the
policy owner, insured and referral source in negotiating and
accepting bids from competing Institutional Investors and handles
all aspects of the transaction.  The net result is a lump sum cash
settlement that is often much greater than the cash surrender
value and relieves the policy owner of all future premium
payments.

Melville has served in the capacity of life settlement broker to a
variety of individuals and entities, including in bankruptcy
cases.  For example, Melville has been retained in the following
bankruptcy cases, among others:  (i) In re Princeton Ski Shop,
Inc. (Case No. 07-26206) (District of New Jersey) (retained by the
Official Committee of Unsecured Creditors); (ii) In re Ronco
Corporation, et al. (Jointly Administered under Case No. 1:07-
12000 GM) (Central District of California) (retained by the
Chapter 7 Trustee); (iii) In re Thomas K. Helton Inc. d/b/a Home
Lumber Company (Case No. 07-12671-JKC-11) (Southern District of
Indiana) (retained by Liquidating Agent); (iv) In re Wilder, (Case
No. 09-71141 (MPG)) (Central District of Illinois, Eastern
Division) (retained by the Chapter 7 Trustee); (v) In re Bokavich,
(Case No. 09-11106-WCH) (District of Massachusetts, Eastern
Division) (retained by the Chapter 7 Trustee); and (vi) In re M.
Fabrikant & Sons, Inc. and Fabrikant ? Leer International, Ltd.,
(Case No. 06-12737) (Southern District of New York) (retained by
the Client); (vii) In re Life Fund 5.1, LLC ("A&O"), (Case No. 09-
32672) Northern District of Illinois, Eastern Division) (retained
by the Trustee); (viii)  In re SageCrest II LLC, et al. , (Case
No. 08-50754) (District of Connecticut, Bridgeport Division)
(retained by the Wind-Down and Workout Manager; (ix) In re
Peregrine Financial Group, et al. (Case No. 1:12-cv-05383)
(Northern District of Illinois) (retained by the Receiver).


CAESARS ENTERTAINMENT: Bank Debt Due March 2017 Trades at 4% Off
----------------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
96.55 cents-on-the-dollar during the week ended Friday, September
5, 2014, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.31 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 875 basis points
above LIBOR to borrow under the facility. The bank loan matures on
March 1, 2017, and carries Moody's Caa2 rating and Standard &
Poor's CCC- rating.  The loan is one of the biggest gainers and
losers among 205 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


CAESARS ENTERTAINMENT: September 2020 Bank Debt Trades at 3% Off
----------------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
97.69 cents-on-the-dollar during the week ended Friday, September
5, 2014, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.59 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 600 basis points
above LIBOR to borrow under the facility. The bank loan matures on
Sept. 24, 2020, and carries Moody's B2 rating and Standard &
Poor's CCC- rating.  The loan is one of the biggest gainers and
losers among 205 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


CALIFORNIA RESOURCES: Moody's Assigns Ba1 Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 Corporate Family Rating
(CFR) to first time issuer California Resources Corporation (CRC).
Moody's also assigned a Ba1 rating to its new $5 billion of senior
unsecured notes, $2 billion unsecured revolving credit facility,
and $1 billion senior unsecured term loan. A Speculative Grade
Liquidity Rating of SGL-2 was assigned. The rating outlook is
stable.

CRC is a wholly-owned subsidiary of Occidental Petroleum
Corporation (Occidental, A1 review for downgrade). Occidental has
announced its intention to distribute at least 80.1% of CRC's
common stock to Occidental's shareholders. Prior to the share
distribution, CRC will use the proceeds of the new notes and term
loan to pay a one-time dividend to Occidental. If the spinoff is
delayed and does not occur by January 31, 2015, Occidental is
required to redeem the CRC bonds at the issue price plus accrued
interest. CRC is focused on conventional and unconventional
reserve exploration and development in California.

"CRC will have investment grade scale at the time of its
separation from Occidental", said Stuart Miller, Moody's Vice
President -- Senior Credit Officer. "However, the debt-funded $6
billion dividend to Occidental will push leverage to a level that
is more typical of a single-B rated E&P company. The Ba1 assigned
rating also considers management's limited operating experience as
a stand-alone, public company, as well as the meaningful reserve
revisions in two of the last three years."

Rating Assignments - California Resources Corporation

Corporate Family Rating (CFR): Ba1

Probability of Default Rating (PD): Ba1-PD

Senior unsecured notes: Ba1, LGD4-50%

Senior unsecured revolving credit facility: Ba1, LGD4-50%

Senior unsecured term loan: Ba1, LGD4-50%

Speculative Grade Liquidity Rating (SGL): SGL-2

Outlook: Stable

Ratings Rationale

CRC's Ba1 CFR reflects the company's investment grade scale offset
by leverage metrics that are clearly not investment grade. With
proved developed reserves of more than 500 million Boe and
production over 150,000 Boe per day, CRC is similar in size to
Continental Resources (Baa3 stable), Murphy Oil Corporation (Baa3
negative), and Pioneer Natural Resources Company (Baa3 stable).
However, Moody's rating also takes into account the high leverage
for CRC given the borrowings that will be used to fund a $6
billion dividend to Occidental. Moody's project that leverage, as
measured by debt to average daily production, debt to proved
developed reserves, and retained cash flow to debt will remain
high through 2016 caused by relatively weak capital efficiency.
Initially, debt to average daily production is projected to be
nearly $40,000 per Boe while retained cash flow to debt is
expected to be around 30% -- both are weaker than every other Ba1-
rated E&P company. These leverage ratios were impacted by
performance related reserve revisions in 2011 and 2012. To be
conservative, Moody's has assumed a 10% downward reserve revisions
in 2015 when Moody's expect CRC to retain an independent
engineering consulting firm to audit its internal reserve
estimates.

Based on historical performance, Moody's have assumed leveraged
cash margins of $30 to $35 per Boe and $25 per barrel finding and
development costs. The resulting leveraged full-cycle ratio of
less than 1.4x represents a relatively weak capital efficiency
level and is comparable to Newfield Exploration (Ba1 stable) and
Energen Corporation (Ba1 negative). Based on these assumptions,
Moody's do not expect a rapid improvement in CRC's leverage
metrics.

As a new stand-alone organization, there are risks to operating
with greater independence from Occidental, especially as a
publicly traded entity. With operations exclusively in California,
the company is uniquely exposed to a challenging regulatory
environment. For all of these reasons, Moody's view CRC to be
weakly positioned as a Ba1 rated entity despite its investment
grade scale.

The SGL-2 rating reflects good liquidity. Moody's expects that the
company could modestly out-spend cashflow over the next 18 months.
However, most of the outspend is discretionary in nature and the
company's intent is to live within cash flow. CRC has a $2 billion
senior unsecured revolving credit facility that will have limited
borrowings initially. The credit facility has a springing lien if
ratings fall to certain levels, but there is significant room for
credit deterioration before security would be triggered. With an
unsecured credit facility, CRC has the ability to sell non-
strategic assets to generate significant amounts of secondary
liquidity.

The outlook is stable. To be considered for an upgrade, CRC would
need to drastically reduce its leverage ratios and be committed to
an investment grade rating. If debt to average daily production
approaches $30,000 per Boe and retained cash flow to debt is over
50%, an upgrade could be considered. Alternatively, a downgrade
could occur if production and reserve growth stalls and leverage
increases from its already elevated levels.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

California Resources Corporation is a subsidiary of Occidental
Petroleum Corporation. After the distribution of its shares to
Occidental's shareholders, the company will be a publicly-traded
independent E&P company operating exclusively in California.
California Resources is headquartered in Los Angeles, CA.


CANNABIS SCIENCE: Incurs $1.56-Mil. Net Loss in June 30 Quarter
---------------------------------------------------------------
Cannabis Science, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.56 million on $nil of revenue for the
three months ended June 30, 2014, compared with a net loss of
$927,955 on $nil of revenue for the same period last year.

The Company's balance sheet at June 30, 2014, showed $1.35 million
in total assets, $4.27 million in total liabilities, and a
stockholders' deficit of $2.92 million.

The Company reported an accumulated deficit of $99.9 million at
June 30, 2014.  There is substantial doubt as to the Company's
ability to continue as a going concern without a significant
infusion of capital.  At June 30, 2014, the Company had
insufficient operating revenues and cash flow to meet its
financial obligations.  There can be no assurance that management
will be successful in implementing its plans, according to the
regulatory filing.

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

                       http://is.gd/kzfn3T

Cannabis Science, Inc. develops, produces, and commercializes
phytocannabinoid-based pharmaceutical products. It develops
medicines to treat autism, blood pressure, cancer and cancer side
effects, and other illnesses, including general health
maintenance. The company is developing CS-TATI-1 for newly
diagnosed and treatment-experienced patients with drug-resistant
HIV strains; CS-S/BCC-1 for basal and squamous cell carcinomas;
and a proprietary cannabis-based therapy for neurological
conditions. In addition, it provides an online video-based medical
cannabis education system comprising various courses, such as
medical cannabis law, medical marijuana, cooking, horticulture,
and bud tending. The company has a license agreement with
Apothecary Genetics Investments LLC. to produce various brand
formulations for California medical cannabis market. Cannabis
Science, Inc. is based in Colorado Springs, Colorado.


CASH STORE: Default Status Report Per National Policy 12-203
------------------------------------------------------------
The Cash Store Financial Services Inc., on Sept. 2, 2014, provided
a default status report in accordance with the alternative
information guidelines in National Policy 12-203 Cease Trade
Orders for Continuous Disclosure Defaults.

On May 16, 2014, the Company announced that it was not able to
file an interim financial report and interim management's
discussion and analysis for the period ended March 31, 2014,
together with the related certifications of those interim filings
by May 15, 2014, the deadline prescribed by securities
legislation.

Except as disclosed in previous press releases, there have been no
material changes to the information contained in the Default
Announcement or any other changes required to be disclosed by
National Policy 12-203.

The Company still intends to file the Continuous Disclosure
Documents as soon as is commercially reasonable, or as required by
the Ontario Superior Court of Justice (Commercial List) (the
"Court") pursuant to the Cash Store Financial's Companies'
Creditors Arrangement Act proceedings.

The Monitor has filed with the Court periodic reports which have
included Cash Store Financial's cash flow projections and other
financial information concerning the Company.  The Company
anticipates that the Monitor will continue to file reports with
the Court (and post them on its website), updating relevant
financial information concerning the Company.  The Monitor's
reports, Court records and other details regarding the Company's
CCAA proceedings are available on the Monitor's Web site at
http://cfcanada.fticonsulting.com/cashstorefinancial/.

                   About Cash Store Financial

Cash Store Financial and Instaloans primarily act as lenders to
facilitate short-term advances and provide other financial
services to income-earning consumers who may not be able to obtain
them from traditional banks.  Cash Store Financial also provides
private-label debit cards.

Cash Store Financial is not affiliated with Cottonwood Financial
Ltd. or the outlets Cottonwood Financial Ltd. operates in the
United States under the name "Cash Store".  Cash Store Financial
does not do business under the name "Cash Store" in the United
States and does not own or provide any consumer lending services
in the United States.

Cash Store Financial reported a net loss and comprehensive loss of
C$35.53 million for the year ended Sept. 30, 2013, as compared
with a net loss and comprehensive loss of C$43.52 million for the
year ended Sept. 30, 2012.  As of Sept. 30, 2013, the Company had
C$164.58 million in total assets, C$165.90 million in total
liabilities and a C$1.32 million shareholders' deficit.


CEQUEL COMMUNICATIONS: Moody's Keeps B1 CFR, Rates New Bonds B3
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed
$500 million senior unsecured bonds of Cequel Communications
Holdings I, LLC (Cequel). The company plans to use proceeds,
together with balance sheet cash, to fund a $600 million equity
distribution. The B1 Corporate Family Rating, Ba2 secured bank
debt rating, B3 senior unsecured bonds rating, and stable outlook
are unchanged.

Cequel Communications Holdings I, LLC

Senior Unsecured Bonds, Assigned B3, LGD5

Ratings Rationale

The proposed bond offering would increase leverage to
approximately 6 times debt-to-EBITDA from 5.4 times (based on
trailing twelve months through June 30 and per Moody's standard
adjustments), at the high end of the range appropriate for the B1
CFR. However, Moody's believes EBITDA growth and modest debt
reduction will facilitate a decline in leverage to the mid 5 times
range over the next 18 months, in line with the company's track
record. Cequel has not maintained leverage below the mid 5 times
range over the past several years, and the rating incorporated
expectations for sponsor distributions, acquisitions, or other
growth investments. Furthermore, Moody's forecasts continued
positive free cash flow of at least $200 million annually even
with incremental interest expense related to the offering
(estimated at about $25 million) and the planned infrastructure
upgrade investment to enable faster internet speeds.

Cequel's high leverage, approximately 6 times debt-to-EBITDA (pro
forma for the proposed bonds add-on), creates risk for a company
in a capital intensive, competitive industry, driving its B1 CFR.
However, Moody's expects leverage to decline over the next year as
EBITDA grows. Good liquidity, including expectations for positive
free cash flow, also supports the rating. Notwithstanding the
maturity of the core video product, the relative stability of the
subscription business provides steady cash flow, and the high
quality of Cequel's network positions it well to achieve growth in
its residential and commercial businesses despite escalating
competition. The company's penetration lags behind industry
averages, but Moody's expects its high speed data and phone growth
to continue to exceed most peers and views the planned
infrastructure upgrade investment as a credit positive use of cash
that will help Cequel maintain and grow market share. The private
equity owners will likely seek growth opportunities, which could
improve asset value, but potentially limit the application of free
cash flow to debt reduction. Also, absent opportunities for
investment or acquisition, sponsor distributions are likely and as
such the ownership weighs negatively on the credit profile.

Headquartered in St. Louis, Missouri, and doing business as
Suddenlink Communications, Cequel Communications Holdings I, LLC
serves approximately 1.4 million residential and 80 thousand
commercial customers. The company provides digital TV, high-speed
Internet and telephone services to consumers and businesses and
generated revenues of approximately $2.3 billion for the twelve
months ended June 30. BC Partners, CPP Investment Board and
certain members of Cequel's executive management acquired Cequel
from Goldman Sachs, Quadrangle, and Oaktree in November 2012.

The principal methodology used in this rating was Global Pay
Television - Cable and Direct-to-Home Satellite Operators
published in April 2013. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.


CEQUEL COMMUNICATIONS: S&P Raises Secured Bank Debt Rating to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services said that the proposed upsizing
of Cequel Communications Holdings I LLC's 5.125% senior notes due
2021 by $500 million to $1.25 billion does not affect the
'B-' issue-level rating or '6' recovery rating on the notes.  The
'6' recovery indicates S&P's expectation for negligible (0% to
10%) recovery in event of payment default.

At the same time, S&P raised the issue-level rating on Cequel
Communications LLC's approximately $2.9 billion of secured bank
debt to 'BB' from 'BB-' and revised the recovery rating to '1'
from '2', reflecting more favorable recovery prospects.  The '1'
recovery rating reflects S&P's expectation for very high (90% to
100%) recovery in the event of payment default.

Cequel will use proceeds from $500 million of privately placed
tack-on unsecured notes plus $100 million of cash to fund a $600
million cash distribution to its private equity owners.  Pro forma
for the transaction, S&P expects debt leverage to be in the 6x
area, up only modestly from the current mid-5x area and consistent
with a "highly leveraged" financial risk profile.  As a result,
the 'B+' corporate credit rating and stable outlook are not
affected by the proposed debt increase.

S&P's assessment of Cequel's business risk reflects good cable
industry fundamentals, robust plant bandwidth, and only limited
competition, compared with most cable peers, for high speed data
services.

KEY ANALYTICAL FACTORS FOR RECOVERY

   -- S&P has revised its recovery ratings on the secured credit
      facilities following a reassessment to S&P's projected
      emergence level EBITDA.

   -- S&P's simulated default scenario contemplates a default
      occurring in 2018, primarily a result of intense competition
      from direct-to-home satellite providers and incumbent
      telephone companies.

   -- S&P has valued the company on a going concern basis using a
      7.0x multiple of its projected emergence EBITDA of $416
      million.

Simulated default and valuation assumptions ($US Mil.)

   -- Simulated year of default: 2018
   -- EBITDA at emergence: 416
   -- EBITDA multiple: 7x

Simplified waterfall ($US Mil.)

   -- Net enterprise value (after 5% admin. costs): 2,768
   -- Priority claims: 3
   -- Collateral value available to secured creditors: 2,765
   -- Secured first-lien debt: 2,910
   -- Recovery expectations: 90% to 100%
   -- Senior unsecured debt and pari passu claims: 2,975
   -- Recovery expectations: 0% to 10%

Note: All debt amounts include six months of prepetition interest.

RATINGS LIST

Cequel Communications Holdings I LLC

Corporate Credit Rating      B+/Stable/--

Raised Ratings
                              To         From
Cequel Communications LLC

$2.5 bil term loan due 2019   BB         BB-
  Recovery rating             1          2
$500 mil. revolver due 2017   BB         BB-
  (Currently undrawn)
  Recovery rating             1          2

Ratings Affirmed

Cequel Communications Holdings I LLC
Cequel Capital Corp.
$1.25 bil. 5.125% sr notes    B-
  due 2021
  Recovery rating             6
$1.5 bil. 6.375% sr notes
due 2020                      B-
   Recovery rating            6
$1.825 bil. 8.625% sr notes
due 2017                      B-
   Recovery rating            6


CHINA BAK: Net Working Capital Deficiency at $31.6MM at June 30
---------------------------------------------------------------
China BAK Battery, Inc., filed its quarterly report on Form 10-Q,
disclosing a net profit of $37.11 million on $47.99 million of net
revenues for the three months ended June 30, 2014, compared with a
net loss of $10.27 million on $45.6 million of revenue for the
same period last year.

The Company's balance sheet at June 30, 2014, showed $13.97
million in total assets, $33.49 million in total liabilities, and
a stockholders' deficit of $19.52 million.

After the foreclosure of the pledged ownership of BAK
International and as of June 30, 2014, the Company had cash and
cash equivalents of $0.3 million.  Its total current assets were
$1.89 million and total current liabilities were $33.49 million,
which results in a net working capital deficiency of $31.6
million.  These factors raise substantial doubts about the
Company's ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/PPBhT9

China BAK Battery, Inc. manufactures lithium-based battery cells
that are the principal component of rechargeable batteries for
cellular phones and smartphones, mobile computers and e-book
readers, and other portable consumer electronics.  Based in
Shenzhen, China, the Company's battery cells also power electric
vehicles, cordless power tools and uninterruptible power supplies
(UPS).


CHIQUITA BRANDS: ISS Recommends Vote Against Inversion Plan
-----------------------------------------------------------
David Gelles, writing for The New York Times' DealBook, reported
that Chiquita Brands International?s plans to strike an inversion
deal suffered another blow as two influential shareholder advisory
services suggested that the company instead entertain an
unexpected takeover offer from an unlikely pair of Brazilian
buyers.  According to the report, Institutional Shareholder
Services, the proxy advisory group, recommended that Chiquita
shareholders vote against the Fyffes deal at a planned meeting on
Sept. 17, and support the joint bid of Cutrale Group and Safra
Group as they call for Chiquita to engage in deal talks.  That
followed a similar recommendation from the other such group, Glass
Lewis, the report related.

As previously reported by The Troubled Company Reporter, Chiquita
Brands and Fyffes have agreed to combine their company to achieve
an additional $20 million in annual cost savings by 2016.
Chiquita has rejected an unsolicited rival bid from Cutrale and
Safra, which offered to pay $13 a share or $611 million for
Chiquita.

                           *     *     *

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

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

The Aug. 14, 2014, edition of the TCR reported that Moody's
Investors Service views the proposed non-binding all cash bid from
Cutrale Group and Safra Group to acquire Chiquita Brands
International, Inc. favorably but it does not impact Chiquita's B2
CFR or developing outlook.


CLEVELAND IMAGING: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Cleveland Imaging & Surgical Hospital, L.L.C.
           aka Doctors Diagnostic Hospital
        1221 McKinney Street, Suite 2850
        Houston, TX 77010

Case No.: 14-34974

Nature of Business: Health Care

Chapter 11 Petition Date: September 4, 2014

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Jeff Bohm

Debtor's Counsel: Christopher Adams, Esq.
                  OKIN ADAMS & KILMER LLP
                  1113 Vine Street, Suite 201
                  Houston, TX 77002
                  Tel: 713-228-4100
                  Fax: 888-865-2118
                  Email: cadams@oakllp.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Douglas J. Brickley, receiver.

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


CLUBCORP CLUB: S&P Affirms 'B+' Corp. Credit Rating
---------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on U.S.-based golf and business club operator
ClubCorp Club Operations Inc.  The outlook is stable.

At the same time, S&P affirmed the 'B+' issue-level rating on
ClubCorp Club Operations Inc.'s upsized approximately $850 million
outstanding senior secured term loan due 2020 and $135 million
revolver due 2018.  The recovery rating on this debt remains '3',
indicating S&P's expectation for meaningful (50% to 70%) recovery
for lenders in the event of a payment default.

ClubCorp expects to use the proceeds from the proposed $250
million term loan add-on, along with cash on the balance sheet, to
finance the purchase of a portfolio of 30 owned, three leased, and
17 managed golf and country clubs from Sequoia Golf.  The purchase
price of this portfolio is $265 million and S&P expects the
transaction to close in the fourth quarter of this year.

The recovery rating on the company's upsized debt remains
unchanged primarily because of an increase to the company's
default scenario enterprise valuation, reflecting the added value
of the acquired assets and our expectation that this increase will
be sufficient to partially offset the additional senior secured
borrowings.

The affirmation of the corporate credit rating reflects S&P's
assessment of the debt-funded acquisition of Sequoia Golf's
portfolio of 50 clubs as being in line with ClubCorp's growth
strategy.

S&P's 'B+' corporate credit rating on ClubCorp reflects its
assessment of the company's financial risk profile as "highly
leveraged" and S&P's assessment of the company's business risk
profile as "satisfactory," according to its criteria.


CONSOLIDATED COMMUNICATIONS: Moody's Rates $200MM Sr. Notes 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed
$200 million senior unsecured note offering of Consolidated
Communications Finance II Co. and affirmed Consolidated
Communications, Inc.'s ("Consolidated" or "the company") existing
B1 Corporate Family Rating ("CFR") and B1-PD Probability of
Default Rating ("PDR"). Consolidated intends to use the net
proceeds from the offering to finance the cash consideration of
the acquisition of Enventis Corporation ("Enventis"), to pay the
fees and expenses in connection with the acquisition, to repay
existing indebtedness of Enventis and to repay a portion of
Consolidated's outstanding 10.875% senior notes due 2020 or its
incremental term loan facility due 2020. The pending acquisition
is anticipated to close in the fourth quarter of 2014 and supports
Consolidated's strategic focus on broadband and commercial
services, and enhances the company's long-term prospects. The
combined company will also have improved opportunities for
success-based expansion into new markets. Moody's expects the
company to continue generating positive free cash flow because the
transaction will be approximately neutral to free cash flow upon
full integration. The outlook remains stable. Upon close of the
acquisition, the new notes will be assumed by Consolidated
Communications, Inc., and the ratings will be moved to that
entity.

Moody's has taken the following rating actions:

Consolidated Communications, Inc.

  Corporate Family Rating, affirmed at B1

  Probability of Default Rating, affirmed at B1-PD

  Speculative Grade Liquidity Rating, affirmed at SGL-2

  Sr. Secured Term Loan B-4 due December 2020, affirmed at Ba3
(LGD3)

  $75M Sr. Secured Revolving Credit Facility due December 2018,
  affirmed at Ba3 (LGD3)

Outlook, Stable

Consolidated Communications Finance Co.
(Assumed by Consolidated Communications, Inc.)

  $300M Senior Unsecured Notes due June 2020, affirmed at B3
  (LGD5)

Consolidated Communications Finance II Co.

  New Senior Unsecured Notes, Assigned B3 (LGD5)

Ratings Rationale

Consolidated's B1 CFR reflects its strong EBITDA margins in the
mid 40% range (including dividends received from its wireless
investments) and good cash flow (prior to dividend payments and
capex spend). The company benefits from diversified operations as
well as an advanced fiber network that has more stable revenue
prospects. Enhanced VOIP, IPTV, and broadband services also offer
the potential to sell double or triple play packages that could
reduce churn rates and diversify its revenue stream away from
traditional access lines. However, these services have lower
margins and subject the company to potentially higher TV
programming expenses compared to larger competitors, and expose
Consolidated to potential new internet based TV offerings.

The rating faces pressure from continued access line losses from
its high margin legacy telecommunications segment, intense
competition from cable, wireline, and wireless operators, and its
aggressive financial policy of paying out free cash flow as
dividends, which limits free cash flow available for future debt
repayment. Also incorporated into the rating is the relatively
high leverage of 4.6x (Moody's adjusted) as of 2Q 2014. However,
the transaction should result in slightly improved leverage to
4.4x pro-forma for the acquisition of Enventis.

The $200 million senior unsecured notes is rated B3 given its
subordinated position in the capital structure with material
amounts of senior secured debt ahead of the notes.

Moody's continue to characterize Consolidated's liquidity as good,
as reflected by its SGL-2 speculative grade liquidity rating.
Meaningful internal liquidity sources, $62 million availability
(as of 6/30/14) under its $75 million revolver, and the absence of
near term maturities support the company's liquidity profile.
However, high capex spend will weaken free cash flow levels as
will the high dividend payout ratio which is anticipated to lead
to minimal debt repayment in the near term.

The stable outlook incorporates expectations for slight decreases
in revenues (pro-forma) for the next few years, slightly positive
free cash flow (after dividends and capex), a stable leverage
profile, and EBITDA margins above 40%.

Upward rating pressure could ensue if there was a deleveraging
transaction followed by a greater commitment to debt reduction and
an increase in revenue that reduced leverage below 3.25x (Moody's
adjusted) on a sustained basis.

Rapid erosion in EBITDA margins prompted by increased pressure on
its core business line or a leveraging transaction that increased
leverage above 5.25x (Moody's adjusted) would put downward
pressure on the ratings. A likely covenant violation or a lack of
liquidity could also trigger a downgrade.

The principal methodology used in this rating was the Global
Telecommunications Industry 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.

Based in Mankato, MN, Enventis operates a next-generation fiber
network spanning 4,200 route miles that enables facilities-based
operations in Minnesota and into Iowa, North Dakota, South Dakota
and Wisconsin. Revenues for the last 12 months ended June 30, 2014
were about $187 million.

Consolidated provides communications services, including local and
long distance telephone, high-speed Internet access and
television, to residential and business customers in Illinois,
Texas, Pennsylvania, California, Kansas and Missouri. The company
maintains headquarters in Mattoon, IL, and its LTM revenue is
approximately $599 million as of June 30, 2014.


CONSOLIDATED COMMUNICATIONS: S&P Rates New $200MM Unsec. Notes B-
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue-level
rating and '6' recovery rating to Consolidated Communications
Inc.'s proposed $200 million note issue due 2022.  The company
will use proceeds to repay about $134 million of debt at Enventis
Corp., which parent Consolidated Communications Holdings Inc. will
be acquiring in the fourth quarter, and to repay existing debt.
The '6' recovery rating denotes negligible (0%-10%) recovery
prospects in the event of a payment default.

All existing ratings, including the 'B+' corporate credit rating
on Consolidated Communications Holdings and the issue and recovery
ratings on the debt held at its funding conduit, Consolidated
Communications Inc., remain unchanged.  The secured debt is rated
'BB-' with a '2' recovery rating, and the unsecured debt is rated
'B-' with a '6' recovery rating.

Pro forma for the acquisition, Consolidated Communications
Holdings' leverage will be about 4.3x, before operating synergies,
down from 4.5x as of June 30, 2014.  In S&P's view, the
transaction modestly improves leverage and provides the company
some geographic diversity by extending its operations to five new
markets, with the potential to provide Enventis' operations with
some scale benefits.  However, the company's overall revenue mix
will not change materially with the acquisition.  As such, S&P
believes the company, as an incumbent telephone provider, will
continue to face competition from cable and wireless substitution
for residential telephony customers, as well as competition from
cable operators for commercial customers, especially small to
midsize enterprises.  S&P therefore has not altered its business
risk view assessment.  This, coupled with S&P's expectation that
its leverage will remain above 4x on a pro forma basis over at
least the first year of operations of the combined company,
supports an "aggressive" financial risk profile assessment and
underpins the 'B+' corporate credit rating.

RATINGS LIST

Ratings Unchanged

Consolidated Communications Holdings Inc.
Corporate Credit Rating                    B+/Stable/--

Consolidated Communications Inc.
Senior Unsecured                           B-
  Recovery Rating                           6
Senior Secured                             BB-
  Recovery Rating                           2

New Rating

Consolidated Communications Inc.
Senior Unsecured
  $200 million note issue due 2022          B-
   Recovery Rating                          6


CONSTAR INT'L: Creditors Eyeing Dechert's Role in Ch. 11
--------------------------------------------------------
Law360 reported that bottle maker Constar International Holdings
LLC and its unsecured creditors want to tap a firm known for
bankruptcy estate recovery to go after yet-unnamed defendants,
potentially including its former counsel Dechert LLP, over
allegations contained in a sealed report, according to court
papers.  According to the report, a joint request from the debtor
and its unsecured creditors committee sought permission to employ
Diamond McCarthy LLP, a firm popular among liquidating trustees
and Chapter 11 administrators, as special litigation counsel to
pursue accusations unearthed in a sealed investigative report.

                    About Constar International

Privately held Constar International Holdings and nine affiliated
debtors (nka Capsule International Holdings, et al.)  filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on
Dec. 19, 2013.

Constar, which manufactures plastic containers, is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert,
Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and
Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young
Conaway Stargatt & Taylor, LLP.  Prime Clerk LLC serves as the
Debtors' claims and noticing agent, and administrative advisor.
Lincoln Partners Advisors LLC serves as the Debtors' financial
advisor.

Judge Christopher S. Sontchi oversees the 2013 case.

This is Constar International's third bankruptcy.  Constar first
filed for Chapter 11 protection (Bankr. D. Del. Lead Case No.
08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan
and emerged from bankruptcy in May 2009.  Constar and its
affiliates returned to Chapter 11 protection (Bankr. D. Del. Case
No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11
plan and emerged from bankruptcy in June 2011.

The new petition listed assets worth less than $100 million
against $123 million on three layers of secured debt.

Attorneys at Brown Rudnick LLP represent the official committee of
unsecured creditors.  The Committee retained Alvarez & Marsal
North America LLC as its financial advisor.

Counsel to Wells Fargo Capital Finance, LLC, the revolving loan
agent, is Andrew M. Kramer, Esq., at Otterbourg P.C.

On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell
certain assets to Plastipak Packaging, Inc., a global manufacturer
of rigid plastic packaging.  The Court determined that Plastipak's
$102,450,000 offer for the Debtors' U.S. assets bested the offers
from Amcor Rigid Plastics USA, Inc., and Envases Universales De
Mexico S.A.P.I. De C.V. during a Feb. 6 auction.

Separately, the Court authorized Constar to sell a facility in
Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for
$3 million.  There was no other bidder for the Maryland facility.

The sole director of debtor Constar International U.K. Limited has
appointed Daniel Francis Butters and Nicolas Guy Edwards of
Deloitte LLP as administrators.  The U.K. Administration
Proceeding follows the closing of the sale of the U.K. assets to
Sherburn Acquisition Limited.  The Delaware Bankruptcy Judge
authorized the U.S. Debtors to sell the U.K. Assets to Sherburn
for GBP3,512,727, (or US$7,046,000), less the deposit in the sum
of US$1,250,000.

Secured lender Black Diamond Commercial Finance, LLC, as DIP note
agent, and Wells Fargo Capital Finance, LLC, as DIP revolving
agent and agent under the revolving loan facility, consented to
the administration of Constar U.K. and the appointment of the
Joint Administrators.

In view of the asset sales in the U.S. and the U.K., the Debtors
changed their corporate trade names -- and with the Bankruptcy
Court's consent, their bankruptcy case caption -- to Capsule Group
Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule
Group, Inc.; Capsule International LLC; Capsule DE I, Inc.;
Capsule DE II, Inc.; Capsule PA, Inc.; Capsule Foreign Holdings,
Inc.; and Capsule International U.K. Limited (Foreign).


COPYTELE INC: Changes Name to Itus Corp. to Reflect New Business
----------------------------------------------------------------
CopyTele, Inc., changed its name to "ITUS Corporation" on Sept. 2,
2014.  The Name Change was accomplished pursuant to a Certificate
of Amendment to the Company's Certificate of Incorporation, as
amended, filed with the Secretary of State of Delaware on Aug. 28,
2014.

The Name Change reflects the Company's change in its business
operations.  From inception through the end of the Company's 2012
fiscal year, the Company's primary operations involved licensing
in connection with the development, manufacturing, and marketing
of products based on the Company's patented display and encryption
technologies only.

"The Name Change better aligns the Company's corporate name with
its current business and mission to develop, acquire, license and
enforce of patented technologies that are either owned or
controlled by the Company or one of its wholly owned
subsidiaries," the Company said in a Form 8-K filed with the U.S.
Securities and Exchange Commission.

The Name Change was approved by the Company's Board of Directors
on May 28, 2014, and was subsequently approved by the Company's
stockholders at the Annual Meeting of Stockholders on Aug. 8,
2014.  The Company's common stock continues to trade on the OTCQB
marketplace under ITUS Corporation and the new stock symbol is
"ITUS."

                      About ITUS Corporation

ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion.  The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.

CopyTele incurred a net loss of $10.08 million for the year ended
Oct. 31, 2013, a net loss of $4.25 million for the year ended
Oct. 31, 2012, and a net loss of $7.37 million for the year ended
Oct. 31, 2011.


COPYTELE INC: Cancels License Pact with Videocon
------------------------------------------------
ITUS Corporation's predecessor Company, CopyTele, Inc., has agreed
to amicably end its arrangement with Videocon Industries Limited,
resulting in the termination of the Amended and Restated
Technology License Agreement entered into by the parties on
May 16, 2008, and terminating Videocon's rights to ITUS's valuable
Nano Field Emission Display technology.  Corresponding $5 million
loans that were made by affiliates of ITUS and Videocon in
connection with the 2008 transactions are also being cancelled,
resulting in a positive adjustment to ITUS's shareholders equity
of approximately $850,000, and the return of 20 million shares of
ITUS stock that was pledged in connection with the loans.

Robert Berman, ITUS's president and CEO stated, "We are pleased to
have reached agreement with Videocon, allowing us to resolve one
of the few remaining issues that tied us to CopyTele's past.  In
November of this year, our final legacy issues will be adjudicated
via a 2-week trial against AU Optronics Corp., involving our
patented Electrophoretic Display technology and nFED technology,
as part of an arbitration where we are seeking over $300 million
in damages from AUO.  We are in the process of completing our
discovery in the AUO arbitration, and are very encouraged with the
compelling evidence that we have uncovered so far."

ITUS's Nano Field Emission Display or nFED technology is protected
by 26 U.S. patents.

                      About ITUS Corporation

ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion.  The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.

CopyTele incurred a net loss of $10.08 million for the year ended
Oct. 31, 2013, a net loss of $4.25 million for the year ended
Oct. 31, 2012, and a net loss of $7.37 million for the year ended
Oct. 31, 2011.

CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.


COPYTELE INC: Court Rules in Loyalty Conversion Systems Cases
-------------------------------------------------------------
ITUS Corporation announced that the U.S. District Court for the
Eastern District of Texas issued several rulings in affiliate
Loyalty Conversion Systems Corporation's lawsuits against several
domestic airlines.  On September 2, the Court issued a claims
construction ruling where it construed several claim terms
disputed by the parties from both patents at issue in the
lawsuits.  On September 3, the Court issued a further ruling,
where it deemed the subject matter covered by the two patents in
the lawsuit as not patentable, therefore rendering both patents
invalid.  The LCSC portfolio currently consists of 22 other
patents, including 10 new patents that were issued in the past
year.

Robert Berman, ITUS's president and CEO stated, "The issue of what
is and is not patentable subject matter has been in flux and the
subject of much debate in recent years, and was recently addressed
by the U.S. Supreme Court in the CLS Bank decision.  The District
Court relied on the recent CLS Bank decision in invalidating both
of these patents.  Although we are studying the Court's opinion,
the prospects of an appeal, and the impact of the decision on the
other 22 patents in the LCSC portfolio, our business model has
always been to diversify so that we are not overly dependent on
any one patent portfolio.  We have 5 other active patent assertion
campaigns and more on the way, so we do not expect this decision
to have a significant impact on our ongoing operations."

                      About ITUS Corporation

ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion.  The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.

CopyTele incurred a net loss of $10.08 million for the year ended
Oct. 31, 2013, a net loss of $4.25 million for the year ended
Oct. 31, 2012, and a net loss of $7.37 million for the year ended
Oct. 31, 2011.

CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.


COYOTE MOON: Bankruptcy Court Dismisses Chapter 11 Case
-------------------------------------------------------
A bankruptcy judge dismissed the Chapter 11 case of Coyote Moon
L.P. at the behest of the U.S. Trustee.

The bankruptcy court, in its order stated that the Debtor did not
file any opposition to the motion for dismissal.  The court
ordered the Debtor pay $650 in unpaid quarterly fees to the U.S.
Trustee.

As reported in the TCR on July 7, 2014, Peter C. Anderson, U.S.
Trustee for Region 16, sought the dismissal, stating that the
Debtor lost possession and title to its primary asset and thereby
lacked the ability to generate income to reorganize.  The U.S.
Trustee added that dismissal is also necessary because the Debtor
has not filed any monthly operating reports and has failed to
comply with the U.S. Trustee Guidelines applicable to debtors-in-
possession.

Coyote Moon is a single asset real estate entity.  The U.S.
Trustee recounted that on Jan. 14, 2014, the Court found that the
Debtor filed chapter 11 in bad faith as part of a scheme to
hinder, delay and defraud creditors from exercising their state
law remedies with respect to two properties.  The Court granted a
lender permission to foreclose and the lender recently completed
its foreclosure efforts.  As a result, the Debtor does not own any
property to manage or a business to operate, does not generate
cash flow, and does not claim any future sources of income or
revenue.

After the Court granted stay relief, the Debtor and its counsel
lost interest in the case, the U.S. Trustee said.  The Debtor did
not file any monthly operating reports or pay its quarterly fees.
The Debtor's counsel did not file an employment application.  The
Debtor's failure to comply with the debtor-in-possession reporting
requirements constitutes "cause" to dismiss.

                         About Coyote Moon

San Bernardino, California-based Coyote Moon L.P. filed a Chapter
11 bankruptcy petition (Bankr. C.D. Cal. Case No. 13-30080) in
Riverside, California, on Dec. 17, 2013.  The Debtor estimated
assets of at least $10 million and liabilities of between
$1 million and $10 million.  Gil Rodriguez, Jr., signed the
petition as general partner.  Stephen R Wade, Esq., at The Law
Offices of Stephen R Wade, serves as the Debtor's counsel.  Judge
Wayne E. Johnson presides over the case.


CRS HOLDING: Section 341(a) Meeting Scheduled for Oct. 15
---------------------------------------------------------
A meeting of creditors in the bankruptcy case of CRS Holding of
America, LLC, et al., will be held on Oct. 15, 2014, at 1:30 p.m.
at Tampa, FL (860) - Room 100-A, Timberlake Annex, 501 E. Polk
Street.  Creditors have until Dec. 29, 2014, to submit their
proofs of claim.

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.

                   About CRS Holding of America

CRS Holding of America, LLC, operates a full service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes.  CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.

CRS Holding and 21 subsidiaries filed Chapter 11 petitions
(Bankr. M.D. Fla. Lead Case No. 14-bk-10142) in Tampa, Florida, on
Aug. 29, 2014.  CRS Holding estimated total assets of $50 million
to $100 million and liabilities of $10 million to $50 million.
The petitions were signed by Robert Swett, receiver and chief
restructuring officer.

The cases are assigned to Judge K. Rodney May.  The Debtors have
hired Shumaker, Loop & Kendrick, LLP, as counsel.


CRS HOLDING: Has Interim Approval of $750,000 DIP Loan
------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Tampa Division, gave CRS Holding of America, LLC, et al., interim
authority to obtain from Regions Bank debtor-in-possession
financing up to an aggregate principal amount of $750,000.

As security for all postpetition obligations, the Lender is
granted a first priority, perfected security interest in and lien
upon all the collateral, senior in all respects to all other
present and future liens or claims, except unavoided and/or
unsubordinated landlord liens pending a final hearing on the
request to obtain financing.

G&I VII Tampa East, LLC, a landlord to the Debtors, asked that if
the Court authorizes the Debtors to obtain postpetition financing,
then provisions must be made to provide for the removal by the
Debtors of hazardous substances and clean up of the three leased
premises in accordance with applicable state and federal
environmental laws designed to protect the public's health and
safety.

The Debtors have filed a motion seeking to reject their lease with
G&I VII, and G&I VII, in response, does not object to the
rejection of the lease provided that the Debtors are directed to
remove the hazardous substances they've accumulated in the
premises and clean up the premises in accordance with applicable
state and federal environmental laws.

The matter is set for a final hearing at Sept. 29, 2014, at 1:30
p.m.  Objections must be received on or before Sept. 26.

A full-text copy of the Interim DIP Order is available at
http://bankrupt.com/misc/CRSdipord0904.pdf

Counsel for the Lender is:

         Keith Fendrick, Esq.
         Noel Boeke, Esq.
         HOLLAND & KNIGHT LLP
         P.O. Box 1288
         Tampa, FL 33601-1288
         Email: keith.fendrick@hklaw.com
                noel.boeke@hklaw.com

G&I is represented by:

         Kenneth G.M. Mather, Esq.
         GUNSLER, YOAKLEY & STEWART, P.A.
         401 E. Jackson Street, Suite 2500
         Tampa, FL 33602
         Tel: (813) 222-6630
         Fax: (813) 228-6739
         Email: kmather@gunster.com

                   About CRS Holding of America

CRS Holding of America, LLC, operates a full service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes.  CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.

CRS Holding and 21 subsidiaries sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on Aug.
29, 2014.

CRS estimated total assets of $50 million to $100 million and debt
of $10 million to $50 million.  The Debtors' outstanding loan
balances to secured creditors are: Regions Bank, $15 million; JY
Creative Holdings, Inc. $6.8 million; and Intersection, LLC,
$250,000.  The Debtors estimate that general unsecured claims
total $5 million.

The cases are assigned to Judge K. Rodney May.

The Debtors have tapped Shumaker, Loop & Kendrick, LLP, as
counsel.


CRS HOLDING: DOJ Watchdog Seeks Appointment of Ch. 11 Trustee
-------------------------------------------------------------
Guy G. Gebhart, the Acting U.S. Trustee for Region 21, asks the
U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, to direct the appointment of a trustee for the Chapter
11 cases of CRS Holding of America, LLC, and its debtor
affiliates.

The U.S. Trustee asserts that the appointment of a Chapter 11
trustee better serves the interests of the Debtors' estates and is
more consistent with the policy of the Bankruptcy Code, pointing
out that the scheme of the Bankruptcy Code is hostile to the
concept of a receiver in bankruptcy.  The U.S. Trustee
specifically points to Section 105(b) which expressly prohibits a
bankruptcy court from appointing a receiver.  A receiver has been
appointed for the Debtors, but the U.S. Trustee contends that the
receivership is the creation of another court and, therefore, the
receiver answers to that court, and not to the Bankruptcy Court.
Moreover, the U.S. Trustee says the receiver's appointment
resulted from an action by a secured creditor and the method by
which the receiver was selected likely did not follow a procedure
with similar safeguards designed to insure disinterestedness.

The U.S. Trustee is represented by:

         Benjamin E. Lambers, Esq.
         Trial Attorney
         501 E. Polk Street, Suite 1200
         Tampa, FL 33602
         Tel: (813) 228-2000
         Fax: (813) 228-2303
         Email: Ben.E.Lambers@usdoj.gov

                   About CRS Holding of America

CRS Holding of America, LLC, operates a full service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes.  CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.

CRS Holding and 21 subsidiaries sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on Aug.
29, 2014.

CRS estimated total assets of $50 million to $100 million and debt
of $10 million to $50 million.  The Debtors' outstanding loan
balances to secured creditors are: Regions Bank, $15 million; JY
Creative Holdings, Inc. $6.8 million; and Intersection, LLC,
$250,000.  The Debtors estimate that general unsecured claims
total $5 million.

The cases are assigned to Judge K. Rodney May.

The Debtors have tapped Shumaker, Loop & Kendrick, LLP, as
counsel.


CRS HOLDING: Secured Creditor Seeks Dismissal of Ch. 11 Cases
-------------------------------------------------------------
JY Creative Holdings, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Florida, Tampa Division, to dismiss the
bankruptcy cases filed by Robert Swett on behalf of CRS Holding of
America, LLC, and its debtor affiliates, asserting that the
Receiver lacks standing to file the cases.

JY Creative, a secured and unsecured creditor of the Debtors, a
member of the board of directors, and a stockholder, asserts that
the appointment of a receiver does not deprive the corporate
directors of the power to file a bankruptcy petition.  JY Creative
further asserts that the Receiver, while clothed with many of the
powers and duties of a director of a corporation as a result of
the receivership order, is not a substitute director and is not
the corporation, and the filing of the bankruptcy petition must
have the effect of terminating the receivership.

JY Creative is represented by:

         Nathan A. Carney, Esq.
         CARNEY LAW FIRM, P.A.
         400 N. Ashley Drive
         Suite 2600
         Tampa, FL 33602
         Tel: (813) 712-8776
         Fax: (813) 712-8780
         Email: ncarney@carneylawfirm.com

                   About CRS Holding of America

CRS Holding of America, LLC, operates a full service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes.  CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.

CRS Holding and 21 subsidiaries sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on Aug.
29, 2014.

CRS estimated total assets of $50 million to $100 million and debt
of $10 million to $50 million.  The Debtors' outstanding loan
balances to secured creditors are: Regions Bank, $15 million; JY
Creative Holdings, Inc. $6.8 million; and Intersection, LLC,
$250,000.  The Debtors estimate that general unsecured claims
total $5 million.

The cases are assigned to Judge K. Rodney May.

The Debtors have tapped Shumaker, Loop & Kendrick, LLP, as
counsel.


CRS HOLDING: Has Authority to Reject Weston Lease
-------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Tampa Division, authorized CRS Holding of America, LLC, et al., to
reject the lease with Weston Riverport, LLC, concerning the
property located at 7100A Intermodal Drive, in Louisville,
Kentucky, as of Aug. 29, 2014.  The Debtors will removal any
personal property which they intend to recover on or before
Sept. 10.

                   About CRS Holding of America

CRS Holding of America, LLC, operates a full service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes.  CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.

CRS Holding and 21 subsidiaries sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on Aug.
29, 2014.

CRS estimated total assets of $50 million to $100 million and debt
of $10 million to $50 million.  The Debtors' outstanding loan
balances to secured creditors are: Regions Bank, $15 million; JY
Creative Holdings, Inc. $6.8 million; and Intersection, LLC,
$250,000.  The Debtors estimate that general unsecured claims
total $5 million.

The cases are assigned to Judge K. Rodney May.

The Debtors have tapped Shumaker, Loop & Kendrick, LLP, as
counsel.


CRUMBS BAKE SHOPS: Completes $7MM Sale; Shareholders Get Nothing
----------------------------------------------------------------
Crumbs Bake Shops, Inc. on August 29, 2014, completed the sale of
the Company's assets for a credit bid of approximately $7,140,000
and the assumption of various liabilities.


On July 11, 2014, in connection with its pending bankruptcy
proceeding, Crumbs Bake Shops entered into an Asset Purchase
Agreement with Lemonis Fischer Acquisition Company LLC, for the
sale of substantially all of the assets of the Company (other than
certain excluded assets including cash and cash equivalents).

There are no cash proceeds and the credit bid resulted in the
repayment of all indebtedness to Lemonis Fischer Acquisition,
which held a first priority security interest in the assets of the
Company. The Company's remaining assets will be liquidated and the
proceeds thereof will be utilized to pay unsecured liabilities in
accordance with applicable law and certain advisors' fees and
expenses. The Company does not expect that there will be any
proceeds available for distribution to shareholders of the
Company.

                       About Crumbs Bake Shop

Crumbs Bake Shop, Inc., 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.  Prime Clerk LLC is the Debtors' claims and noticing
agent.  Judge Michael B. Kaplan oversees the jointly administered
cases.

The U.S. Trustee appointed three creditors to serve in the
Official Committee of Unsecured Creditors.   Sharon L. Levine,
Esq., at Lowenstein Sandler LLP serves as Committee's counsel.

                           *     *     *

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


CWGS ENTERPRISES: S&P Raises CCR to 'B+' on Lower Leverage
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Lincolnshire, Ill.-based RV dealer and membership
services company CWGS Enterprises LLC to 'B+' from 'B'.  The
outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's senior secured credit facility to 'BB-' from 'B+'.  The
recovery rating remains '2', indicating S&P's expectation for
substantial (70% to 90%) recovery for lenders in the event of a
payment default.

The upgrade reflects S&P's expectation for sustained improvement
in same-store RV demand in the company's dealership segment (which
represented 70% of CWGS' total gross margin in the 12 months ended
June 2014) and S&P's expectation for relative revenue stability in
the company's membership services and retail segments through
2015.  S&P believes the drivers for improved RV demand include
higher levels of consumer spending on this relatively big ticket
discretionary leisure purchase, as well as a normalization of
financing standards by third-party consumer lenders following
several years of tight credit availability.  EBITDA grew in the
first half of 2014 in the mid-teens percentage area, resulting in
an improvement in lease-adjusted debt to EBITDA to the high-4x
area as of June 30, 2014, from the low-5x area as of Dec. 2013.
While S&P expects recent good growth rates to moderate over the
next few quarters from constraints in production capacity in the
RV industry, the upgrade reflects our expectation that modest
EBITDA growth will drive lease-adjusted debt to EBITDA to the mid-
4x area by 2015.  This level of adjusted leverage is comfortably
aligned with an improved "aggressive" financial risk assessment,
compared with S&P's previous financial risk assessment of "highly
leveraged."

S&P's 'B+' corporate credit rating on CWGS reflects its assessment
of the company's business risk profile as "weak" and its financial
risk profile as "aggressive."


DETROIT, MI: Judge Challenges Plan Opponents in Day 2 of Trial
--------------------------------------------------------------
Katy Stech, writing for The Wall Street Journal, reported that the
second day of the trial on the city of Detroit's plan of debt
adjustment was more tense compared to the first day as U.S.
Bankruptcy Judge Steven Rhodes challenged opponents to the city's
plan.

Kelsey Butler, writing for The Deal, reported that bond insurers
Syncora Guarantee Inc. and Financial Guaranty Insurance Corp.,
argued that the plan is not in the best interest of all creditors,
unfairly discriminates against the bond insurers, has not been
proposed in good faith, and has violated the creditors' due
process rights with a "break-neck pace" to confirmation.

According to the Journal, at one point, Judge Rhodes insisted that
Syncora lawyer Marc Kieselstein disclose how much the bond insurer
would actually accept as repayment.  When Mr. Kieselstein
responded that his client would accept repayment of 75% of its
claim, Judge Rhodes asked him where the city would get the money
to repay Syncora, the Journal related.

The Journal further related that Judge Rhodes also asked Alfredo
Perez, a lawyer for FGIC to explain when it is appropriate for the
city to sell property to repay its debts, and asked that it the
city owned the schools and libraries, would the bond insurer press
for those to be sold too.  Mr. Perez said "no" because a city gets
to keep assets for the health, welfare and safety, the Journal
said.

                 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: S&P Lowers Rating on 5 CUSIPs Revenue Bonds to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services, on Sept. 4, 2013, lowered its
ratings on five CUSIPs of Detroit's outstanding sewerage disposal
and water supply revenue bonds to 'D' from 'CC', as S&P indicated
it would do in its report dated Aug. 28, 2014.

All bond CUSIPs rated 'D' are subject to what S&P considers a
distressed exchange, because some portion of each bond CUSIP was
purchased below par pursuant to a tender offer, which was financed
by the Michigan Finance Authority's (MFA) series 2014C and D bonds
(MFA series 2014C and D bonds), and the bond CUSIPs were
considered impaired for most of the duration of the tender
invitation period that ended on Aug. 21, 2014.

"We currently intend to assign a 'BBB+' rating to the bond CUSIPs
after closing of the MFA series 2014C and D bonds because at that
point, the only outstanding portion of the bond CUSIPs will be the
untendered portion not considered subject to a distressed
exchange.  This is the rating we have on both the MFA series 2014C
and D bonds and other sewer and water revenue bonds issued by
Detroit," S&P said.


DEWEY & LEBOEUF: Trustee Seeks $84K in Two Clawback Suits
---------------------------------------------------------
Law360 reported that the secured-lender trustee for Dewey &
LeBoeuf LLP sued two companies over $84,000 worth of legal fees
that they allegedly still owe the now-defunct firm for services
rendered.  According to the report, trustee FTI Consulting Inc.
sued Norwalk, Connecticut-based Clipper Ship Ventures LLC for
$40,726 and Southport, Connecticut-based Aviation Capital Partners
LLC for $43,868, saying each received legal services from the firm
and has not paid for them.

                      About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DIALOGIC INC: Approves $770,000 Retention Bonuses for Executives
----------------------------------------------------------------
Dialogic Inc., upon the recommendation of the Company's
compensation committee and the approval of the Company's board of
directors, entered into retention agreements with Mr. Kevin Cook,
its president and chief executive officer; Mr. Robert Dennerlein,
its executive vice president, chief financial officer; and Mr.
Anthony Housefather, its executive vice president, corporate
affairs and general counsel.

The retention agreements provide that each executive officer will
receive a payment on or around Sept. 15, 2014, (but in any event
before Oct. 1, 2014), so long as the executive officer remains
employed through the date of payment.  Mr. Cook is eligible to
receive a First Payment of $320,000, and Messrs. Dennerlein and
Housefather are each eligible to receive a First Payment of
$50,000.  However, if the executive officer resigns his employment
without "Good Reason" prior to Nov. 28, 2014, or if the executive
officer's employment is terminated for "Cause" prior to Nov. 28,
2014, then the executive officer must return the First Payment
within 30 days of the executive officer's termination of
employment.

The retention agreements also provide that each executive officer
will receive an additional payment on or around March 15, 2015, so
long as the executive officer remains employed through Feb. 28,
2015, except that the Second Payment will still be made if (i) the
executive officer resigns his employment with "Good Reason" prior
to Feb. 28, 2015 or the executive officer's employment is
terminated without "Cause" prior to Feb. 28, 2015 and (ii) the
executive officer complies with the requirements to receive
"Severance Benefits" as set forth in the executive officer's
Employment Agreement.  Mr. Cook is eligible to receive a Second
Payment of $250,000, and Messrs. Dennerlein and Housefather are
each eligible to receive a Second Payment of $50,000.

                           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.

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.

The Company warned in its quarterly report for the period ended
June 30, 2014, that 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.


DICKINSON COUNTY: Fitch Lowers Rating on $21.455MM Bonds to 'B'
---------------------------------------------------------------
Fitch Ratings has downgraded to 'B' from 'BB-' the rating on
$21,455,000 fixed rate bonds, series 1999, issued by Dickinson
County Healthcare System (DCHS).

The Rating Outlook is Negative.

SECURITY

The bonds are secured by a pledge of net revenues, investment
income, and bond funds under the indenture agreement.

KEY RATING DRIVERS

VERY WEAK LIQUIDITY: The downgrade to 'B' is driven by continued
decline in unrestricted cash and investments, which totaled $7
million at June 30, 2014 compared to $10.7 million one year prior.
Liquidity metrics of 29.8 days cash on hand, 1.7x cushion ratio,
and 27.4% cash to debt provides very limited cushion against
negative operating variability.  However, unrestricted cash and
investments at July 31, 2014 were reported at $8.8 million, a 25%
improvement from the prior month.

IMPROVING OPERATIONS: At the time of Fitch's last review, DCHS
posted an operating loss of $3.8 million in the six months ended
June 30, 2013.  In the following year, profitability improved
dramatically, and DCHS posted an operating loss of $1.7 million in
the fiscal year ended (FYE) Dec. 31, 2013, and a gain of $484,000
in the six months ended June 30, 2014.  Management attributes the
positive trend to recovering inpatient volumes, enhanced other
revenues, and expense reduction initiatives taking hold.

HIGH DEBT BURDEN: Debt burden is relatively high with maximum
annual debt service (MADS) a high 4.6% of revenues.  Combined with
weak cash flows, MADS coverage was 1.5x in fiscal 2013 and 2012.
However, DCHS has consistently met the debt coverage ratio
requirement under the bond indenture.

LEADING MARKET POSITION: DCHS continues to maintain its dominant
market position in the region.  Market share in the primary
service area was 87% for inpatient services and 77% for outpatient
services in 2013.

RATING SENSITIVITIES

LIQUIDITY GROWTH NEEDED: The Negative Outlook reflects Fitch's
concerns around continued balance sheet deterioration despite
operational improvements realized in 2014.  A return to Stable
Outlook will be predicated on DCHS's ability to sustain better
performance exhibited year to date and to reverse the erosion in
unrestricted cash and investments.

CREDIT PROFILE

DCHS is a 96-bed acute care hospital providing primary and
secondary services located in Iron Mountain, on Michigan's Upper
Peninsula.  In fiscal 2013, DCHS generated total revenues of $89.8
million.

Signs of Operational Turnaround

DCHS was able to reduce its operating loss to $1.7 million through
the 2013 year-end, compared to a loss of $3.8 million posted
through the six months ended June 30, 2013.  Financial improvement
was supported by inpatient volume growth, enhanced 340B program
revenue, electronic health record incentive revenue, and expense
reductions.  Signs of continued recovery were evident through the
six months ended June 30, 2014, with an operating income of $484K
(1.1% operating margin).  Management expects the positive trend to
continue and end fiscal 2014 with a positive operating income for
the first time since 2007, which Fitch believes is attainable.

Very Low Liquidity

Liquidity declined further in 2014 with $7 million of unrestricted
cash and investments at June 30, 2014 compared to $9.7 million at
FYE 2013 and $19.9 million at FYE 2010.  Liquidity metrics of 29.8
days cash on hand, 1.7x cushion ratio, and 27.4% cash to debt
compare unfavorably against Fitch's below investment-grade medians
and is a key credit concern.  Management reported unrestricted
liquidity improved to $8.8 million at July 31, 2014.

Modest Increase in Capital Spending

Investments in capital are expected to increase following few
years of muted capital spending.  Excluding the medical office
building project that has been on hold, capital spending is
budgeted at $5.3 million in 2014 and $5.8 million in 2015, which
would slightly exceed depreciation levels.  Fitch believes it is
imperative that DCHS maintain its improved cash flow in order to
fund necessary capital expenditures.  Any further erosion to
DCHS's current liquidity position due to capital spending will
lead to negative rating action.

Unfavorable Debt Metrics

At June 30, 2014, DCHS had $25.7 million in long-term debt
outstanding, consisting of $21.5 million in series 1999 fixed rate
bonds, $3.9 million in series 2004 fixed rate loan, and small
notes and leases.  Debt burden is relatively high with 4.6% in
MADS as a percentage of revenues and 60.1% debt to capitalization.
Due to weak profitability and EBITDA generation, coverage of MADS
was also weak at 1.5x in 2013 and 2012.  However, DCHS has
consistently met its debt coverage ratio required under the bond
indenture, despite significant variability in operating
performance.

Leading Provider as a Sole Community Hospital

DCHS is designated as a sole community provider, as its closest
competitor is approximately 43 miles away.  Given its geographic
location, DCHS continues to hold a dominant market position, with
87% of inpatient market share and 77% of outpatient market share
in 2013.  DCHS continued to enhance its service offerings in the
last few years, opening a wound care clinic and adding physicians
in cardiology, urology, pulmonology, orthopedics, and ENT.  While
DCHS's dominant market position is viewed favorably, Fitch also
recognizes that DCHS's performance is highly dependent on the
service area utilization trends and is susceptible to resulting
operating and financial volatility.


EDUCATION MANAGEMENT: Finalizes Restructuring Support Agreement
---------------------------------------------------------------
Education Management Corporation on Sept. 5 disclosed that it has
finalized a Restructuring Support Agreement previously announced
on Aug. 27, 2014.  Creditors holding in excess of 94 percent of
the company's aggregate debt (including Lenders holding in excess
of 98 percent of the company's existing secured bank debt (the
"Consenting Lenders")) and the company's principal shareholders
have signed the agreement.

"We believe the strong support of our lenders, note holders and
principal shareholders for the restructuring will provide us with
a capital structure that better aligns with the current operating
environment," said Mick J. Beekhuizen, Education Management CFO.
"We appreciate the cooperation demonstrated during this process
and look forward to continued cooperation by the parties to
successfully implement the restructuring."

Phase one of the restructuring will reduce the company's funded
debt by approximately $1.1 billion, providing for the exchange of
approximately $1.5 billion of outstanding debt as of June 30, 2014
for $400 million of new debt, non-voting preferred equity
interests that would be convertible into common shares and
warrants for the purchase of common shares.

The company intends to offer note holders that have not been party
to the restructuring discussions and/or that have not signed the
Restructuring Support Agreement the chance to participate in the
restructuring, but the support or participation of additional
creditors is not a condition precedent to implementing the
Restructuring Support Agreement.  Subject to applicable regulatory
approvals, the company anticipates closing phase one by no later
than Oct. 30, 2014.

Phase two of the restructuring, whereby a portion of the new
preferred stock will be mandatorily converted into common shares,
and the remainder become convertible at the election of the
holder, remains subject to applicable regulatory approvals and a
shareholder vote.  The company expects to complete phase two of
the restructuring in 2015.

The company's existing shareholders would retain 4 percent of the
outstanding common stock after giving effect to the conversion of
the new preferred stock and receive warrants to purchase an
additional 5 percent of the common stock.

In connection with the restructuring contemplated by the
Restructuring Support Agreement, the company and the Consenting
Lenders have executed an amendment to the company's existing
senior secured credit facility and the company and certain note
holders have executed an exchange agreement in respect of
approximately 86 percent of the company's existing unsecured
notes.

   -- Pursuant to the terms of the amendment to the credit
facility, all financial covenants have been waived through
June 30, 2015, cash interest expense and required amortization
payments have been substantially decreased through June 30, 2015,
and the maturity of the revolving credit facility has been
extended to July 2, 2015.  In addition, the collateral proceeds
waterfall set forth in the pledge and security agreement entered
into in connection with the credit agreement has been amended to
provide that obligations owing to lenders that are not Consenting
Lenders will be paid only after satisfaction in full of
obligations owing to lenders that are Consenting Lenders.

   -- Pursuant to the terms of the exchange agreement,
participating holders of the company's existing senior unsecured
notes have exchanged their notes for new notes the terms of which
provide for the payment of interest in kind (rather than in cash)
through and including March 31, 2015.

EDMC was advised by Evercore Group L.L.C., Wachtell, Lipton, Rosen
& Katz, and McKinsey & Company. The ad hoc group of term lenders
was advised by Houlihan Lokey Capital, Inc. and Milbank, Tweed,
Hadley & McCloy LLP. The ad hoc group of revolving lenders was
advised by FTI Consulting, Inc. and White & Case LLP.  The ad hoc
group of senior noteholders was advised by Houlihan Lokey Capital,
Inc. and Paul, Weiss, Rifkind, Wharton & Garrison LLP.

           About Education Management Corporation

With approximately 119,500 students as of April 2014, Education
Management Corporation -- http://www.edmc.edu-- is among the
largest providers of post-secondary education in North America,
based on student enrollment and revenue, with a total of 110
locations in 32 U.S. states and Canada.  The company offers
academic programs to students through campus-based and online
instruction, or through a combination of both.  The company is
committed to offering quality academic programs and strives to
improve the learning experience for its students.  Its educational
institutions offer students the opportunity to earn undergraduate
and graduate degrees and certain specialized non-degree diplomas
in a broad range of disciplines, including media arts, health
sciences, design, psychology and behavioral sciences, culinary,
business, fashion, legal, education and information technology.


EDUCATION MANAGEMENT: S&P Lowers CCR to 'CC'; Outlook Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Pittsburgh-based for-profit post-secondary school
operator Education Management LLC (EDMC) to 'CC' from 'CCC-'.  The
rating outlook is negative.

At the same time, S&P lowered the issue-level rating on the
company's senior secured credit facilities to 'CC' from 'CCC-', in
accordance with S&P's notching criteria for a '3' recovery rating,
reflecting its expectation for meaningful (50% to 70%) recovery
for lenders in the event of default.

In addition, S&P has affirmed the senior unsecured debt rating at
'C' (which is the lowest possible issue rating for an instrument
that is not in default).  The recovery rating on this debt is '6',
indicating that lenders could expect negligible (0% to 10%)
recovery in the event of a payment default.

The rating action follows EDMC's announcement that it is seeking
to restructure its capital structure by exchanging roughly
$1.1 billion of existing debt for $400 million in new debt in
addition to preferred equity that will be convertible into common
shares.  The restructuring is subject to U.S. Dept. of Education
and shareholder approval, which the company expects to receive in
2015.  Additionally, the company is seeking an amendment to its
senior credit facility that will not only allow time to receive
regulatory approval, but also waive all financial covenants,
reduce cash interest expense, and convert to a PIK structure in
lieu of regular principal amortization through June 30, 2015.  S&P
views the substitution of the PIK structure in place of the
original interest and principal payments as tantamount to a
default.

S&P's rating outlook is negative.  S&P intends to lower the
corporate credit rating to 'SD' and the affected issue-level
ratings to 'D' on Sept. 30, 2014, when the existing recurring
interest and principal payments are scheduled to be converted to
PIK.  S&P expects that it will raise its ratings once the entire
restructuring is finalized and we complete a forward-looking
review that takes into account the company's long-term business
prospects and financial stability.  S&P will also consider
benefits from the proposed debt exchange, which will reduce lease-
adjusted debt leverage to 1x to 2x area (pro forma as of March 31,
2014).  S&P currently expects that the corporate credit rating
would rise no higher than 'B-'.


ENDEAVOUR INT'L: Talisman Ceases to Hold 5% Equity Stake
--------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Talisman Realty Capital Master, L.P., and its
affiliates disclosed that as of Sept. 2, 2014, they beneficially
owned 1,620,570 shares of common stock of Endeavour International
representing 3.12 percent of the shares outstanding.  The
reporting persons previously owned 7,620,570 shares at March 3,
2014, or 14.73 percent equity stake.  A full-text copy of the
regulatory filing is available for free at http://is.gd/pO0u8S

                   About Endeavour International

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

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

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

                           *     *     *

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

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


ENDEAVOUR INT'L: Moody's Lowers Corp. Family Rating to 'Ca'
-----------------------------------------------------------
Moody's Investors Service downgraded Endeavour International
Corporation's Probability of Default Rating (PDR) to Ca-PD from
Caa2-PD, its Corporate Family Rating (CFR) to Ca from Caa2, its
First Priority Note rating to Ca from Caa2, its Second Priority
Note rating to C from Caa3, and its Speculative Grade Liquidity
Rating to SGL-4 from SGL-3. The outlook is negative.

Ratings Downgraded:

Endeavour International Corporation

Corporate Family Rating downgraded to Ca

Probability of Default Rating downgraded to Ca-PD

First Priority Note Rating downgraded to Ca (LGD4)

Second Priority Note Rating downgraded to C (LGD5)

Speculative Grade Liquidity Rating to SGL-4

Outlook negative

Ratings Rationale

The downgrade follows Endeavour's decision to not make interest
payments on its $404 million 12% First Priority Notes due March
2018, $150 million 12% Second Priority Notes due June 2018, and
$18 million 6.5% Convertible Senior Notes due November 2017. The
missed interest payments totaled $33.5 million. The company has a
30-day grace period provided for in the Indentures to cure the
default, which expires October 1, 2014.

Endeavour is engaged in discussions with representatives of
certain holders of its various classes of indebtedness regarding
the potential terms under which the Notes could be restructured so
as to deleverage the company, but so far there has been no agreed
upon resolution. Even if Endeavour reaches an agreement to
restructure its notes, Moody's believes it is likely to view any
such restructuring as a distressed exchange equivalent to a
default. Therefore the ratings have been lowered to reflect the
higher probability of default and Moody's current view as to
recovery.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.


ENDEAVOUR INT'L: Fails to Pay $33.5-Mil. Interest Due Sept. 2
-------------------------------------------------------------
Endeavour International Corporation on Sept. 2 disclosed that it
has decided not to pay $33.5 million in interest due on Sept. 2,
2014 on its 12% First Priority Notes due March 2018, 12% Second
Priority Notes due June 2018 and 6.5% Convertible Senior Notes due
November 2017.  Under the term of the indentures for the Notes,
there is a 30-day grace period during which the Company may elect
to make the interest payment and cure any potential event of
default for non-payment.

A company spokesperson stated: "The Company initiated
conversations with representatives of its various debt holders in
June.  To date, those discussions have not resulted in a
constructive resolution regarding the Company's capital structure.
We believe it is in the best interest of all stakeholders, debt
and equity, to expeditiously address the Company's capital
structure with the goal of reducing debt and the cost of capital
to position the Company for the future.  Endeavour intends to use
the 30-day grace period to continue discussions with all its debt
providers."

The Company is engaged in discussions with representatives of
certain holders of its various classes of indebtedness regarding
the potential terms under which the Notes could be restructured so
as to deleverage the Company.  If the Company decides not to make
the payments by the end of the grace period, the requisite holders
of the Notes could accelerate the repayment of the principal
payments due.  This action would result in cross-defaults to
certain other indebtedness of the Company and its subsidiaries,
including indebtedness of its Endeavour Energy UK Limited
subsidiary.  The Company is in discussions with certain creditors
and their representatives with respect to obtaining certain
amendments and waivers of default resulting from the non-payment
of the September 2, 2014 interest payments and is also seeking a
refinancing of the indebtedness of Endeavour Energy UK Limited.
No agreements regarding such restructuring, amendments and waivers
or refinancing have been entered into at this time, and no
assurances can be given that the Company's efforts will result in
any such agreements.

                   About Endeavour International

Endeavour International Corp -- http://www.endeavourcorp.com/--
is an oil and gas exploration and production company focused on
the acquisition, exploration and development of oil and natural
gas in the North Sea and the United States.


ENDICOTT INTERCONNECT: Plan Solicitation Deadline Moved to Dec. 14
------------------------------------------------------------------
The Hon. Diane Davis of the U.S. Bankruptcy Court for the Northern
District of New York further extended the exclusive period of
Endicott Interconnect Technologies Inc. and its debtor-affiliates
to solicit acceptances of their amended Chapter 11 plan of
liquidation until Dec. 14, 2014.

As reported in the Troubled Company Reporter on May 13, 2014,
EIT on Dec. 23, 2013, filed its Liquidation Plan and proposed
disclosure statement.  The accompanying disclosure materials had
unsecured creditors getting an estimated recovery of 1% to 2% on
about $35 million in claims.  The initial hearing to consider
approval of the Disclosure Statement was held on Feb. 27, 2014.
Since that time, the Debtors' counsel has worked with the Office
of the U.S. Trustee and the Official Committee of Unsecured
Creditors to resolve their objections to the Disclosure Statement.
In addition, the Debtors are working to resolve certain priority
and general unsecured claims that will impact the overall
distribution to creditors in the Chapter 11 cases.

The Debtors intended to file an amended Plan and amended
Disclosure Statement, incorporating the resolved objections and
claims by April 24.

                   About Endicott Interconnect

Endicott Interconnect Technologies, Inc., and its affiliates filed
a Chapter 11 petition (Bankr. N.D.N.Y. Case No. 13-61156) in
Utica, New York, on July 10, 2013, to sell the business before
cash runs out by the end of September.  David W. Van Rossum is the
Debtors' sole officer.  Bond, Schoeneck & King, PLLC, is counsel
to the Debtor.

Based in Endicott, New York, and formed in 2002, EIT is the
successor to the microelectronics division of IBM Corp.  The
products are used in aerospace, defense and medication
applications, among others.

The Company sought Chapter 11 bankruptcy protection after
suffering $100 million in operating losses in the last four years.
In addition to $16 million in secured claims, trade suppliers are
owed $34 million.  There is another $32 million owing for loans
made by shareholders.  The Company said the book value of property
is $36 million.

An official committee of unsecured creditors has been appointed in
the case with Avnet Electronics Marketing, Arrow Electronics,
Inc., Acbel Polytech, Inc., Cadence Design Systems, Inc.,
Orbotech, Inc., Tyco Electronics, and High Performance Copper
Foil, Inc. as members.  The committee is represented by Arent Fox
LLP.

The official creditors' committee said there could be $20.8
million in claims to bring against insiders.  In August 2013, the
judge authorized the committee to conduct an investigation of the
insiders.


ENERGY FUTURE: Bondholders Seek Answers on NextEra's Bid
--------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
Energy Future Holdings Corp. bondholders are seeking information
as to what happened to a proposal from NextEra Energy Inc. for one
of the energy seller's subsidiary, Oncor.

As previously reported by The Troubled Company Reporter, Energy
Future has extended the bid deadline for the rights to a majority
stake in Oncor, its valuable Texas transmission business, due to
an increased interest among potential bidders.  As a result of the
Debtors' filing of their plan to ran an auction process for Onco,
NextEra withdrew its 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.

According to the Journal, the trustee for some $3.5 billion worth
of bonds said the facts leading to NextEra's decision to withdraw
the offer are "entirely undisclosed" and "must be fully explored."
The trustee said Energy Future nor NextEra has not said whether
NextEra has walked away or is still interested in competing for
Oncor, the Journal related.

                      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.


EOS PETRO: Has $12.7-Mil. Net Loss for June 30 Quarter
------------------------------------------------------
Eos Petro, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $12.72 million on $323,121 of oil and gas
sales for the three months ended June 30, 2014, compared with a
net loss of $2.69 million on $197,000 of oil and gas sales for the
same period last year.

The Company's balance sheet at June 30, 2014, showed $1.7 million
in total assets, $6.14 million in total liabilities, and
stockholders' deficit of $4.44 million.

For the six months ended June 30, 2014, the Company reported a net
loss of $28.89 million and had negative cash flows from operating
activities of $737,385.  Management estimates the Company's
capital requirements for the next twelve months, including
drilling and completing wells for the Works Property and various
other projects, will total $1 million.  Errors may be made in
predicting and reacting to relevant business trends and the
Company will be subject to the risks, uncertainties and
difficulties frequently encountered by early-stage companies.  The
Company may not be able to successfully address any or all of
these risks and uncertainties.  Failure to adequately do so could
cause the Company's business, results of operations, and financial
condition to suffer.  As a result, the Company's independent
registered public accounting firm, in its report on the Company's
Dec. 31, 2013 consolidated financial statements, has raised
substantial doubt about the Company's ability to continue as a
going concern.

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

                       http://is.gd/GHPQ9D

Los Angeles-based Eos Petro, Inc., formerly Cellteck, Inc., is
presently focused on the exploration, development, mining,
operation and management of medium-scale oil and gas assets.


EQUITABLE OF IOWA: Fitch Affirms 'BB' Preferred Stock Rating
------------------------------------------------------------
Fitch Ratings has affirmed the 'BBB' Issuer Default Rating (IDR),
the 'BBB-' senior debt rating and the 'BB' junior subordinated
debt rating of Voya Financial, Inc. (Voya), as well as the 'A-'
Insurer Financial Strength (IFS) ratings of the U.S. operating
entities.

The Rating Outlook for all ratings is Positive.

Key Rating Drivers

On March 6, 2014 Fitch revised its Outlook on Voya to Positive
from Stable. The revision in the Outlook reflects the significant
improvement in Voya's balance sheet strength as well as improved
debt servicing capacity. Holding company financial leverage has
declined to 23% at June 30, 2014 from 56% at year-end 2010. Fitch
believes the quality of the company's common equity is better than
peer averages, with minimal exposure to goodwill and other
intangibles.

Fitch considers the aggregate capitalization of Voya, including
captives, to be strong for the current rating level. The estimated
consolidated risk-based capital (RBC) ratio of the company's U.S.
insurance subsidiaries was 501% at June 30, 2014. Fitch expects
reported RBC to remain in the 425% - 450% range over the
intermediate term driven by improved statutory operating
performance offset by distributions to the holding company. Fitch
views positively the 2013 contribution of over $1.8 billion of
capital to Security Life of Denver International to support
certain minimum guarantees in its closed-block variable annuity
products.

Statutory dividend capacity has improved in 2014 after Voya
transferred amounts out of paid-in capital into unassigned funds
in 2013, thereby creating a positive earned surplus account and
ordinary statutory dividend capacity. Fitch expects statutory
interest coverage to be approximately 4.5x in 2014, up from 1.4x
in 2013. This is in excess of Fitch's median ratio guideline for
an 'A' rated company of 3x. During the second quarter of 2014, the
insurance subsidiaries paid a $722 million ordinary dividend to
the holding company. At June 30, 2014 Voya has $879 million of
cash at the holding company level, in excess of its intention to
hold 24 months of liquidity, or roughly $450 million.
Voya's ratings also reflect the large scale and solid business
profile in retirement and individual life markets, improved
operating performance within its core businesses, and conservative
investment portfolio.

Fitch's key rating concerns include the challenges related to the
run-off of Voya's large closed-block VA book, particularly in a
tail-risk scenario. Fitch notes as positive that the company has
utilized dynamic and macro hedging to mitigate the statutory
capital impact associated with changes in the equity markets
and/or interest rates. However, policyholder behavior assumptions
cannot be hedged and therefore remain a risk. At June 30, 2014,
Voya had $4.6 billion in reserves and capital supporting the
closed-block VA book.

The ratings also recognize the company's above-average reliance on
the capital markets for excess reserve financing. Voya's total
financing and commitments (TFC) ratio of 0.9x is high compared to
other peers and is driven by funding for XXX and AXXX reserve
financing, and to a much lesser extent, securities lending
agreements. Voya's recently announced reinsurance transaction with
Reinsurance Group of America, Inc. will improve the TFC ratio
going forward since Voya will unwind one of its captives and the
associated redundant reserve financing.

During the first half of 2014, Voya reported an ongoing business
adjusted operating return on equity (ROE) of 10.9%, up from 10.3%
in 2013 and 8.3% in 2012. Management remains committed to
improving this metric to 12% - 13% by 2016. Fitch believes Voya's
scalable business model is positioned well to participate in the
long-term growth of the retirement savings market. However, Fitch
acknowledges that is a highly competitive segment of the market.

ING Groep N.V. (ING Group) has reduced its stake in Voya to
approximately 32% following the closing of its September 2014
secondary common stock offering and must fully divest its interest
in the company by year-end 2016. Voya's remaining parental ties
include letter of credit facilities provided by ING Bank which
have been significantly reduced and replaced by third party
providers. The remaining facilities are now on an arms-length
basis.

Rating Sensitivities

The key rating triggers that could result in an upgrade include:

-- Continued growth in operating profitability on both a GAAP and
    statutory basis;
-- Sustained maintenance of GAAP adjusted operating earnings-
    based interest coverage of more than 8x and statutory interest
    coverage of more than 4x;
-- Reported RBC above 450%, and financial leverage below 25%;
-- Private sale of closed-block book at good value with boost to
    capitalization and reduction in volatility and risk.

The key rating triggers that could result in a downgrade include:

-- A decline in reported RBC below 375%;
-- Financial leverage exceeding 30%;
-- Significant adverse operating results;
-- Further material reserve charges required in its
    insurance/variable annuity books or a significant weakening of
    distribution channel or scale advantages.

Fitch has affirmed the following ratings with a Positive Outlook:

Voya Financial, Inc.

-- Long-term IDR at 'BBB';
-- 5.5% senior notes due July 15, 2022 at 'BBB-';
-- 2.9% senior notes due Feb. 15, 2018 at 'BBB-';
-- 5.7% senior notes due July 15, 2043 at 'BBB-';
-- 5.65% fixed-to-floating junior subordinated notes due May 15,
    2053 at 'BB'.

Voya Retirement Insurance and Annuity Company

Voya Insurance and Annuity Company
ReliaStar Life Insurance Co.
ReliaStar Life Insurance Company of New York
Security Life of Denver Insurance Company
-- IFS at 'A-'.

Equitable of Iowa Companies, Inc.

-- Long-term IDR at 'BBB'.

Equitable of Iowa Companies Capital Trust II
-- 8.424% Trust Preferred Stock at 'BB'.


EURAMAX INTERNATIONAL: Okays Performance Incentives for Employees
-----------------------------------------------------------------
The Board of Directors of Euramax Holdings, Inc., approved the
Euramax Holdings, Inc., Performance Incentive Plan for certain
employees, including all named executive officers of the Company
other than the president and chief executive officer.

The Plan replaces the participating employees' current annual
bonus program and provides for the payment of bonuses to them
based on the Company's achievement of certain financial and other
milestones over the period commencing on July 1, 2014, and ending
on Dec. 31, 2015.  Each participant will be eligible to earn
bonuses over that period in an aggregate amount ranging from 35%
to 110% of the participant's base salary, subject to the terms and
conditions of the Plan.

                           About Euramax

Based in Norcross, Georgia, Euramax International, Inc., is an
international producer of aluminum, steel, vinyl and
fiberglass products for original equipment manufacturers,
distributors, contractors and home centers in North America and
Western Europe.  The Company was acquired for $1 billion in 2005
by management and Goldman Sachs Capital Partners.

Euramax Int'l has subsidiaries in Canada (Euramax Canada, Inc.),
United Kingdom (Ellbee Limited and Euramax Coated Products
Limited), and The Netherlands (Euramax Coated Products B.V.), and
France (Euramax Industries S.A.).

Euramax Holdings reported a net loss of $24.89 million in 2013, a
net loss of $36.76 million in 2012 and a net loss of $62.71
million in 2011.  Euramax Holdings' balance sheet at March 28,
2014, showed $593.21 million in total assets, $721.29 million in
total liabilities and a $128.08 million total shareholders'
deficit.

                         Bankruptcy Warning

"Any default under the agreements governing our indebtedness,
including a default under the ABL Credit Facility and the Senior
Unsecured Loan Facility, that is not waived by the required
holders of such indebtedness, could leave us unable to pay
principal, premium, if any, or interest on the Notes and could
substantially decrease the market value of the Notes.  If we are
unable to generate sufficient cash flow and are otherwise unable
to obtain funds necessary to meet required payments of principal,
premium, if any, or interest on such indebtedness, or if we
otherwise fail to comply with the various covenants, including
financial and operating covenants, in the instruments governing
our existing and future indebtedness, including the ABL Credit
Facility and the Senior Unsecured Loan Facility, we could be in
default under the terms of the agreements governing such
indebtedness.  In the event of such default, the holders of such
indebtedness could elect to declare all the funds borrowed
thereunder to be due and payable, together with any accrued and
unpaid interest, the lenders under the ABL Credit Facility could
elect to terminate their commitments, cease making further loans
and institute foreclosure proceedings against the assets securing
such facilities and we could be forced into bankruptcy or
liquidation," the Company said in the 2013 Annual Report.

                            *     *     *

As reported by the TCR on Dec. 13, 2012, Moody's Investors Service
downgraded Euramax International, Inc.'s corporate family rating
and probability of default rating to Caa2 from Caa1.  The
downgrade reflects Moody's expectation that the turmoil in
global financial markets and weakness in Europe will continue to
hamper Euramax's revenues and operating margins as well as weaken
key credit metrics.

The TCR, in its July 31, 2014, report, stated that Standard &
Poor's Ratings Services had revised its rating outlook on
Norcross, Ga.-based Euramax International Inc. to negative from
stable and affirmed its 'B-' corporate credit rating.


FAIRMONT GENERAL: Sept. 19 Closing of Sale to Alecto Set
--------------------------------------------------------
U.S. Bankruptcy Judge Patrick M. Flatley approved a stipulation
and order regarding closing date of the sale Fairmont General
Hospital, Inc., et al.'s substantially all assets.

The stipulation entered among the Debtors, purchaser Alecto
Healthcare Services Fairmont LLC, the Official Committee of
Unsecured Creditors, and UMB Bank, N.A., as indenture trustee, was
intended to protect the Debtors' estates from any diminution of
cash and any increase in payables resulting from operations
between the early closing date and the actual closing date.

In this relation, among other things:

   1. The purchaser will complete the closing of the sale by
Sept. 19, 2014; and

   2. To avoid a dispute about the earliest closing date required
pursuant to the asset purchase agreement, the parties agreed to
have the closing date occur on Sept. 19, unless extended by mutual
consent of the parties to the stipulation, to accommodate the
concerns of the Debtors' bankruptcy estates during the period
between Aug. 22, (the early closing date) and Sept. 19 (the
actual closing date.

As reported in the Troubled Company Reporter on July 31, 2014,
Judge Flatley entered an order on July 1, 2014, approving the
Debtors's APA with Alecto Healthcare.  Alecto will be purchasing
the Debtor's assets and will assume certain liabilities for
$15,000,000 cash at closing, plus an additional purchase price of
$300,000 payable in one year after the closing pursuant to a
promissory note to be delivered at closing.

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

The assets sale was open for other higher and better bids.
However, by the deadline, no additional qualified bids were
received.  Before the bid deadline, the Debtors received one bid
package from Monongalia Health Systems, Inc. but it was for a
certain real property known as the Connector Property and not for
all of the Debtors' assets.  It didn't constitute a qualified bid
pursuant to the Court's bidding procedures order.

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

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

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

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

            About Fairmont General Hospital Inc.

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

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

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

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

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

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


FBOP CORPORATION: Banks Say They're Entitled to Tax Interest
------------------------------------------------------------
Law360 reported that defunct financial company FBOP Corp. and two
banks it owed money filed motions in Illinois federal court to
prevent the Federal Deposit Insurance Corporation from claiming
that the bankrupt company's transfers of liens to the banks were
fraudulent.  According to the report, JPMorgan Chase Bank and BMO
Harris Bank NA said the FDIC's amended complaint failed to state
claims against either of them.


FRONTIER COMMUNICATIONS: Fitch Rates New $1.5BB Note Offering 'BB'
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to Frontier
Communications Corporation's (Frontier) (NYSE: FTR) proposed
senior unsecured note offering of $775 million due 2021 and $775
million due 2024.  Frontier's Issuer Default Rating (IDR) is 'BB'
and the Rating Outlook is Stable.

Proceeds from the offering are expected to be used to fund
Frontier's acquisition of wireline assets in the state of
Connecticut from AT&T, Inc.  The transaction is expected to close
in the fourth quarter 2014, and until that time the net proceeds
will be placed in escrow.  Should the transaction not be completed
by Aug. 17, 2015, the notes will be redeemed at par, plus
interest.

KEY RATING DRIVERS

AT&T Line Acquisition: Frontier has agreed to acquire certain
wireline assets in the state of Connecticut from AT&T for $2
billion in cash.  Debt mostly funds the transaction, and will lead
to an approximate 0.4x increase in Frontier's net leverage.
Following the acquisition, Frontier's net leverage is expected to
be in the range of 3.7x to 3.8x and will remain elevated over the
next couple of years.

Acquisition Improves Scale: Fitch believes the positive aspects of
the transaction include the increased scale of Frontier on a post-
transaction basis, including improved free cash flow (FCF, defined
as net cash provided by operating activities less capital spending
and dividends).  The assets being acquired will not require
material additional capital spending given past network upgrades
by AT&T with respect to its U-Verse platform.  A moderate amount
of addition capital spending will be directed to the upgrade of
rural broadband speeds.

Revenue Pressures Slowly Abating: During 2013 and through the
first half of 2014, business and residential customer revenue
declines have moderated and are approaching stability, although
potential headwinds from competitive pressures and the economy
remain in place.

Manageable Maturities: Excluding this transaction-related
financing, Frontier is not expected to need to access the capital
markets to refinance maturing debt through at least 2016.
Existing principal repayments of approximately $641 million over
2014-2016 can be managed with cash expected to be on the balance
sheet plus FCF.

Liquidity Solid: Supporting the rating is Frontier's ample
liquidity, which is derived from its cash balances and its $750
million revolving credit facility.  At June 30, 2014, Frontier had
$802 million in balance sheet cash.  Fitch expects 2014 FCF to be
under the $461 million generated in 2013 as a result of lower
EBITDA, higher interest expense and higher cash taxes.

Frontier's expectations for 2014 capital spending-- excluding any
spending related to the acquisition --range from $575 million to
$625 million, with the mid-point down from the $635 million spent
in 2013.  Capital spending on fiber-to-the-cell-tower projects
will decline in 2014.  In 2014, cash taxes are expected to rise to
$130 million to $160 million, up from $94 million in 2014.

Credit Facility and Debt Maturities: The $750 million senior
unsecured credit facility is in place until May 2018.  The
facility is available for general corporate purposes but may not
be used to fund dividend payments.  The main financial covenant in
the revolving credit facility requires the maintenance of a net
debt-to-EBITDA level of 4.5x or less during the entire period.
Net debt is defined as total debt less cash exceeding $50 million.

Frontier has approximately $30 million of scheduled principal
repayments due in the remainder of 2014, $263 million due in 2015,
and $348 million due in 2016.

RATING SENSITIVITIES

Considerations for a Positive Rating Action:

   -- Given Fitch's leverage expectations over the next two to
      three years, a positive action is not anticipated.

Considerations for a Negative Rating Action:

   -- If net leverage equals or exceeds 4.0x, a Negative rating
      action could take place.


GARLOCK SEALING: Coltec Wants an Independent Fee Examiner
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that Coltec
Industries Inc., a subsidiary of Garlock Sealing Technologies
LLC's owner, filed papers asking the bankruptcy judge in
Charlotte, North Carolina, to appoint an independent fee examiner
to review fee requests and make recommendations to the court after
complaining that the fees of lawyers representing asbestos
claimants are too high.

According to the report, Coltec said that counsel for the official
committee of asbestos personal injury claimants has already
incurred $26.9 million in fees, compared to about $21.4 million
the same firm incurred in fees over a thirteen-year period to
represent the asbestos committee in the W.R. Grace case.

                      About Garlock Sealing

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

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

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

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

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

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

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


GENERAL MOTORS: Canadian Class Action Trial to Begin Tomorrow
-------------------------------------------------------------
Sotos LLP on Sept. 5 disclosed that trial will begin on
September 9, 2014 in a class action lawsuit on behalf of 182
former Canadian GM auto dealers terminated at the time of GM
Canada's 2009 government-funded auto bailout.

The suit names General Motors of Canada Limited (GMCL), a
subsidiary of General Motors Company and Cassels Brock & Blackwell
LLP, a major Canadian law firm.

The lawsuit, seeking $750 million in damages, alleges:

GM breached provincial franchise laws through a high-pressure,
fast-paced campaign to eliminate the dealerships at minimal cost
under the threat of a GMCL bankruptcy filing in Canada in May
2009.

Cassels was retained by the Canadian GM dealers to act for them in
an expected restructuring but was in a conflict of interest
because it also acted for the Government of Canada on the GM auto
bailout.

GMCL gave insufficient time and misleading information to the
dealers when it presented the termination package.  GMCL
threatened to seek formal insolvency protection if any of the
dealers rejected the offer.

With only six days to respond to the offer, dealers turned to
Cassels.  But Cassels, without having disclosed its conflict of
interest to the dealers, took a passive role and left the dealers
with no viable alternatives. Without effective representation and
with no remaining time to organize a collective response, the vast
majority of dealers signed back the termination offer as presented
by GMCL and wound down their businesses.

GMCL did not file for bankruptcy protection, unlike its parent
company which made a formal Chapter 11 filing in the United
States.

In a 68-page decision certifying the case as a class action in
2011, the Honourable Justice G.R. Strathy (now Chief Justice of
Ontario) described the tumultuous events that took place over six
days in May 2009 while GMCL sought to eliminate the dealers.

The class includes dealers in every Canadian province.  Former
owner/operators of dealerships in Toronto, Ottawa and Kingston
will testify on behalf of the plaintiff class.

The trial in Trillium Motor World Ltd. v. General Motors of Canada
Limited and Cassels Brock & Blackwell LLP begins September 9, 2014
at 10 AM at 330 University Ave. Toronto, Courtroom 5-1.

The certification decision is available at: http://is.gd/USegxF

The court filed statement of claim is available at:
http://is.gd/NQ1HN5

The dealers are jointly represented by the Toronto law firms
WeirFoulds LLP -- http://www.weirfoulds.com-- and Sotos LLP --
http://www.sotosllp.com

                     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.

                         *     *     *

The Troubled Company Reporter, on Aug. 29, 2014, reported that
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
General Motors Company (GM) and its General Motors Holdings LLC
(GM Holdings) subsidiary at 'BB+'.  In addition, Fitch has
affirmed GM Holdings' secured revolving credit facility rating at
'BBB-' and GM's senior unsecured notes rating at 'BB+'.  The
Rating Outlook for GM and GM Holdings is Positive.


GIGGLES N HUGS: Posts $477K Net Loss in Q2 Ended June 29
--------------------------------------------------------
American Sands Energy Corp. filed its quarterly report on Form 10-
Q, disclosing a net loss of $477,000 on $825,000 of net sales for
the thirteen weeks ended June 29, 2014, compared with a net loss
of $321,000 on $662,000 of net sales for the three months ended
June 30, 2013.

The Company's balance sheet at June 29, 2014, showed
$2.9 million in total assets, $3.55 million in total liabilities,
and a stockholders' deficit of $650,000.

The Company has recently sustained operating losses and has an
accumulated deficit of $5.78 million at June 29, 2014.  In
addition, the Company has negative working capital of $2.09
million at June 29, 2014.  The Company has and will continue to
use significant capital to grow and acquire market share.  These
factors raise substantial doubt about the ability of the Company
to continue as a going concern.

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

                       http://is.gd/GinA7v

Los Angeles, Calif.-based Giggle N Hugs, Inc., owns and operates a
kid-friendly restaurant named Giggles N Hugs in the Westfield Mall
in Century City, as well as the new Westfield Topanga Shopping
Center location in Woodland Hills, California and owns the
intellectual property rights for Giggles N Hugs facilities in the
future.


GLOBAL ARENA: Reports $397K Net Loss in Q2 Ended June 30
--------------------------------------------------------
Global Arena Holding, Inc., filed its quarterly report on Form 10-
Q, disclosing a net loss of $398,000 on $7.52 million of total
revenues for the three months ended June 30, 2014, compared with a
net loss of $1.03 million on $2.52 million of total revenues for
the same period last year.

The Company's balance sheet at June 30, 2014, showed $1.66 million
in total assets, $4.74 million in total liabilities, and total
stockholders' deficit of $3.09 million.

The Company has generated recurring losses and cash flow deficits
from operations since inception and has had to continually borrow
to continue operations.  In addition, the Company is in default of
certain notes outstanding and is subject to the holders' continued
forbearance of not demanding payment.  These matters raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.

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

                       http://is.gd/mynoJj

                        About Global Arena

New York, N.Y.-based Global Arena Holding, Inc., formerly Global
Arena Holding Subsidiary Corp., was formed in February 2009, in
the state of Delaware.  The Company is a financial services firm
that services the financial community through its subsidiaries as
follows:

Global Arena Investment Management LLC provides investment
advisory services to its clients.  GAIM is registered with the
Securities and Exchange Commission as an investment advisor and
clears all of its business through Fidelity Advisors, its
correspondent broker.  Global Arena Commodities Corp. provides
commodities brokerage services and earns commissions.  Global
Arena Trading Advisors, LLC provides futures advisory services and
earns fees.  GATA is registered with the National Futures
Association (NFA) as a commodities trading advisor.  Lillybell
Entertainment, LLC provides finance services to the entertainment
industry.

Global Arena disclosed a net loss attributable to common
stockholders of $2.44 million in 2012, as compared with a net loss
attributable to common stockholders of $2.75 million in 2011.

Wei, Wei & Co., LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company has suffered recurring losses since inception,
experiences a deficiency of cash flow from operations and has a
stockholders' deficiency.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


GENERAL STEEL: Files Amendment to 2013 FY Report
------------------------------------------------
General Steel Holdings, Inc., filed with the U.S. Securities and
Exchange Commission on Aug. 19, 2014, an amendment to its annual
report on Form 10-K for the year ended Dec. 31, 2013.

The Company reported a net loss of $42.62 million on $2.02 billion
of sales for the year ended Dec. 31, 2013, compared to a net loss
of $231.94 million on $1.97 billion of sales in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $2.7 billion
in total assets, $3.19 billion in total liabilities and total
deficit of $494 million.

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

                       http://is.gd/rVfKbg

                   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 http://www.gshi-steel.com/


GENERAL STEEL: Amends March 31 Quarter Report
---------------------------------------------
General Steel Holdings, Inc., filed an amendment to its quarterly
report on Form 10-Q, disclosing a net loss of $69.6 million on
$512 million of sales for the three months ended March 31, 2014,
compared with net income of $10.52 million on $502.43 million of
sales for the same period last year.

The Company's balance sheet at March 31, 2014, showed $2.7 billion
in total assets, $3.26 billion in total liabilities and total
stockholders' deficit of $558.53 million.

Longmen Joint Venture, the most important entity of the Company,
accounted for majority of total sales of the Company.  As such,
the majority of the its working capital needs come from Longmen
Joint Venture.  The Company's ability to continue as a going
concern depends heavily on Longmen Joint Venture's operations.

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

                       http://is.gd/jdoSP0

                   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 http://www.gshi-steel.com/


GLOBAL COMPUTER: Files Bare-Bones Chapter 11 Petition
-----------------------------------------------------
Global Computer Enterprises, Inc., filed a Chapter 11 bankruptcy
petition in Alexandria, Virginia (Bankr. E.D. Va. Case No.
14-13290) on Sept. 4, 2014, without stating a reason.

The case is assigned to Judge Robert G. Mayer.

The deadline for governmental entities to file claims is March 3,
2015, according to the docket.

The Reston, Virginia-based company estimated $10 million to
$50 million in assets and less than $10 million in debt.

The Debtor is represented by David I. Swan, Esq., at McGuireWoods
LLP, McLean, Virginia.


GLOBAL COMPUTER: Case Summary & 16 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Global Computer Enterprises, Inc.
           dba GCE
        10780 Parkridge Blvd., Suite 300
        Reston, VA 20191

Case No.: 14-13290

Chapter 11 Petition Date: September 4, 2014

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Hon. Robert G. Mayer

Debtor's Counsel: David I. Swan, Esq.
                  MCGUIREWOODS LLP
                  1750 Tysons Blvd. Suite 1800
                  McLean, VA 22102
                  Tel: (703) 712-5365
                  Email: dswan@mcguirewoods.com

Debtor's          WEINSWEIG ADVISORS
Financial
Advisor:

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Mike Freeman, interim chief operating
officer.

List of Debtor's 16 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Steese, Evans & Frankel                                 $602,714
1627 I Street, #850
DC 20086

Elysium                                                 $480,653
2 Oliver Street, 11th Floor
Boston, MA 02109

Century Link                                            $296,877
P.O. Box 52187
Phoenix, AZ 85072

Hogan Lovells                                           $244,450

Oracle America Inc.                                     $170,072

CLICKS                                                  $147,337

Anthem Blue Cross & Blue Shield                          $34,275

Chitale & Chitale                                         $5,687

United Concordia Dental                                   $3,384

Lexisnexis                                                $1,446

Humana                                                    $1,383

The Hartford                                              $1,382

Webex Communications Inc.                                 $1,064

Plexar Finance LLC                                          $276

US General Services Admin.                                  $262

Cintas Document Management                                  $191


GLOBAL DIGITAL: Posts $3.39-Mil. Net Loss for Q2 Ended June 30
--------------------------------------------------------------
Global Digital Solutions, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $3.39 million on $111,405 of
revenue for the three months ended June 30, 2014, compared to a
net loss of $2.05 million on $nil of revenue for the same period
last year.

The Company's balance sheet at June 30, 2014, showed $4.66 million
in total assets, $3.98 million in total liabilities, and total
stockholders' equity of $680,000.

The Company sustained losses and experienced negative cash flows
from operations since inception, and at June 30, 2014 had an
accumulated deficit of $23.09 million, cash and cash equivalents
of $353,087 and working capital of $268,853.  The Company has
funded its activities to date almost exclusively from equity and
debt financings.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.

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

                       http://is.gd/57uOXT

                  About Global Digital Solutions

Global Digital Solutions, Inc., does not have significant
operations.  The company focuses on small arms manufacturing.
Previously, it was engaged in providing telecom and data
engineering services.

Global Digital Solutions, Inc.'s independent registered accounting
firm has expressed, at December 31, 2012, substantial doubt about
its ability to continue as a going concern as a result of its
history of net loss. The ability to achieve and maintain
profitability and positive cash flow is dependent upon its ability
to successfully execute the plans to pursue the acquisition of
Airtronic.


GM FINANCIAL: Moody's Hikes Corp. Family Rating to 'Ba1'
--------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating and
senior unsecured debt rating of General Motors Financial Company,
Inc. ("GMF") to Ba1 from Ba2 with a stable outlook. GMF's ba3
Baseline Credit Assessment remains unchanged.

Upgrades:

Issuer: General Motors Financial Company, Inc.

Corporate Family Rating Upgraded to Ba1 from Ba2

Senior Unsecured Shelf Upgraded to (P)Ba1 from (P)Ba2

Senior Unsecured Bond Upgraded to Ba1 from Ba2

Issuer: General Motors Financial of Canada, Ltd.

Senior Unsecured Upgraded to Ba1 from Ba2

Outlook Actions:

Issuer: General Motors Financial Company, Inc.

Outlook, Remains Stable

Issuer: General Motors Financial of Canada, Ltd.

Outlook, Remains Stable

Ratings Rationale

GMF entered into a support agreement with General Motors Company
("GM") on September 4th that provides increased support to GMF's
credit profile and results in an equalization of the two firms'
senior ratings. The support agreement is further evidence of
increased integration of the captive finance company and the
manufacturing company, an ongoing process since GM's acquisition
of GMF in October 2010.

The support agreement includes a number of key elements. It
requires 100% GM ownership of GMF. It also limits GMF's leverage.
Leverage is defined as net earning assets divided by common equity
less goodwill, plus junior subordinated debt. Leverage is limited
to 8.0 times when earning assets are less than $50 billion and
incrementally steps up to 12.0 times leverage when earning assets
exceed $100 billion. The growth in leverage factored into the
support agreement contemplates GMF's continued evolution into a
captive finance subsidiary and expected improved asset quality. If
leverage exceeds these established limits, a capital injection
from GM is expected to remedy the disparity within 30 days of a
GMF 10-Q or 10-K filing. The support agreement includes a new
unsecured $1 billion junior subordinated credit facility which
replaces a $600 million senior, unsecured credit facility that
ranked pari passu with GMF's other senior creditors. It also
affirms GMF's access to $4 billion of GM's corporate revolving
credit facility that GM had already provided.

Parental support from GM provides two notches of uplift from GMF's
ba3 BCA to get to its Ba1 Corporate Family Rating. Although the
support agreement between GMF and GM has important elements that
strengthen GMF's credit profile, it is less robust than some other
finance companies' support agreements that have features such as
debt-holder enforceability, minimum net worth levels, and
liquidity provisions that make payment interruption unlikely.
Moody's considers the strength of the support agreement, the
rating of the parent company, and the BCA of the captive finance
company (currently ba3 for GMF) in assessing whether the captive's
rating should be equal to the parent's rating. If a large gap
between GMF's BCA and GM's rating occurs in the future, GMF's
rating may not be equalized with the rating of GM even given the
existence of the support agreement.

GMF could improve its ba3 standalone credit assessment if it
continues to evolve its funding mix to materially reduce its
reliance on secured debt, thereby decreasing encumbered asset
levels, and if its level of earning assets and origination volumes
continue to evolve toward heavier concentration in GM captive
businesses.

Evidence of removal of GM financial support and/or material
deterioration of GMF's asset quality, liquidity measures or
capital could result in a downward movement in the ratings.

GMF, a wholly owned subsidiary of GM, provides global auto finance
solutions through auto dealers across North America, Europe and
Latin America. The company, which reported total assets of $42.4
billion as of June 30, 2014, is headquartered in Fort Worth,
Texas.

The principal methodology used in this rating was Finance Company
Global Rating Methodology published in March 2012.


GOLDEN LAND: Section 341(a) Meeting Adjourned to Wednesday
----------------------------------------------------------
The U.S. Trustee announced that the meeting of creditors of Golden
Land LLC has been adjourned from Aug. 25, at 2:00 p.m. to Sept.
10, 9:00 a.m.

The meeting will be held at the Office of the U.S. Trustee, Room
2579, 2nd Floor, 271-C Cadman Plaza East, in Brooklyn, New York.

Attendance by creditors at the meeting is welcomed, but not
required.  The meeting gives creditors opportunity to question a
representative of the company under oath about its financial
affairs and operations that would be of interest to the general
body of creditors.

                       About Golden Land LLC

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.


GRANDPARENTS.COM INC: Amends March 31 Quarter Report
----------------------------------------------------
Grandparents.com, Inc., filed an amendment to its quarterly report
on Form 10-Q, disclosing a net loss of $2.91 million on $35,275 of
total revenue for the three months ended March 31, 2014, compared
with a net loss of $2.74 million on $122,859 of total revenue for
the same period last year. A copy of the Form 10-Q/A is available
at http://is.gd/65B0qW

The Company's balance sheet at March 31, 2014, showed
$7.08 million in total assets, $6.04 million in total liabilities
and total stockholders' equity of $1.05 million.

The Company used approximately $900,000 in cash for operating
activities during the three-months ended March 31, 2014.  Without
additional capital from existing or outside investors or further
financing, the Company's ability to continue to implement its
business plan may be limited.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.

New York-based Grandparents.com, Inc., together with its
consolidated subsidiaries, is a family-oriented social media
company that through its Web site, http://www.grandparents.com/,
serves the age 50+ demographic market.  The website offers
activities, discussion groups, expert advice and newsletters that
enrich the lives of grandparents by providing tools to foster
connections among grandparents, parents, and grandchildren.


GRANDPARENTS.COM INC: Reports $3.14-Mil. Loss in June 30 Quarter
----------------------------------------------------------------
Grandparents.com, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $3.14 million on $57,346 of total revenue
for the three months ended June 30, 2014, compared with a net loss
of $2.12 million on $134,154 of total revenue for the same period
in 2013.

The Company's balance sheet at June 30, 2014, showed
$6.95 million in total assets, $4.66 million in total liabilities
and total stockholders' equity of $2.29 million.

The Company has incurred a net loss of $6 million during the and
six months ended June 30, 2014 and used $1.4 million and $2.2
million in cash for operating activities during the three- and
six-months ended June 30, 2014, respectively.  Without additional
capital from existing or outside investors or further financing,
the Company's ability to continue to implement its business plan
may be limited.  These conditions raise substantial doubt about
the Company's ability to continue as a going concern, according to
the regulatory filing.

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

                       http://is.gd/9K6w9F

New York-based Grandparents.com, Inc., together with its
consolidated subsidiaries, is a family-oriented social media
company that through its Web site, http://www.grandparents.com/,
serves the age 50+ demographic market.  The website offers
activities, discussion groups, expert advice and newsletters that
enrich the lives of grandparents by providing tools to foster
connections among grandparents, parents, and grandchildren.


GROWLIFE INC: Incurs $19.2-Mil. Net Income for June 30 Quarter
--------------------------------------------------------------
GrowLife, Inc., filed its quarterly report on Form 10-Q,
disclosing a net income of $19.23 million on $2.26 million of net
revenue for the three months ended June 30, 2014, compared with a
net loss of $1.62 million on $872,557 of net revenue for the same
period last year.

The Company's balance sheet at June 30, 2014, showed $3.83 million
in total assets, $4.76 million in total liabilities, and total
stockholders' deficit of $923,729.

The Company incurred net losses of $21.38 million and $2.19
million for the years ended Dec. 31, 2013 and 2012, respectively.
Its net cash used in operating activities was $1.79 million for
the year ended Dec. 31, 2013.  The Company anticipates that it
will record losses from operations for the foreseeable future.  As
of June 30, 2014, its accumulated deficit was $76.64 million.  The
Company has experienced recurring operating losses and negative
operating cash flows since inception, and has financed its working
capital requirements during this period primarily through the
recurring issuance of convertible notes payable and advances from
a related party.  The audit report prepared by its independent
registered public accounting firm relating to the Company's
financial statements for the year ended Dec. 31, 2013 and filed
with the SEC on March 31, 2014 includes an explanatory paragraph
expressing the substantial doubt about the Company's ability to
continue as a going concern.

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

                       http://is.gd/h8dH8K

GrowLife, Inc., operates businesses that manufacture and supply
branded equipment and expendables in the United States for urban
gardening, including equipment and expendables for growing of
medical marijuana.  This holding company, formerly known as
Phototron Holdings, Inc., maintains its principal executive
offices in Woodland Hills, California.


HEALTHSOUTH CORP: Moody's Rates New $175MM Sr. Unsec. Notes 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 (LGD 4) rating to
HealthSouth Corporation's proposed offering of $175 million of
senior unsecured notes due 2024. Moody's understands that the
proceeds of the offering, which is an add-on to the company's
existing 5.75% senior notes due 2024, along with amounts available
under the company's revolver will be used to fund the redemption
of the remaining outstanding amount of 7.25% notes due 2018.
HealthSouth's Corporate Family and Probability of Default Ratings
of Ba3 remain unchanged given Moody's expectation that credit
metrics will not be meaningfully impacted by this transaction. The
stable rating outlook is also unchanged.

The following rating was assigned:

$175 million senior unsecured notes due 2024, Ba3 (LGD 4)

The following ratings are unchanged:

Corporate Family Rating, Ba3

Probability of Default Rating, Ba3-PD

Senior secured revolving credit facility, Baa3 (LGD 1)

7.25% senior unsecured notes due 2018, Ba3 (LGD 4)

8.125% senior unsecured notes due 2020, Ba3 (LGD 4)

7.75% senior unsecured notes due 2022, Ba3 (LGD 4)

5.75% senior unsecured notes due 2024, Ba3 (LGD 4)

Senior unsecured shelf, (P) Ba3

Speculative Grade Liquidity Rating, SGL-1

Ratings Rationale

HealthSouth's Ba3 Corporate Family Rating reflects the company's
moderate leverage and strong interest coverage. Moody's expects
that healthy cash flow will allow Healthsouth to grow its business
without the use of incremental debt. Moody's also acknowledges
that HealthSouth's considerable scale in the inpatient
rehabilitation sector and geographic diversification should allow
the company to adjust to or mitigate payment reductions more
easily than many other inpatient rehabilitation providers.
However, Moody's also considers risks associated with
HealthSouth's reliance on the Medicare program for a significant
portion of revenue and limited services in one niche of the post-
acute continuum of care.

The ratings could be upgraded if HealthSouth can sustain debt to
EBITDA below 3.0 times and EBITA to interest above 3.5 times.
Also, the company would need to remain disciplined in regards to
shareholder returns and their impact on credit metrics. Finally,
Moody's would need to gain comfort around the company's high
exposure to Medicare and the potential for negative reimbursement
changes prior to a ratings upgrade.

If Moody's expects debt to EBITDA to increase and be sustained
above 4.0 times, either through unforeseen adverse developments in
Medicare reimbursement, a significant debt financed acquisition,
an increased appetite for debt financed shareholder initiatives,
or deterioration in operating performance, the ratings could be
downgraded.

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

Headquartered in Birmingham, Alabama, HealthSouth Corporation is
the largest operator of inpatient rehabilitation hospitals. As of
June 30, 2014 the company operates 103 inpatient rehabilitation
hospitals. The company also provides outpatient services through a
network of 17 outpatient satellite clinics, located within or near
the company's rehabilitation hospitals, and 25 hospital-based home
health agencies. The company also manages three inpatient
rehabilitation units through management contracts.


HEALTHSOUTH CORP: S&P Retains 'BB-' CCR Over $175MM Notes Add-On
----------------------------------------------------------------
Standard & Poor's Ratings Services said its 'BB-' corporate credit
rating on Birmingham, Ala.-based HealthSouth Corp. is unchanged by
the company's proposed $175 million add-on to its senior unsecured
notes due in 2024.  The company will use proceeds of the add-on
plus proceeds from a draw on an upcoming delayed draw term loan to
repay its senior unsecured notes due in 2018.

The 'BB+' rating on the revolving credit facility, 'BB-' rating on
senior notes and 'B-' rating on its convertible preferred stock
are all unchanged.  There are no changes to the recovery ratings.

The ratings on HealthSouth reflect S&P's view of the company's
narrow business focus and large reliance on one source for a large
percentage of its revenues.  The ratings also reflect the
company's financial risk profile with leverage expected to remain
in the mid-3x range.

RATINGS LIST

HealthSouth Corp.
Corporate Credit Rating           BB-/Stable/--
Senior Unsecured                  BB-
   Recovery Rating                 3
Revolving credit facility         BB+
   Recovery Rating                 1
Preferred stock                   B-


HELIA TEC: Court Denies Bid to Amend Order on Case Conversion
-------------------------------------------------------------
The bankruptcy court denied the motion to alter or amend order
denying amended motion to convert or appoint a Chapter 11 trustee
in the Chapter 11 case of Helia Tec Resources, Inc.

As reported in the TCR on Aug. 19, HSC Holdings Co., Ltd.,
formerly known as GE&F Co., Ltd., asked the Bankruptcy Court to
amend its July 18, 2014 order on its request to convert or dismiss
Helia Tec Resources, Inc.'s Chapter 11 case.

HSC sought for the conversion of the case to Chapter 7 so that an
independent fiduciary may oversee the orderly liquidation of the
estate and facilitate pending claims. During the hearing, the
Court noted that HSC could choose not to pursue the issue at that
point and preserve the issue for another day.

Based on comments from the bench, HSC amended its request,
withdrew its alternate request for dismissal based on lack of
authority and improper purpose, and added an alternate request for
the appointment of a Chapter 11 trustee.

On July 18, 2014, the Court denied HSC's amended request.  In a
sentence that appears to address to the Court's jurisdictional
concerns, but with no direct bearing on the substance of HSC's
amended request, the Court stated that "[a]lthough HSC attempted
to preserve the issue regarding Mr. [Cary] Hughes' authority to
act on behalf of the Debtor, the withdrawal of the request to
dismiss the case due to lack of authority constitutes an admission
that the case was properly filed".

David B. Harberg, Esq., in Houston, Texas, points out that the
statement suggests that HSC did not effectively preserve its
objections to Hughes' authority to act on Helia Tec's behalf and
that, by withdrawing its alternate request for dismissal, HSC has
judicially admitted that Hughes had the authority to file this
bankruptcy case.

Mr. Harberg clarifies that regardless of whether Mr. Hughes or HSC
had the legitimate authority to initiate the bankruptcy filing,
HSC ratified the filing of the case, and the Court has
jurisdiction over the bankruptcy. Mr. Harbergy adds that HSC has
never admitted to Mr. Hughes' authority to act on Helia Tec's
behalf in the bankruptcy proceeding or otherwise.

HSC's election to withdraw its request for dismissal of the
bankruptcy based on Mr. Hughes' lack of authority to act on behalf
of Helia Tec is no judicial admission that Mr. Hughes has the
authority, says Mr.Harberg. HSC has expressly preserved its
objections to Mr. Hughes' authority. HSC therefore wants the order
to be altered or amended to remove any ambiguity or confusion
concerning the effect of HSC's withdrawal of its request for
dismissal.

                      About Helia Tec Resources

Helia Tec Resources, Inc. filed a Chapter 11 petition (Bankr. S.
D. Tex. Case No. 13-36251) on Oct. 3, 2013 in Houston, Texas,
represented by Richard L. Fuqua, II, Esq., at Fuqua & Associates,
PC, in Houston, as counsel to the Debtor. The Debtor listed
$16.15 million in assets and $2.24 million in liabilities. The
petition was signed by Cary E. Hughes, president.

Judy A. Robbins, U.S. Trustee for Region 7, was unable to appoint
an official committee of unsecured creditors in the Debtor's case.


ICTS INTERNATIONAL: Igal Tabori Reports 15% Equity Stake
--------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Igal Tabori disclosed that as of Sept. 2,
2014, he beneficially owned 1,202,483 shares of common stock of
ICTS International N.V. representing 14.96 percent of the shares
outstanding.

On Aug. 26, 2014, Tabori Enterprises Ltd. purchased 6,900 common
shares of common stock at $1.00 per share.  Mr. Tabori is the
Chairman and he indirectly owns 50% of Tabori Enterprises through
Igal Tabori Holdings Ltd, his wholly owned entity.

A copy of the regulatory filing is available for free at:

                       http://is.gd/pNEG28

                      About ICTS International

ICTS International N.V. is a public limited liability company
organized under the laws of The Netherlands in 1992.

ICTS specializes in the provision of aviation security and other
aviation services.  Following the taking of its aviation security
business in the United States by the TSA in 2002, ICTS, through
its subsidiary Huntleigh U.S.A. Corporation, engages primarily in
non-security related activities in the USA.

ICTS, through I-SEC International Security B.V., supplies aviation
security services at airports in Europe and the Far East.

In addition, I-SEC Technologies B.V. including its subsidiaries
develops technological systems and solutions for aviation and non?
aviation security.

ICTS International reported a net loss of $3.43 million on $125.70
million of revenue for the year ended Dec. 31, 2013, as compared
with a net loss of $9.01 million on $96.75 million of revenue
during the prior year.  As of Dec. 31, 2013, the Company had
$29.13 million in total assets, $69.49 million in total
liabilities and a $40.35 million total shareholders' deficit.

Mayer Hoffman McCann CPAs, 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 a history of recurring losses from continuing
operations, negative cash flows from operations and a working
capital and shareholders' deficit.  Collectively, these conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


IDEARC INC: Was Solvent During 2006 Spinoff, 5th Circuit Says
-------------------------------------------------------------
A three-judge panel of the U.S. Court of Appeals for the Fifth
Circuit upheld the district court's findings that Idearc Inc. was
solvent at the time of its 2006 spin-off from parent Verizon
Communication.

In March 2009, in the throes of the recession that began in 2008,
Idearc filed for bankruptcy protection pursuant to Chapter 11. The
confirmed plan of reorganization created a litigation trust to
pursue, inter alia, Idearc's fraudulent transfer claims against
Verizon and related parties.  The Trustee, U.S. Bank, National
Association, filed a lawsuit against Verizon and two of its
subsidiaries, GTE Corporation and Verizon Financial Services,
L.L.C., and against former Idearc director John W. Diercksen,
alleging various federal and state law claims in connection with
the spin-off.

U.S. Bank, as Trustee, requested a jury trial, but the district
court struck the jury demand and bifurcated the trial into two
phases.  For the first phase, the district court held a ten-day
bench trial on a single fact issue: the value of Idearc following
the spin-off transaction.  The district court found that Idearc
was solvent on the date of the spin-off, and it ordered the
Trustee to show cause as to why the district court should not
enter judgment against the Trustee on all of its remaining claims.
After the parties submitted briefing, the district court issued
its conclusions of law and entered judgment against the Trustee.

The Trustee appeals from the order striking the jury demand;
evidentiary rulings before and during the trial; the findings of
fact; the conclusions of law; and several pre-trial rulings on
dispositive motions.

"We find no reversible error in the district court's case
management decisions, factual findings, and legal conclusions.
Accordingly, we affirm the judgment of the district court,"
according to the Fifth Circuit in a ruling available at
http://is.gd/MThoQjfrom Leagle.com.

The case is, U.S. BANK NATIONAL ASSOCIATION, Litigation Trustee of
the Idearc, Inc., et al, Litigation Trust, Plaintiff-Appellant, v.
VERIZON COMMUNICATIONS, INCORPORATED; GTE CORPORATION; JOHN W.
DIERCKSEN; VERIZON FINANCIAL SERVICES, L.L.C., Defendants-
Appellees, No. 13-10752 (5th Cir.).

                       About Idearc Inc.

Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as
SuperMedia Inc., is the second largest U.S. yellow pages
publisher.  Idearc was spun off from Verizon Communications, Inc.
Idearc and its affiliates filed for Chapter 11 protection (Bankr.
N.D. Tex. Lead Case No. 09-31828) on March 31, 2009.  The Debtors'
financial condition as of Dec. 31, 2008, showed total assets of
$1,815,000,000 and total debts of $9,515,000,000.  Toby L. Gerber,
Esq., at Fulbright & Jaworski, LLP, represented the Debtors in
their restructuring efforts.  The Debtors tapped Moelis & Company
as their investment banker; Kurtzman Carson Consultants LLC as
their claims agent.

William T. Neary, the United States Trustee for Region 6,
appointed six creditors to serve on the official committee of
unsecured creditors.  The Committee selected Mark Milbank, Tweed,
Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co-
counsel.

Idearc completed its debt restructuring and its plan of
reorganization became effective as of Dec. 31, 2009.  In
connection with its emergence from bankruptcy, Idearc changed its
name to SuperMedia Inc.  Under its reorganization, Idearc reduced
its total debt from more than $9 billion to $2.75 billion of
secured bank debt.

                         About SuperMedia

SuperMedia Inc. and three affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 13-10545) on March 18, 2013, to
effectuate a merger of equals with Dex One Corp.  SuperMedia
disclosed total assets of $1.4 billion and total debt of $1.9
billion.

Morgan Stanley & Co. LLC is acting as financial advisors to
SuperMedia, and Cleary Gottlieb Steen & Hamilton LLP and Young
Conaway Stargatt & Taylor, LLP are acting as its legal counsel.
Fulbright & Jaworski L.L.P is special counsel.  Chilmark Partners
Is acting as financial advisor to SuperMedia's board of directors.
Epiq Systems serves as claims agent.


IN PLAY MEMBERSHIP: Court Approves Stipulation With Meadow Ranch
----------------------------------------------------------------
In Play Membership Golf, Inc. entered into a Court-approved
stipulation with Meadow Ranch Master Association to resolve the
Association's claim against the bankruptcy estate.

In June 2013, the Association filed a proof of claim relating to
the maintenance of certain driving range barrier netting at a golf
course owned by the Debtor.  On June 19, 2013, the Association
filed an amended proof of claim in which it asserted a claim for
$157,620.

On February 14, 2014, the Debtor initiated an adversary proceeding
against the Association challenging the basis for the
Association's proof of claim and objecting to the claim.

The Parties subsequently reached a resolution as to the
Association's proof of claim and all claims asserted in the
Adversary Proceeding.

                  About In Play Membership Golf

In Play Membership Golf, Inc., owns and operates the Plum Creek
Golf and Country Club and the Deer Creek Golf Club, two-18-hole
golf courses, clubhouses, driving ranges and other amenities
located in Castle Rock and Littleton, Colorado, respectively.

In Play filed a Chapter 11 petition (Bankr. D. Col. Case No. 13-
14422) in Denver on March 22, 2013.  Jeffrey A. Weinman, Esq., at
Weinman & Associates, P.C., and Patrick D. Vellone at Allen &
Vellone, P.C., represent the Debtor in its restructuring effort.
Allen & Vellone, P.C. serves as the Debtor's co-counsel.

The Debtor estimated assets and liabilities of at least $10
million.  Mile High Banks is the Debtor's largest secured
creditor, asserting claims arising out of two promissory notes
that aggregate in excess of $10 million.


IN PLAY MEMBERSHIP: Fourth Amended Reorganization Plan Confirmed
----------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado confirmed In Play Membership Golf, Inc.'s
Fourth Amended Plan of Reorganization dated March 7, 2014.

The Court found that the Plan has been accepted by the creditors
and interest holders and the standards for confirmation under
Section 1129(b) of the Bankruptcy Code have been met.  Judge Brown
also determined that the proponent of the Plan complies with the
applicable provisions of the Bankruptcy Code.

Following confirmation of its Plan, the Debtor will remain in
possession of its Assets and will administer its confirmed Chapter
11 Plan to repay creditors pursuant to the terms of the Plan.  The
Debtor's golf courses will be sold or refinanced until the Closing
Date.  Stacey A. Hart will remain as president of the Debtor and
he will retain his sole ownership interest in the Debtor.  He will
receive a salary of $8,000 a month and his son, Tom Hart, who is
not an owner, will receive $8,000 a month in compensation as well.

As of the date of the filing of the bankruptcy petition, the
Debtor's assets consist of real and personal property assets.  The
Real Property consists of the Deer Creek Golf Club and the Plum
Creek Golf Club, which the Debtor values each at $2.5 million.

                  About In Play Membership Golf

In Play Membership Golf, Inc., owns and operates the Plum Creek
Golf and Country Club and the Deer Creek Golf Club, two-18-hole
golf courses, clubhouses, driving ranges and other amenities
located in Castle Rock and Littleton, Colorado, respectively.

In Play filed a Chapter 11 petition (Bankr. D. Col. Case No. 13-
14422) in Denver on March 22, 2013.  Jeffrey A. Weinman, Esq., at
Weinman & Associates, P.C., and Patrick D. Vellone at Allen &
Vellone, P.C., represent the Debtor in its restructuring effort.
Allen & Vellone, P.C. serves as the Debtor's co-counsel.

The Debtor estimated assets and liabilities of at least $10
million.  Mile High Banks is the Debtor's largest secured
creditor, asserting claims arising out of two promissory notes
that aggregate in excess of $10 million.

The Debtor's Fourth Amended Plan of Reorganization dated March 7,
2014, was approved on August 22, 2014.


IN PLAY MEMBERSHIP: Mile High's Plan Objection Deemed Withdrawn
---------------------------------------------------------------
First National Bank of Santa Fe, a national bank, formerly known
as Mile High Banks, moved to withdraw its limited objection to In
Play Membership Golf, Inc.'s Fourth Amended Plan of
Reorganization.

In its Limited Objection, Mile High noted that four preconditions
for confirmation had not yet been satisfied.  The Debtor has
subsequently represented to Mile High that it is now in
compliance.

                          *     *     *

The U.S. Bankruptcy Court for the District of Colorado deemed the
Limited Objection withdrawn.

                  About In Play Membership Golf

In Play Membership Golf, Inc., owns and operates the Plum Creek
Golf and Country Club and the Deer Creek Golf Club, two-18-hole
golf courses, clubhouses, driving ranges and other amenities
located in Castle Rock and Littleton, Colorado, respectively.

In Play filed a Chapter 11 petition (Bankr. D. Col. Case No. 13-
14422) in Denver on March 22, 2013.  Jeffrey A. Weinman, Esq., at
Weinman & Associates, P.C., and Patrick D. Vellone at Allen &
Vellone, P.C., represent the Debtor in its restructuring effort.
Allen & Vellone, P.C. serves as the Debtor's co-counsel.

The Debtor estimated assets and liabilities of at least $10
million.  Mile High Banks is the Debtor's largest secured
creditor, asserting claims arising out of two promissory notes
that aggregate in excess of $10 million.

The Debtor's Fourth Amended Plan of Reorganization dated March 7,
2014, was confirmed on August 22, 2014.


INTELLIGENT LIVING: Posts $2.02-Mil. Income in June 30 Quarter
--------------------------------------------------------------
Intelligent Living Inc. filed its quarterly report on Form 10-Q,
disclosing net income of $2.02 million on $379,073 of sales
revenues for the three months ended June 30, 2014, compared to a
net income of $9.81 million on $51 of sales for the same period in
2013.

The Company's balance sheet at June 30, 2014, showed $3.43 million
in total assets, $5.01 million in total liabilities, and total
stockholders' deficit of $1.57 million.

The Company has not yet established an ongoing source of revenues
sufficient to cover its operating costs and allow it to continue
as a going concern.  During the six months ended June 30, 2014,
the Company realized an operating loss of $3.02 million, and had a
working capital deficit of $2.48 million as of June 30, 2014.  The
ability of the Company to continue as a going concern is dependent
on the Company obtaining adequate capital to fund operating losses
until it becomes profitable.  If the Company is unable to obtain
adequate capital, it could be forced to cease operations.  These
facts raise substantial doubt about the Company's ability to
continue as a going concern, according to the regulatory filing.

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

                       http://is.gd/rCHvfD

Intelligent Living Inc., formerly Feel Golf Co., Inc., is a
developer of healthy aging software tracking systems and wellness
centers, which will provide integrated services promoting optimal
health and wellness programs.  The services to be offered by the
Company are personalized programs and regimens developed by
nutritionists, fitness specialists and hormone replacement
therapists.  The Company focuses to offer the benefits of tailored
nutritional programs and its products, combined with healthy-aging
bio-identical hormone replacement therapies (BHRT).  The Company
provides services, such as Age Management Medicine, Excercise &
Nutrition, MIND360.COM, Nutraceuticals, Hormone Therapy, and
Business Solutions.  In April 2014, the Company incorporated a
subsidiary company called Provectus and, in doing so, has merged
the assets of both Venturian Group of Miami and Perfect Solutions
of Northfield, NJ into the subsidiary.


IVANHOE ENERGY: Regains NASDAQ-Listing Compliance
-------------------------------------------------
Ivanhoe Energy Inc. on Sept. 3 disclosed that it received
notification from the NASDAQ Stock Market that it regained
compliance with the minimum bid price rule for a NASDAQ listed
issuer.

The bid price of the Company's common stock closed at US$1.00 per
share or greater for the required 10 consecutive business days
from Aug. 18 to Aug. 29, 2014.

Vancouver, Canada-based Ivanhoe Energy Inc. --
http://www.ivanhoeenergy.com/-- is an independent international
heavy oil development and production company focused on pursuing
long term growth in its reserves and production.  Ivanhoe plans to
utilize advanced technologies, such as its HTL(TM) technology,
that are designed to improve recovery of heavy oil resources.  In
addition, the Company seeks to expand its reserve base and
production through conventional exploration and production of oil
and gas.


J FAW: North Carolina Appeals Court Rules in Century Fire Dispute
-----------------------------------------------------------------
Century Fire Protection, LLC appeals from the trial court's order
awarding attorneys' fees pursuant to N.C. Gen. Stat. Sec. 44A-35
to the Curtis Neal Mauser Heirs, Stephen Mauser, and Betty Mauser
Scipone.  On June 17, 2014, the Court of Appeals of North
California filed an opinion dismissing Plaintiff's appeal as
having been taken from an unappealable interlocutory order,
reasoning that the underlying order granting summary judgment in
favor of the Mauser Defendants did not resolve the matter as to
the remaining defendants.  On July 18, 2014, Plaintiff filed a
petition for rehearing pursuant to Rule 31 of the North Carolina
Rules of Appellate Procedure.

In its petition, Plaintiff argued that the Court had erred by
dismissing the appeal because the order appealed from was, in
fact, a final judgment.  In conjunction with its petition for
rehearing, Plaintiff sought to supplement the record with
additional documentation showing the resolution of its claims
against defendants Nadean M. Yoder ("Yoder"), J.C. Faw ("Faw"),
and Melvin Howell d/b/a "Club Miami" ("Howell").

"Based on our review of Plaintiff's petition for rehearing and the
exhibits attached thereto, we are now satisfied that the trial
court's order granting attorneys' fees to the Mauser Defendants
was not interlocutory.  As such, we have granted the petition (1)
to supplement the record; and (2) to rehear this matter for the
purpose of addressing the merits of Plaintiff's appeal. After
careful review, we affirm," the Appeals Court said in a Sept. 2
decision available at http://is.gd/5TZcarfrom Leagle.com.

The case is, CENTURY FIRE PROTECTION, LLC, Plaintiff, v. CURTIS
NEAL MAUSER HEIRS; STEPHEN MAUSER; BETTY MAUSER SCIPONE; NADEAN M.
YODER; J.C. FAW; and MELVIN HOWELL, d/b/a "Club Miami" Defendants,
No. COA14-146-2 (N.C. App.).

J.C. Faw filed for Chapter 11 bankruptcy (Bankr. M.D.N.C. Case No.
12-50970) on July 6, 2012.


JAMES RIVER COAL: Completes Sale of Mining Assets to Blackhawk
--------------------------------------------------------------
James River Coal Company on August 29, 2014, completed the sale of
their Hazard (excluding Laurel Mountain), West Virginia and
Indiana assets to Blackhawk Mining LLC pursuant to an amended sale
agreement. The consideration for the Assets was $52.0 million,
consisting of (i) $20.0 million in cash paid to the Sellers, (ii)
a third lien secured promissory note in the amount of $27.0
million delivered to the Sellers, and (iii) a second lien secured
promissory note in the amount of $5.0 million delivered to one of
the Sellers' lessors, in lieu of a cash payment of cure costs
under certain leases to be assumed by the Sellers and assigned to
Blackhawk in connection with the sale.

On August 28, 2014, the Bankruptcy Court entered an Order
approving the sale.

The sale agreement is with JR Acquisition, LLC, a wholly owned
subsidiary of Blackhawk.

A copy of the parties' Second Amendment Agreement dated August 28,
2014, is available at http://is.gd/dGxwrc

                        About James River

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

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

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

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

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

                          *     *     *

The Debtors have won authority to sell the Hampden Mining Complex
(including the assets of Logan & Kanawha Coal Company, LLC), the
Hazard Mining Complex (other than the assets of Laurel Mountain
Resources LLC) and the Triad Mining Complex for $52 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining.  The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.


JAMES RIVER COAL: Murphy Named to Board; CEO Socha Steps Down
-------------------------------------------------------------
The board of directors of James River Coal Company elected Byron
Advisors, LLC's William B. Murphy to the Board on August 28, 2014.

He will serve in that capacity until his successor shall have been
duly elected or until he shall sooner resign, die or is otherwise
disqualified from serving in such capacity.  For his service on
the Board, Mr. Murphy will receive no additional compensation
other than as set forth for his service as the Debtors' chief
restructuring officer.

Effective with the closing of the sale of the Debtors' Assets to
Blackhawk Mining LLC on August 29, Peter T. Socha resigned as
Chairman of the Board and Chief Executive Officer. Mr. Socha's
resignation is not the result of any disagreement with the Company
on any matter relating to the Company's operations, policies or
practices.

Also effective with the closing of the sale to Blackhawk, Alan F.
Crown, Ronald J. FlorJancic, Leonard J. Kujawa and Joseph H.
Vipperman each resigned from the Board. Each director's
resignation is not the result of any disagreement with the Company
on any matter relating to the Company's operations, policies or
practices.

On July 31, 2014, the Company entered into a Consulting Services
Agreement with Byron Advisors, LLC to retain, subject to the
approval of the United States Bankruptcy Court for the Eastern
District of Virginia (Richmond Division), Mr. Murphy, 59, as its
CRO.  On August 28, 2014, the Court approved the Company's
retention of Mr. Murphy as CRO.  A copy of the Agreement is
available at http://is.gd/HlJwyg

From June 2012 to the present, Mr. Murphy has been employed by
Byron Advisors, which places him in various consulting roles.
Through Byron Advisors, Mr. Murphy recently served as the Interim
Chief Financial Officer at Fedcap Rehabilitation Services, Inc., a
provider of workforce solutions, homecare, out-patient mental
health and health screening services, and as the Chief
Restructuring Officer at Southern Air Inc., a provider of air
cargo services with $275 million in annual revenue, which
successfully exited Chapter 11 bankruptcy proceedings.

From August 2011 to May 2012, Mr. Murphy was Vice President,
Operational Controls & Process Efficiencies at Volt Information
Sciences Inc., a staffing services company.

From June 1996 to July 2011, Mr. Murphy was a Senior Director with
Zolfo Cooper LLC, a leading independent provider of restructuring,
financial, and corporate advisory solutions. Mr. Murphy served as
the interim chief financial officer for a $2.3 billion grocery
retailer, provided restructuring consulting services to a $4
billion auto parts manufacturer, and an $18 billion integrated oil
company, among others.

From July 1981 through May 1996, Mr. Murphy was employed by Ernst
& Young serving in the Audit Services Group and Financial Advisory
Services Group where he served as a partner from 1992 through
1996.

Mr. Murphy holds Certified Public Accountant and Certified
Insolvency and Reorganization Advisor accreditations and received
his Bachelor of Science - Accounting from Lehigh University.

Pursuant to the Consulting Agreement, Mr. Murphy will serve as CRO
until the earlier of the tenth business day following the
confirmation of a chapter 11 plan or, the first business day
following written notice of termination of the Consulting
Agreement. Pursuant to the Consulting Agreement, the Company will
pay to Byron Advisors a monthly fee of $60,000.00 for Mr. Murphy's
services through January 31, 2015. Thereafter, the monthly fee
will be reduced to $30,000 for each month in which Mr. Murphy
provides his services to the Company. The Company has also agreed
to reimburse Mr. Murphy for all reasonable and necessary out-of-
pocket expenses incurred by Mr. Murphy in performance of the
services. In addition, Mr. Murphy shall earn transaction fees
equal to (a) $150,0000 upon the repayment in full in cash of the
Company's postpetition financing facility (which fee shall be
reduced by $50,000 per month for each month after November 30,
2014), and (b) 5% of average recoveries of general unsecured
creditors (prior to dilution for this fee), subject to a minimum
of $250,000 (provided that general unsecured creditors receive at
least $250,000, in the aggregate) and a maximum of $750,000,
payable upon the effectiveness of a chapter 11 plan.


                        About James River

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

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

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

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

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

                          *     *     *

The Debtors have won authority to sell the Hampden Mining Complex
(including the assets of Logan & Kanawha Coal Company, LLC), the
Hazard Mining Complex (other than the assets of Laurel Mountain
Resources LLC) and the Triad Mining Complex for $52 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining.  The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.


JEH COMPANY: Amended Chapter 11 Plan Declared Effective in July
---------------------------------------------------------------
JEH Company and its debtor-affiliates notified the U.S. Bankruptcy
Court for the Northern District of Texas that their amended
Chapter 11 plan of reorganization became effective July 8, 2014.

The Court confirmed the Debtors' Amended Plan on June 23, 2014.

                      Plan Summary and Outline

As reported by the Troubled Company Reporter, the Debtors filed on
April 16 an amended version of their proposed Chapter 11 plan and
disclosure statement.  The Plan, as amended, proposes to treat
secured creditors as follows:

    * In the event Bridgewell Resources, LLC, G.A.P. Roofing,
Inc., and Worthington National Bank each does not agree in writing
that its claim will be treated as an unsecured claim, then an
adversary proceeding will be filed against the claimant.  The
secured claim of Bridgewell and G.A.P., to the extent allowed,
will be paid in full with interest at a rate of 5% from the
effective date of the Plan through the date of the payment.  The
secured claims of Worthington will be satisfied in full by the
surrender of collateral.

    * The secured claims of Frost Bank are not disputed,
unliquidated or contingent as of the time of the filing of this
document.  The secured claims continue to accrue interest and
potentially fees.  Until Frost Bank is paid, it will retain all
liens against collateral pledged to it.  The remaining secured
claim of Frost Bank against JEHCO under its lease 1001 will be
paid in the amount of $14,200.00, subject to a reduction of the
amount of any additional adequate protection payments made prior
to the Effective Date plus any additional fees, expenses, and
costs owed.  The remaining secured claims of Frost Bank against
JEHCO include the secured claims described against JEH Leasing and
JEH Stallion.  Subject to court approval, Leasing may seek
authority to sell equipment described as the Trex lift and other
property.

    * The secured claim of Wells Fargo and all claims of Wells
Fargo will be considered fully paid and satisfied by the prior
sale and/or surrender to Wells Fargo by the 30th day following the
Effective Date, except as otherwise agreed to by that party.

To pay off general unsecured creditors, the Debtors will liquidate
all assets of the estates of JEHCO and JEH Leasing Company with
specific direction to emphasize a market return for collection or
sale of accounts receivable, equipment and real property assets.
The first payment to each creditor will be due and owing beginning
on the 60th day of the Effective Date and then due and owing when
for any period of 60 days cash proceeds of the liquidation of
assets exceed by $100,000 the secured claims against the proceeds,
and a reserve equal to the next three months budget for expenses.
If at any time when the remaining assets of JEHCO are believed to
have a value of $100,000 or less, then the debtor will promptly
liquidate all remaining assets and dispersed the remaining
proceeds to unsecured creditors.

The equity interest holders will receive no payments for any
equity interests at any time.

Copies of the Plan and Disclosure Statement, as amended on April
16, 2014, are available for free at

     http://bankrupt.com/misc/JEH_Co_Amended_Plan.pdf
     http://bankrupt.com/misc/JEH_Co_Amended_DS.pdf

                        About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.

In its schedules, JEH Company disclosed $13,606,753 and
$18,351,290 in liabilities as of the Petition Date.  JEH Stallion
Station, Inc., disclosed $364,007 in assets and $3,982,012 in
liabilities. JEH Leasing Company, Inc., disclosed $1,242,187 in
assets and $155,216 in liabilities.


KEMET CORP: Unit Amends Option Agreement With NEC Corp.
-------------------------------------------------------
KEMET Corporation's wholly owned subsidiary, KEMET Electronics
Corporation, and NEC Corporation have entered into an amendment to
the parties' March 12, 2012, Option Agreement.

"This Amendment provides KEMET with additional flexibility in
managing our capital structure," stated Per Loof, chief executive
officer of KEMET.  "It allows us greater opportunity to benefit
from improving economic conditions and the improved financial
performance by KEMET while maintaining our options to increase our
investment in NEC TOKIN."

The Amendment extends the date by which KEC can exercise its first
option to purchase additional shares of common stock of NEC TOKIN
Corporation until April 30, 2015, and also extends the beginning
date by which KEC can exercise its second option to purchase all
of the outstanding shares of NEC TOKIN common stock.  The
amendment also delays the date when NEC can require KEC to
purchase all of the outstanding shares of NEC TOKIN common stock
by a minimum of eight months until April 1, 2015, and in the event
that KEMET issues new debt securities to refinance its outstanding
10 1/2% senior notes due 2018 prior to NEC's delivery of its
notification to exercise the Put Option, then the earliest date on
which NEC may exercise the Put Option is further extended beyond
the scheduled maturity date or redemption in full of such new debt
securities, but in any event not beyond Nov. 1, 2019.  In that
event, the Put Option will expire on Oct. 31, 2023.

Additional provisions of this amendment specify the date by which
NEC's indemnification obligations under the Option Agreement
expire; extend until May 1, 2015, the earliest date that NEC may
convert a portion of its existing NEC TOKIN preferred stock into
NEC TOKIN common stock; and require KEC to permit the repayment by
NEC TOKIN to NEC on April 30, 2015, of at least 2 billion Japanese
yen of the currently outstanding amount of 25.5 billion Japanese
yen of the debt obligation NEC TOKIN owes to NEC.

A copy of the Amendment No. 1 to Option Agreement, dated as of
Aug. 29, 2014, between KEMET Electronics Corporation and NEC
Corporation is available for free at http://is.gd/XIcPpv

                            About KEMET

KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors.  KEMET's common stock is listed on the NYSE
under the symbol "KEM."

The Company's balance sheet at June 30, 2014, showed $838.64
million in total assets, $620.39 million in total liabilities and
$218.25 million in total stockholders' equity.

                            *     *     *

As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to Caa1
from B2 and the Probability of Default Rating to Caa1-PD from B2-
PD based on Moody's expectation that KEMET's liquidity will be
pressured by maturing liabilities and negative free cash flow due
to the interest burden and continued operating losses at the Film
and Electrolytic segment.

As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Simpsonville,
S.C.-based KEMET Corp. to 'B-' from 'B+'.

"The downgrade is based on continued top-line and margin pressures
and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.

The TCR reported in August 2014 that Standard & Poor's Ratings
Services revised its outlook on Greenville, S.C.-based capacitor
supplier KEMET Corp. to stable from negative.  S&P affirmed the
ratings, including the 'B-' corporate credit rating.


KOGETO INC: Reports $308K Net Loss for Second Quarter
-----------------------------------------------------
Kogeto Inc. filed its quarterly report on Form 10-Q, disclosing a
net loss attributable to common stockholders of $308,828 on $7,272
of net sales for the three months ended June 30, 2014, compared
with a net loss attributable to common stockholders of $356,672 on
$47,398 of net sales for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $1.17 million
in total assets, $1.75 million in total liabilities and a
stockholders' deficit of $576,041.

The Company incurred significant net losses and negative cash flow
from operations since its inception.  It incurred net losses of
$1.8 million and $1.31 million for the six months ended June 30,
2014 and for the year ended Dec. 31, 2013, respectively, and had
an accumulated deficit of $6.97 million as of June 30, 2014.  In
order to reach the Company's business growth objectives, it
expects to incur significant sales, marketing, product development
and other operating and capital costs, including costs associated
with the expansion of its personnel and facilities.  As a result,
the Company will need to generate and grow its revenues
significantly to achieve positive cash flow and profitability.
There can be no assurance that it will be successful in generating
and increasing its revenues or that it can achieve or maintain
positive cash flow or profitability.  The uncertainties regarding
the commencement of adequate commercial revenues raise substantial
doubt about the Company's ability to continue as a going concern,
according to the regulatory filing.

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

                       http://is.gd/ldSmR7

Kogeto, Inc., formerly Northeast Automotive Holdings, Inc., is a
wholesale automobile sales company exploiting the inefficiencies
and geographic differences in the used vehicle market by
purchasing high quality, late model used vehicles from dealers and
institutional sellers in Northeastern states and transporting the
vehicles for resale in the Pacific Northwest.  It is involved only
in the wholesale purchase and sale of vehicles acting as a
middleman between various dealer and institutional sellers and
dealer purchasers.   The Company generally sells vehicles only
through established third-party auctions, which act as a
marketplace for used vehicles.


KEYUAN PETROCHEMICALS: Has $1.02-Mil. Loss in June 30 Quarter
-------------------------------------------------------------
Keyuan Petrochemicals, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $1.02 million on $184.54 million of
sales for the three months ended June 30, 2014, compared with a
net loss of $497,000 on $94.26 million of sales for the same
period in 2013.

The Company's balance sheet at June 30, 2014, showed $1.04 billion
in total assets, $951.62 million in total liabilities, series B
convertible preferred stock of $16.87 million and stockholders'
equity of $69.01 million.

The Company reported a net loss and cash flows provided by
operations of $3.8 million and $15 million, respectively, for the
six months ended June 30, 2014 and net income and cash flows used
in operations of $4.1 million and $53.1 million, respectively, for
the year ended Dec. 31, 2013.  At June 30, 2014 and Dec. 31, 2013,
the Company had a working capital deficit of approximately $236
million and $210 million, respectively.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.

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

                       http://is.gd/IVgZFx

Keyuan Petrochemicals, Inc. (Keyuan) through its operating
subsidiaries, Ningbo Keyuan and Ningbo Keyuan Petrochemicals, are
engaged in the manufacture and sale of petrochemical and rubber
products in the People's Republic China.  The Company's operations
include production facility with an annual petrochemical
production capacity of 720,000 metric tons of a variety of
petrochemical products, and facilities for the storage and loading
of raw materials and finished goods. It manufactures and supply's
petrochemical products, including BenzeneToluene-Xylene Aromatics
(BTX Aromatics), propylene, styrene, liquid petroleum gas (LPG),
Methyl Tertiary Butyl Ether (MTBE), Styrene butadiene styrene
(SBS), and other petrochemicals.  Its BTX Aromatics consists of
benzene, toluene, xylene and other chemical components used for
further processing into plastics, gasoline and solvent materials
used in paint, ink, construction coating and pesticide.


KORLEY B. SEARS: Court Grants Summary Judgment to Trust et al.
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska granted the
motion for summary judgment by claimants Rhett R. Sears, Rhett R.
Sears Revocable Trust, Ronald H. Sears, Ronald H. Sears Trust, and
Dane Sears over the objection of debtor Korley B. Sears.

The claimants are members of the debtor's family, and who sold
their interests in AFY, Inc., a company that operated a cattle
feedyard, to the corporation and to Korley Sears in 2007 in
exchange for promissory notes from Korley and a security interest
in the shares. In 2010, AFY and Korley each filed for bankruptcy
protection. The claimants filed proofs of claim for more than $5.3
million in AFY's bankruptcy case for the amounts owed to them for
the sale of their stock. AFY's two shareholders, Korley and Robert
Sears, objected to the claims, arguing that only Korley and not
AFY was liable for the debt.

After a hearing on affidavit evidence, the claim objections were
overruled. The court found that the contract for the sale of the
claimants' interest clearly and unambiguously showed that both AFY
and Korley were the purchasers. The claimants' proof of claim was
entitled to prima facie validity, and no evidence was presented to
challenge either AFY's liability on the debt or the amount of the
claims. There also was no evidence to support Robert and Korley's
theory that the claimants had breached the contract, thereby
excusing AFY's performance and liability.

On appeal, the Bankruptcy Appellate Panel affirmed the decision of
the bankruptcy court, holding that AFY was liable for the debt
under the unambiguous terms of the stock sale contract, the amount
of the debt was undisputed, and Robert and Korley's defenses were
unavailing. Sears v. Sears (In re AFY, Inc.), 463 B.R. 483 (B.A.P.
8th Cir. 2012). Robert and Korley then appealed to the Eighth
Circuit, which dismissed the appeal without reaching the merits
after finding that neither of them had standing to appeal because
they held, at most, only a derivative interest and were not
"persons aggrieved" as they would not be directly and adversely
affected pecuniarily by the bankruptcy court's order. Sears v.
Sears (In re AFY, Inc.), 733 F.3d 791 (8th Cir. 2013). The rulings
left intact the substance of the underlying bankruptcy court
orders.

The claimants filed similar proofs of claim in Korley's bankruptcy
case. Korley has objected to them.

After a hearing on the objection, the court determined that the
matter should be set for trial and ordered the parties to prepare
a joint preliminary pretrial statement. Thereafter, the claimants
filed this motion for summary judgment to allow their claims.

In opposition to the motion for summary judgment, Korley argues
that he has meritorious defenses to the allowance of the claims
that should not be precluded by the decision allowing the claims
in the AFY case. In addition to asserting that he is not estopped
from pursuing many of the same arguments from the AFY case in this
case, he also takes the position that the stock sale agreement and
promissory notes constitute a single executory contract which he
has not rejected, so the claimants are not creditors, and the
Bankruptcy Code permits him to pursue alleged post-petition
breaches of contract as defenses to claims based on that contract.

According to the Court, Korley now engages in "some creative
obfuscation to try to avoid his liability for those debts, but he
has raised no genuine issues of material fact as to that liability
or the amounts owed. Summary judgment is hereby granted to the
claimants."

A copy of the Court's August 29, 2014 Order is available at
http://is.gd/JBXOpcfrom Leagle.com.

                        About Korley Sears

Ainsworth, Nebraska-based Korley B. Sears filed for Chapter 11
bankruptcy protection (Bankr. D. Neb. Case No. 10-40277) on
Feb. 2, 2010.  Jerrold L. Strasheim, Esq., in Omaha, Nebraska,
assisted Mr. Sears in his restructuring effort.  The Debtor
estimated $1 million to $10 million in assets and $10 million to
$50 million in liabilities.


LATITUDE 360: Reports $2.39-Mil. Net Loss in Second Quarter
-----------------------------------------------------------
Latitude 360, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $2.39 million on $1.43 million of net
sales for the three months ended June 30, 2014, compared with a
net loss of $6,660 on $38,433 of net sales for the same period in
2013.

The Company's balance sheet at June 30, 2014, showed
$52.5 million in total assets, $65.8 million in total liabilities,
and a stockholders' deficit of $13.3 million.

The Company has incurred significant losses since inception.
These factors, among others, raise substantial doubt about its
ability to continue to operate as a going concern, according to
the regulatory filing.

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

                       http://is.gd/VHtJZt

Latitude 360, Inc., is a casual dining and entertainment venue
operator.  It develops, constructs, and operates
restaurant/entertainment venues.  The company's
restaurant/entertainment venues feature a grille and bar; luxury
bowling lanes; a dine-in movie theater with home theater-style
seating; a dine-in live performance theater; a HD sports theater;
a bar with a dance floor and stage for the DJ/VJs and regional
bands on weekends; a luxury boutique cigar lounge; and an
interactive game room.  It operates restaurant/entertainment
venues in Jacksonville, Florida; Pittsburgh, Pennsylvania; and
Indianapolis, Indiana to serve consumers and corporate clients.
The company was formerly known as Latitude Global, Inc. and
changed its name to Latitude 360, Inc. in January 2014.  The
company was founded in 2009 and is based in Jacksonville, Florida.
Latitude 360, Inc. operates as a subsidiary of The Brownstone
Group LLC.


LDR INDUSTRIES: Files for Bankruptcy in Chicago
-----------------------------------------------
LDR Industries, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ill. Case No. 14-32138) in Chicago, Illinois on
Sept. 2, 2014.

The case is assigned to Honorable Judge Pamela S. Hollis.

The Chicago-based company estimated $10 million to $50 million in
assets and debt.

The Debtor is represented by attorneys at Reed Smith LLP.


LE-NATURE INC: Trustee Cuts Another Deal Over Negligence Claims
---------------------------------------------------------------
Law360 reported that Le-Nature's Inc. has agreed to settle a
dispute with Pittsburgh-based Pascarella & Wiker LLP over claims
that the accountants' negligence contributed to the company's
bankruptcy, likely ending litigation that has already led to a $24
million settlement with K&L Gates LLP.  According to the report,
Le-Nature's trustee, Marc S. Kirschner, asked a Pennsylvania
bankruptcy judge to approve the settlement of $895,000, to be paid
by Pascarella & Wiker's insurer. He had initially sought $500
million.

                      About Le-Nature's Inc.

Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. --
http://www.le-natures.com/-- made bottled waters, teas, juices
and nutritional drinks.  Its brands included Kettle Brewed Ice
Teas, Dazzler fruit juice drinks and lemonade, and AquaAde
vitamin-enriched water.

On Oct. 27, 2006, the Delaware Chancery Court appointed Kroll
Zolfo Cooper, Inc., as custodian of Le-Nature's, placing it in
charge of management and operations.  Within several days, Kroll
uncovered massive fraud at Le-Nature's.  On Nov. 1, 2006, Steven
G. Panagos, a Kroll managing director, filed an affidavit with the
Delaware Chancery Court setting forth the evidence of the
financial fraud he had discovered at Le-Nature's.

Four unsecured creditors of Le-Nature's filed an involuntary
Chapter 7 petition against the Company (Bankr. W.D. Pa. Case No.
06-25454) on Nov. 1, 2006.  Kroll converted the proceedings from
Chapter 7 to Chapter 11.

On Nov. 6, 2006, two of Le-Nature's subsidiaries, Le-Nature's
Holdings Inc., and Tea Systems International Inc., filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code.

The Debtors' cases were jointly administered.  The Debtors'
schedules filed with the Court showed $40 million in total assets
and $450 million in total liabilities.

Douglas Anthony Campbell, Esq., Ronald B. Roteman, Esq., and
Stanley Edward Levine, Esq., at Campbell & Levine, LLC,
represented the Debtors in their restructuring efforts.  The Court
appointed R. Todd Neilson as Chapter 11 Trustee.  Dean Z. Ziehl,
Esq., Richard M. Pachulski, Esq., Stan Goldich, Esq., Ilan D.
Scharf, Esq., and Debra Grassgreen, Esq., at Pachulski, Stang,
Ziehl, Young, Jones & Weintraub LLP, represented the Chapter 11
Trustee.  David K. Rudov, Esq., at Rudov & Stein, and S. Jason
Teele, Esq., and Thomas A. Pitta, Esq., at Lowenstein Sandler PC,
represented the Official Committee of Unsecured Creditors.  Edward
S. Weisfelner, Esq., Robert J. Stark, Esq., and Andrew Dash, Esq.,
at Brown Rudnick Berlack Israels LLP, and James G. McLean, Esq.,
at Manion McDonough & Lucas, represented the Ad Hoc Committee of
Secured Lenders.  Thomas Moers Mayer, Esq., and Matthew J.
Williams, Esq. at Kramer Levin Naftalis & Frankel LLP, represented
the Ad Hoc Committee of Senior Subordinated Noteholders.

On July 8, 2008, the Bankruptcy Court issued an order confirming
the liquidation plan for Le-Nature's.


LINN ENERGY: Moody's Rates New $1BB Senior Unsecured Notes 'B1'
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Linn Energy,
LLC's (LINE) proposed $1 billion senior unsecured notes, being co-
issued by Linn Energy Finance Corp. The Corporate Family Rating
(CFR) of Ba3 and other ratings of LINE are unaffected, and the
rating outlook is stable.

The proceeds from the proposed notes offering will be used to
repay a portion of interim bridge debt financing that was used to
fund LINE's $2.24 billion acquisition of certain natural gas-based
assets from Devon Energy Corporation (Devon, Baa1 stable), which
closed August 29, 2014. The remaining portion of the Devon asset
acquisition will ultimately be funded with the planned asset sale
proceeds in the Granite Wash and Cleveland plays located in the
Texas Panhandle and western Oklahoma. Any excess proceeds from the
anticipated sale are expected to repay debt under the revolving
credit facility.

"LINE's Ba3 CFR and stable rating outlook assume that the company
will execute on its pending asset sales in order to reduce rising
financial leverage trends," commented Gretchen French, Moody's
Vice President.

Rating assignments for Linn Energy, LLC:

$1 Billion Senior Unsecured Notes, Rated B1 (LGD 5)

Moody's current ratings for Linn Energy, LLC are:

Corporate Family Rating of Ba3

Probability of Default Rating of Ba3-PD

Senior Unsecured Notes, Rated B1 (LGD 5)

Speculative Grade Liquidity rating of SGL-3

Ratings Rationale

LINE's senior unsecured notes are rated B1, one notch below the
Ba3 CFR, reflecting the contractual subordination of the notes
relative to the company's secured bank credit facility. LINE has
access to a $4.0 billion committed bank credit facility with a
$4.25 billion borrowing base (reduced from $4.5 billion due to the
proposed note issuance) that supports both the credit facility and
also a $500 million senior secured term loan facility. Both the
revolver and term loan are scheduled to mature in April 2019 and
are secured by substantially all of its oil and gas properties.

LINE's Ba3 CFR reflects its large reserve base and production
scale across a diverse set of basins. The company's size and scale
in terms of reserves, production and basin diversification is
similar to Baa rated peers. However, the Ba3 CFR is restrained by
LINE's high financial leverage profile, which is indicative of the
Ca and Caa rating categories, including high debt per average
daily production and per proved developed (PD) reserves. The Ba3
CFR also incorporates LINE's high level of distribution payout and
the structural risks inherent in the MLP corporate finance model
characterized by an 'acquire and exploit' growth strategy focused
on maintaining production volumes in low-risk, legacy fields,
while growing cash distributions paid out to unit holders. These
ongoing distributions against a depleting reserve base result in
the reliance on acquisitions and organic development opportunities
to grow the business, and a reliance on the capital markets in
order to finance this growth.

Through several acquisitions and transactions over the past year,
LINE has been undertaking a strategic effort to reposition its
asset portfolio to developing mature, longer-lived assets and
reducing its capital intensity and overall decline rate. While
this strategy has resulted in considerably larger scale and is
complementary to its MLP corporate finance model, it has entailed
a high level of portfolio transformation and has resulted in
rising debt levels. Moody's estimates pro forma production levels
at roughly 253,000 barrels of oil equivalent (BOE) per day before
the planned sale of its Granite Wash assets, resulting in leverage
on production of about $48,000/BOE, which is high for the Ba3 CFR.
However, assuming successful execution of LINE's asset sale
program, Moody's estimates that LINE's debt/production should
fall.

The SGL-3 Speculative Grade Liquidity Rating reflects LINE's
adequate liquidity profile. LINE has a $4 billion revolving credit
facility due April 2019, with a borrowing base of $4.25 billion,
and availability of $1.5 billion at June 30, 2014 pro forma for
the proposed note issuance. LINE has leverage and liquidity
covenants, both of which have adequate headroom. Pro forma for the
proposed $1 billion bond issuance, the company will have remaining
interim financing of a $1.3 billion term loan that was utilized to
bridge finance the Devon asset acquisition. This $1.3 billion term
loan has a one-year maturity and is secured specifically by the
Devon assets acquired by LINE.

The outlook is stable, based on the assumption that the company
executes its planned asset sales in order to reverse rising
leverage metrics, while furthering the objectives of extending its
reserve life and reducing the production decline rate of its
overall portfolio.

To move the rating up, LINE would need debt/average daily
production to approach $30,000/ BOE and leverage on PD reserves to
approach $10/BOE. The leveraged full cycle ratio (LFCR) would need
to be sustained above 2.0x to allow adequate returns on capital to
support distributions and access to capital markets.

Additional debt financed acquisitions that increase debt/average
daily production above $50,000/BOE or debt/PD reserves exceeding
$13/BOE for a sustained period could precipitate a downgrade.
Weaker LFCR levels could also lead to a downgrade.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

Linn Energy, LLC, is an exploration and production company based
in Houston, Texas.


LINN ENERGY: S&P Lowers Rating on Sr. Unsecured Debt to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its issue-level rating
on Linn Energy LLC's senior unsecured debt to 'B' from 'B+' and
removed the rating from CreditWatch, where S&P placed it with
negative implications on July 1, 2014, following its announcement
to purchase certain oil and gas assets from Devon Energy Corp. and
its intention to sell its assets in the Granite Wash.  S&P has
also revised its recovery rating on the unsecured debt to '6' from
'5'.  The '6' recovery rating reflects S&P's expectation for a
negligible (0% to 10%) recovery for unsecured creditors in the
event of a payment default.

In addition, S&P has assigned its 'B' rating to Linn's proposed
$1 billion senior notes, with a recovery rating of '6'.  Proceeds
from the notes will be used to repay certain indebtedness relating
to the purchase of assets from Devon.

The lowering of S&P's issue level ratings on the company's
unsecured notes results from lower recovery expectations on the
debt on account of the increase in the level of senior unsecured
debt claims.  S&P uses a company-provided valuation of its
reserves, pro forma for the acquisitions and the company's planned
sale of its Granite Wash assets, computed at S&P's recovery price
deck assumptions.  S&P notes that senior unsecured ratings would
not be affected by a delay or cancellation of the Granite Wash
sale.

The recovery and issue-level ratings for the senior unsecured debt
at Berry Petroleum Co. LLC, Linn's unrestricted subsidiary, remain
unchanged.  The unsecured debt at Berry benefits from the value of
the reserves owned by Berry, after accounting for potential claims
relating to the Berry credit facility.

The 'BB-' corporate credit ratings and stable outlooks on Linn and
its wholly owned subsidiary Berry are unaffected.

The 'BB-' corporate credit rating and stable outlook on Linn and
Berry reflect S&P's view that the Devon acquisition and proposed
sale of Granite Wash assets will not significantly affect credit
quality.  Linn's planned sale of the capital intensive Granite
Wash assets, to be replaced with the lower decline and less
capital intensive Devon assets, is modestly favorable for credit
quality and more consistent with Linn's master limited
partnership-like operating strategy.

Ratings List

Linn Energy LLC
Corporate Credit Rating               BB-/Stable/--

Downgraded; Recovery Rating Revised
                                       To              From
Linn Energy LLC
Linn Energy Finance Corp.
  Senior Unsecured                     B               B+
   Recovery Rating                     6               5

New Rating

Linn Energy LLC
Linn Energy Finance Corp.
$1 bil sr notes                       B
  Recovery Rating                      6


LOVE CULTURE: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Love Culture Inc. has filed with the U.S. Bankruptcy Court for the
District of New Jersey its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets          Liabilities
     ----------------            -----------       -----------
  A. Real Property
  B. Personal Property           $90,198,494
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $14,178,660
  E. Creditors Holding
     Unsecured Priority
     Claims                                         $1,474,957
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $47,393,949
                                 ------------     ------------
        TOTAL                     $90,198,494      $63,047,567

A copy of the schedules is available for free at:

       http://bankrupt.com/misc/LOVECULTURE_SAL_081914.pdf

Love Culture Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D. N.J. Case No. 14-24508) on July 16, 2014.  J.E. Rick Bunka
signed the petition as chief restructuring officer.  The Debtor
estimated assets of $10 million to $50 million and liabilities of
at least $10 million.  Judge Novalyn L. Winfield presides over the
case.

Lowenstein Sander LLP acts as the Debtor's counsel.
PricewaterhouseCoopers LLP serves as the Debtor's financial
advisor.  Epiq Systems is the Debtor's claims and noticing agent.
Consensus Advisory Service LLC and Consensus Securities LLC is the
Debtor's investment banker.


MACKEYSER HOLDINGS: 3-Member Creditors Committee Formed
-------------------------------------------------------
The U.S. Trustee for Region 3 appointed three creditors of
MacKeyser Holdings, LLC to serve on the official committee of
unsecured creditors:

     (1) Steven T. Olkowski, M.D.
         Attn: Steven T. Olkowski
         Apple Hill Eye Center
         25 Monument Road, Suite 297
         York, PA 17403
         Phone: (717) 741-6732
         Fax: (717) 741-6058

     (2) Exela, LLC
         c/o Stephen McCormack
         746 Gettysburg Circle
         Claremont, CA 91711
         Phone: (818) 640-3434

     (3) Oakley Sales Corp.
         Attn: Yvette Maxwell
         One Icon
         Foothill Ranch, CA, 92610
         Phone: (949) 829-6308
         Fax: (949) 699-3587

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

                  About MacKeyser Holdings, LLC

MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states.  Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.

MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014.  David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA.  The Debtors' financial advisor is GlassRatner
Advisory & Capital Group.  The investment banker is Hammond Hanlon
Camp LLC.  The noticing and claims management agent is American
Legal Claim Services, LLC.

In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.

The petitions were signed by Thomas J. Allison, authorized
officer.


MASON COPPELL: Creditors Committee Submits Plan of Liquidation
--------------------------------------------------------------
The Official Committee of Unsecured Creditors filed with the
United States Bankruptcy Court for the Northern District of Texas
its Plan of Liquidation and accompanying Disclosure Statement
dated August 29, 2014, for the bankruptcy cases of Mason Coppell
OP, LLC; Mason Friendswood OP, LLC; Mason Georgetown OP, LLC;
Mason Mesquite OP, LLC; and Mason Round Rock OP, LLC.

During the administration of the bankruptcy cases, the Court
approved transactions authorizing the Debtors to sell
substantially all their operating assets.  The remaining estate
assets comprise cash from those transactions, some cash from
collection of accounts receivable, uncollected accounts receivable
and potential causes of action against insiders, former management
companies, third-party vendors and recipients of pre-petition
payments.

Under the Plan, the Creditors Committee proposes to administer the
bankruptcy assets through a Liquidating Trust and appoint a
Liquidating Trustee to, among other things, (i) allocate the sale
proceeds; (ii) pay all secured claims, administrative expenses and
priority claims; (iii) liquidate all remaining assets, converting
the assets to cash; and (iv) distribute the cash to unsecured
creditors pursuant to the terms of the Plan.

Secured claims of Oxford Finance LLC will only be paid out of the
assets of the Debtors obligated to Oxford Finance LLC.  Mason
Mesquite's estate will pay 20% of the Chapter 11 Administrative
Claims incurred during the administration of the Bankruptcy Cases
and 100% of any tax, secured or other priority claims asserted
against its estate.  The remaining cash will be allocated to a
Liquidation Reserve established for the Oxford Debtors (the
"Oxford Debtor Reserve" as defined in the Plan) and used to pay
the Oxford Secured Claim, the remaining 80% of the Chapter 11
Administrative Claims, and all other tax, secured or priority
claims asserted against the Oxford Debtors.  To ensure a fair
balancing of the Oxford Debtors' assets, the Plan uses a formula
to divide the remaining cash among the Oxford Debtors.

Creditors will also have the opportunity to participate in future
litigation of estate causes of action.  The Plan gives the
unsecured creditors an option to "opt in" or "opt out" of future
litigation.  The Creditors Committee believes this opt-in/opt-out
approach gives creditors the flexibility to decide how best to use
the available funds -- distribute them faster, or hold some back
in an effort to maximum recoveries through litigation.

Based on these proposed allocations and divisions, the Creditors
Committee anticipates that general unsecured creditors of each
estate will receive distributions of 14% to 17% for creditors of
the Oxford Debtors, or approximately 25% for creditors of Mason
Mesquite.

                 Classes and Proposed Treatment

The Plan has five main classes, but the Plan does not seek to
consolidate the Debtors' cases for distribution.  If Creditors
have claims against multiple debtors, they will be able to submit
a ballot in each case where they assert a claim.  The actual
distributions may vary from Debtor to Debtor because each Debtor
has a different creditor body, different amounts of collectible
Accounts Receivable, and different net sale proceeds.

Class 1 - Oxford Secured Claims will be recovered 100% in the
approximate amount of $1.7 million or less.  Class 2 - Secured Tax
Claims, Class 3 - Priority Non-Tax Claims and Class 4 - Other
Secured Claims will also be recovered in full.

Creditors holding Class 5 - General Unsecured Claims will recover
around 14% - 25% of their claims, depending on estate.  There
approximately 100 - 150 Class 5 Claim Holders per estate.

The six holders of Equity Interests will not recover anything and
the Class is deemed to reject the Plan.  All Equity Interests in
the Debtors will be cancelled as of the Effective Date.

                       Vesting of Assets

The assets presently available for distribution include the net
collections from accounts receivable of the Debtors and the cash
proceeds derived from the Court-approved sale to THI of Baltimore,
Inc., an affiliate of Fundamental Long Term Care.  There remain
some uncollected accounts receivable, which will be collected by
the Liquidating Trustee's collection agents.  Additionally, the
transaction with Fundamental did not allocate the sale proceeds by
entity.  Accordingly, the Plan will provide for a meaningful
allocation of the proceeds.

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

       http://bankrupt.com/misc/MASONCOPPELL_DS_082914.pdf

                       About Mason Coppell

Mason Coppell OP, LLC, Mason Georgetown OP, LLC, Mason Mesquite
OP, LLC, and Mason Round Rock OP, LLC operate five skilled nursing
homes in Texas.  Mason Georgetown RealCo, LLC, owns the real
estate and building for the operations of Mason Georgetown.  They
initiated the Chapter 11 cases to effectuate a prompt transfer of
their assets and operations to preserve patient safety and any
potential value for creditors.

Mason Coppell OP, LLC, et al., filed Chapter 11 bankruptcy
petitions (Bankr. N.D. Tex. Case Nos. 14-31327 to 14-14-31334) on
March 18, 2014.  Judge Stacey Jernigan presides over the cases.

The Debtors estimated assets of at least $10 million and debts of
at least $10 million.

The Debtors, except Mason Georgetown Realco, are represented by
Joe E. Marshall, Esq., Thomas D. Berghman, Esq., and Timothy A.
Million, Esq., at Munsch Hardt Kopf & Harr, P.C.  Georgetown
Realco is represented by Jonathan S. Covin, Esq., and Shayla L.
Friesen, Esq., at Wick Phillips Gould & Martin, LLP.

Deloitte Transactions and Business Analytics, LLP, acts as the
Debtors' restructuring advisor with Louis Robichaux serving as
chief restructuring officer.

On March 28, 2014, the United States Trustee appointed an
Unsecured Creditors' Committee in the cases.  To date there has
been no request made for the appointment of a trustee or examiner.
A patient care ombudsman has not yet been appointed.  However, the
Court has scheduled a show cause hearing on April 15 to consider
the appointment of an Ombudsman.

Counsel for the Committee is Cox Smith Mathews Incorporated's Mark
Andrews, Esq.

Counsel for Oxford Finance, LLC, which is owed almost $16 million
on a term loan and revolving credit, is Vedder Price P.C.'s Jon
Aberman, Esq.

Mason Coppell OP, LLC, et al., obtained Court authority to sell
substantially all of their assets for a total of $16.1 million,
consisting of $4.0 million for so-called facility assets and $12.1
million for the 142-bed nursing home facility commonly known as
Estrella Oaks Rehabilitation Care Center, in Georgetown, Texas.

At the closing of the sale, proceeds of the sale of the real
property in the amount of $12.1 million, less adjustments,
required U.S. Trustee fees, and required administrative expenses,
will be paid to Oxford.

Debtor Mason Friendswood OP, LLC, has separately sought authority
to sell the Friendship Haven Health and Rehabilitation Center to
ensure uninterrupted and continued care at the Facility.

The Official Committee of Unsecured Creditors filed a Plan of
Liquidation and accompanying Disclosure Statement on August 29,
2014.


MADISON BENTLEY: Trustee Can Bring Alter Ego, Veil-Piercing Claims
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that U.S. District
Judge Lewis A. Kaplan in Manhattan has ruled that the Chapter 7
trustee for Madison Bentley Associates LLC has standing to sue
using an alter-ego theory on behalf of one creditor.  According to
the report, Judge Kaplan recited the general rule that a trustee
can sue if the bankrupt could have brought the claim before
bankruptcy and the claim is one that could have been brought by
any creditor.  The case is Messer v. Bentley Manhattan Inc., (In
re Madison Bentley Associates LLC), 14-2315, U.S. District Court,
Southern District of New York (Manhattan).


MATAGORDA ISLAND GAS: Seeks Chapter 11 Protection
-------------------------------------------------
Matagorda Island Gas Operations, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. La. Case No. 14-51099) in
Lafayette, Louisiana, on Sept. 3, 2014, without stating a reason.

The Morgan City, Louisiana-based company estimated $10 million to
$50 million in assets and $100 million to $500 million in debt.

The case is assigned to Judge Robert Summerhays.

The Debtor has tapped Christopher T. Caplinger, in New Orleans as
counsel.

The schedules of assets and liabilities and the statement of
financial affairs are due by Sept. 17, 2014.

Kelsey Butler, writing for The Deal, reported that the oil and gas
company was forced to shut down operations last November after
failing to comply with safety standards put in lace following the
2010 Deepwater Horizon oil spill.


MERCATOR MINERALS: Announces Resignation of Directors & Officers
----------------------------------------------------------------
Mercator Minerals Ltd. announced effective Sept. 4, 2014, the
resignation from the board of directors the following: John
Bowles, D. Bruce McLeod, Stephen P. Quin, Robert J. Quinn, Daniel
Tellechea and Ron Vankoughnett.  Also resigning, effective
September 4, 2014, are the Officers of the Company: D. Bruce
McLeod, Michael Broch, Mark Distler and Marc Leblanc.  All
inquiries regarding the Bankruptcy and Insolvency Act (Canada)
proceedings should be directed to the Proposal Trustee at
604-640-3062.

Court materials and other information about the proceedings will
be available on the Proposal Trustee's Web site at:
http://www.insolvencies.deloitte.ca/en-ca/Pages/mercator.aspx

                   About Mercator Minerals Ltd.

Mercator Minerals Ltd., a TSX listed base metals mining company,
operates the wholly-owned copper/molybdenum/silver Mineral Park
Mine in Arizona, USA. Mercator also wholly-owns two development
projects in Sonora, Mexico: the copper heap leach El Pilar project
and the molybdenum/copper El Creston project.


MF GLOBAL: PwC Stuck With $1B Euro Debt Malpractice Suit
--------------------------------------------------------
Law360 reported that U.S. District Judge Victor Marrero in
Manhattan allowed the bankruptcy administrator for MF Global
Holdings Ltd. to take a $1 billion malpractice suit against
longtime auditor PricewaterhouseCoopers LLP to trial, ruling it
isn't barred by MF Global's liquidation plan.   According to the
report, Judge Marrero allowed the suit to advance after
determining that the professional malpractice allegations
surrounding MF Global's accounting of European sovereign debt
instruments were properly brought by its bankruptcy administrator,
rather than its litigation trustee.

Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported Judge Marrero, in
denying PwC's motion to dismiss the lawsuit, said there are enough
remaining questions of fact about the proximate cause, or causes,
of the alleged harm to MF Global Holdings to make dismissing the
complaint inappropriate at this stage.  Judge Marrero added that
the liquidation plan doesn't bar the administrator from bringing
the action because the claims in the complaint regarding PwC's
advice about the company's accounting for RTM transactions are
separate from claims about the company's implementation of the RTM
strategy, the Bloomberg report related.

The lawsuit is MF Global Holdings Ltd. v. PricewaterhouseCoopers
LLP, 14-cv-02197, U.S. District Court, Southern District of New
York (Manhattan).

                        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.


MF GLOBAL: Judge Allows Corzine, Others to Tap Insurance
--------------------------------------------------------
Joseph Checkler, writing for Daily Bankruptcy Review, reported
that U.S. Bankruptcy Judge Martin Glenn in Manhattan said he would
allow Jon S. Corzine and other former MF Global Holdings Ltd.
executives and employees to tap the rest of the $200 million in
the so-called "directors and officers" insurance policies.  Those
defendants include onetime Chief Executive Mr. Corzine, former
operating chief Bradley Abelow and other executives and higher
level employees, the report related.

As previously reported by The Troubled Company Reporter, Judge
Glenn has allowed the directors to tap an additional $15 million
from the D&O insurance.  The former executives have already tapped
about $47.5 million of the insurance for their legal defense.

                        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.


MICHIGAN FINANCE: Fitch Assigns 'BB+' Rating on $80.2MM Bonds
-------------------------------------------------------------
Fitch Ratings assigns these 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):

   -- $150.7 million DWSD sewage disposal system revenue senior
      lien local project bonds, series 2014C1 and C2 'BBB-';

   -- $685.2 million DWSD sewage disposal system revenue refunding
      senior lien local project bonds, series 2014C3, C5 and C6
      'BBB-';

   -- $100 million DWSD sewage disposal system revenue refunding
      second lien local project bonds, series 2014C7 and C8 'BB+';

   -- $774.6 million DWSD water supply system revenue refunding
      senior lien local project bonds, series 2014D1, D2, D3, D4
      and D5 (taxable) 'BBB-';

   -- $80.2 million DWSD water supply system revenue refunding
      second lien local project bonds, series 2014D6 and D7 'BB+'.

The bonds priced the week of Aug. 25, 2014.  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 (the systems) debt.

The judge overseeing the city's bankruptcy case issued an order on
Aug. 25, 2014, which, among other things, authorized the issuance
of the bonds and granted a security interest in pledged assets
securing the bonds.  The judge's order also approved a compromise
settlement between the city and various parties that will resolve
certain objections to the city's plan of adjustment (the plan)
upon closing of the bonds and will unimpair certain DWSD bonds in
the city's plan that the city had sought to impair.

At this time Fitch also upgrades the following outstanding DWSD
bonds (pre-closing):

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

The ratings on the outstanding bonds are removed from Positive
Watch and assigned a Stable Outlook, and a Stable Outlook is
assigned to the new bonds.

KEY RATING DRIVERS

UPGRADE ON LEGAL AND OPERATIONAL CLARITY: The upgrade of the
senior and second lien bonds to 'BBB-'/'BB+', respectively,
reflects the city's tender offer to DWSD bondholders, which yields
certain economic benefits for the systems and simultaneously
resolves contentious legal issues relating to the city's attempted
impairment of certain DWSD bonds.  The rating action also reflects
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.  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.


MINERAL PARK: Meeting to Form Creditors Committee Tomorrow
----------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Sept. 9, 2014, at 10:30 a.m. in
the bankruptcy case of Mineral Park, Inc., et al.  The meeting
will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 5209
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
s are in the interests of the unsecured creditors whom it
represents.

                       About Mineral Park

Mineral Park, Inc., Bluefish Energy Corp. and two affiliates
commenced proceedings under Chapter 11 of the Bankruptcy Code in
Delaware on Aug. 25, 2014.  The cases are pending before the
Honorable Kevin J. Carey and are jointly administered under Case
No. 14-11996.

Mineral Park and its affiliated debtors are subsidiaries of
Mercator Minerals Ltd. ("MML"), a mineral resource company engaged
through various subsidiaries in the mining, exploration,
development and operation of its mineral properties in Mohave
County, Arizona, and Sonora, Mexico.

Mineral Park's principal asset is the Mineral Park Mine, a
producing copper-molybdenum mine located near Kingman, Arizona.
Bluefish is the owner and operator of the industrial gas turbine
power generator at the Mine.

British Columbia, Canada-based MML, which has shares trading on
the Toronto Stock Exchange under the trading symbol "ML", is not
included in the bankruptcy filing.

The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Evercore Group LLC as investment banker, FTI Consulting,
Inc., as financial advisor, FTI's David J. Beckman as CRO, and
FTI's Paul Hansen as assistant CRO.  Prime Clerk LLC is the claims
and noticing agent.

Mineral Park estimated $100 million to $500 million in assets and
debt.


MOLYCORP INC: S&P Puts 'CCC' CCR on CreditWatch Positive
--------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'CCC'
corporate credit and debt ratings on Greenwood Village, Colo.-
based Molycorp Inc. on CreditWatch with positive implications.
S&P expects to raise the corporate credit rating to 'CCC+' upon
close of the $400 million financing transaction.  S&P will review
issue-specific ratings at that time and may or may not raise them,
depending on recovery prospects in light of the new, secured
financing.

S&P's rating action reflects the potential for its ratings on
Molycorp to be raised.  S&P believes that the up-front $250
million will provide sufficient liquidity for the company to meet
cash flow obligations for the coming 12 months.  The company will
need to meet certain operational and financial targets to draw the
remaining $150 million of the credit facility up until April 2016;
it faces a $230 million debt maturity in June 2016.

S&P will raise the corporate credit rating to 'CCC+' upon
successful closing of the transaction and will review issue-
specific ratings in light of the transaction.  The outlook would
be negative, given the operational challenges of returning
Mountain Pass to full production capacity.  S&P will remove
ratings from CreditWatch in the event the transaction does not
proceed, and ratings would remain unchanged.


MONTREAL MAINE: Plan Moratorium Period Extended to Sept. 30
-----------------------------------------------------------
Judge Louis H. Kornreich of the U.S. Bankruptcy Court for the
District of Maine extended Montreal, Maine & Atlantic Railway
Ltd.'s Plan Moratorium Period until the earlier of (a) September
30, 2014, or (b) 10 days following the Chapter 11 Trustee's filing
of a notice of termination of the Moratorium Period.

Robert J. Keach, the trustee of the Debtor, originally asked the
Court in February to establish (i) a moratorium on plan
proceedings; (ii) a settlement process; and (iii) a plan process
in the event of multiple plans to extend the Moratorium Period.
The last Moratorium Order extended the Moratorium Period until
July 31, 2014.

As reported by the Troubled Company Reporter, the Court
disapproved the Disclosure Statement for the Debtor's Amended
Chapter 11 Plan dated Jan. 29, 2014, proposed by the Unofficial
Committee of Wrongful Death Claimants.

                      About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., the railway company that
operated the train that derailed and exploded in July 2013,
killing 47 people and destroying part of Lac-Megantic, Quebec,
sought bankruptcy protection in U.S. Bankruptcy Court in Bangor,
Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling
its business.  Its Canadian counterpart, Montreal, Maine &
Atlantic Canada Co., meanwhile, filed for protection from
creditors in Superior Court of Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., has been named as chapter 11 trustee.  His firm serves as
his chapter 11 bankruptcy counsel, led by Michael A. Fagone, Esq.,
and D. Sam Anderson, Esq.  Development Specialists, Inc., serves
as the Chapter 11 trustee's financial advisor.  Gordian Group,
LLC, serves as the Chapter 11 Trustee's investment banker.

U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the
U.S. case.  The Maine law firm of Verrill Dana served as counsel
to MM&A.  It now serves as counsel to the Chapter 11 Trustee.

Justice Martin Castonguay oversees the case in Canada.

The Canadian Transportation Agency suspended the carrier's
operating certificate after the accident, due to insufficient
liability coverage.

The town of Lac-Megantic, Quebec, has sought financial aid to
restore the gutted community and a civil complaint alleges a
failure to take steps to prevent a derailment.

In the Canadian case, Andrew Adessky at Richter Consulting has
been appointed CCAA monitor.  The CCAA Monitor is represented by
Sylvain Vauclair at Woods LLP.  MM&A Canada is represented by
Patrice Benoit, Esq., at Gowling LaFleur Henderson LLP.

The U.S. Trustee appointed a four-member official committee of
derailment victims.  The Official Committee is represented by:
Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins,
Esq., at Paul Hastings LLP.

There's also an unofficial committee of wrongful death claimants
consisting of representatives of the estates of the 46 victims.
This group is represented by George W. Kurr, Jr., Esq., at Gross,
Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha Cullina LLP;
Peter J. Flowers, Esq., at Meyers & Flowers, LLC; Jason C.
Webster, Esq., at The Webster Law Firm; and Mitchell A. Toups,
Esq., at Weller, Green Toups & Terrell LLP.

After the U.S. Trustee formed the Official Committee, the ad hoc
committee filed papers asking the U.S. Court to have the official
committee disbanded.  The ad hoc group said it represents 46
victims of the disaster.

On Jan. 23, 2014, the Debtors won authorization to sell
substantially all of their assets to Railroad Acquisition Holdings
LLC, an affiliate of New York-based Fortress Investment Group, for
$15.7 million.  The Bankruptcy Courts in the U.S. and Canada
approved the sale.  The Fortress unit is represented by Terence M.
Hynes, Esq., and Jeffrey C. Steen, Esq., at Sidley Austin LLP.

On Jan. 29, 2014, an ad hoc group of wrongful-death claimants
submitted a plan, which would give 75% of the $25 million in
available insurance to the families of those who died after an
unattended train derailed in Lac-Megantic, Quebec, in July.  The
other 25% would be earmarked for claimants seeking compensation
for property that was damaged when much of the town burned.
Former U.S. Senator George Mitchell, a Democrat who represented
Maine in the U.S. Senate from 1980 to 1995 and who is now chairman
emeritus of law firm DLA Piper LLP, would administer the plan and
lead the effort to wrap up MM&A's Chapter 11 bankruptcy.

As reported by the Troubled Company Reporter on April 3, 2014,
Judge Kornreich ruled that the unofficial committee of wrongful
death claimants and its counsel have failed to comply with Rule
2019 of the Federal Rules of Bankruptcy Procedure, and as a result
of that failure, the Unofficial Committee and its counsel will not
be heard on any pending matter in the case.

As reported by the TCR on April 11, 2014, Judge Kornreich rejected
the disclosure statement for the Plan filed by the ad hoc group of
wrongful-death claimants, holding that the Plan is flawed and
unconfirmable.


NAVISTAR INTERNATIONAL: Net Loss Down to $2 Million in Q3
---------------------------------------------------------
Navistar International Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $2 million on $2.84 billion of net sales
and revenues for the three months ended July 31, 2014, compared to
a net loss of $247 million on $2.86 billion of net sales and
revenues for the same period in 2013.

For the nine months ended July 31, 2014, the Company reported a
net loss of $547 million on $7.79 billion of net sales and
revenues compared to a net loss of $744 million on $8.02 billion
of net sales and revenues for the same period a year ago.

The Company's balance sheet at July 31, 2014, showed $7.70 billion
in total assets, $11.74 billion in total liabilities and a $4.04
billion total stockholders' deficit.

The Company ended the third quarter of 2014 with $1.17 billion of
consolidated cash, cash equivalents and marketable securities,
compared to $1.59 billion as of Oct. 31, 2013.  The decrease in
consolidated cash, cash equivalents and marketable securities was
primarily attributable to spending related to warranty claims,
debt servicing payments, contributions to the Company's defined
benefit pension plans, and capital expenditures.

"Our third quarter results reflect a number of positive trends
including increased production, improvements in warranty charges,
cost reductions that further lowered our breakeven point and our
continued efforts to manage cash," said Troy A. Clarke, Navistar
president and chief executive officer.  "While we have work ahead
of us to grow the business, improve our market share and further
reduce our cost of doing business, we do take some satisfaction in
achieving positive income from continuing operations before taxes
-- an important financial milestone we've not realized in our
quarterly performance since 2011."

"Regaining market share remains a top priority and while we still
have work to do, we are excited by the favorable feedback we
receive from those customers who have bought and experienced our
new trucks," Clarke added.  "With additional offerings for medium-
duty and severe service applications, we're very encouraged with
our future prospects."

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

                        http://is.gd/ZLcJ8n

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar International reported a net loss attributable to the
Company of $898 million for the year ended Oct. 31, 2013,
following a net loss attributable to the Company of $3.01 billion
for the year ended Oct. 31, 2012.

                          *     *     *

In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corporation,
including the B3 Corporate Family Rating (CFR).  The ratings
reflect Moody's expectation that Navistar's successful
incorporation of Cummins engines throughout its product line up
will enable the company to regain lost market share, and that
progress in addressing component failures in 2010 vintage-engines
will significantly reduce warranty expenses.

As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'CCC+' from 'B-'.  "The rating downgrades reflect our increased
skepticism regarding NAV's prospects for achieving the market
shares it needs for a successful business turnaround," said credit
analyst Sol Samson.

In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings.  The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy.  Other rating concerns
are already incorporated in the 'CCC' rating.


NEPHROS INC: Obtains $1.7 Million in Bridge Financing
-----------------------------------------------------
Nephros, Inc., disclosed that it has entered into a bridge loan
and security agreement with Lambda Investors LLC, an affiliate of
Wexford Capital LP and the company's largest shareholder.

On Aug. 29, 2014, the company issued a six-month 12% senior
secured note to Lambda Investors in the principal amount of
$1,750,000.

Under the terms of the note, the Company has undertaken to conduct
a $3 million rights offering of common stock at an anticipated
offering price of $0.60 per share.  All of the Company's
stockholders and warrantholders will be eligible to participate in
the offering on a pro rata basis based upon their proportionate
ownership of the company's common stock on an as converted basis.
The note requires the Company to repay the bridge loan with the
proceeds from the rights offering or any other financing
transaction.

In connection with the proposed rights offering, Nephros will file
a registration statement on Form S-1, as may be amended, with the
Securities and Exchange Commission.  The securities to be offered
in the rights offering may not be sold, nor may offers to buy be
accepted, prior to the time the registration statement becomes
effective.  The rights offering will include an over-subscription
privilege which permits each rights holder that exercises its
rights in full to purchase additional shares of common stock that
remain unsubscribed at the expiration of the rights offering.
This over-subscription privilege is subject to the availability
and allocation of shares among holders exercising their respective
over-subscription privileges.  To the extent that after the
closing of the rights offering there still remain unsubscribed
shares, Lambda Investors LLC has agreed to purchase any or all
those remaining unsubscribed shares.

                          About Nephros

River Edge, N.J.-based Nephros, Inc., is a commercial stage
medical device company that develops and sells high performance
liquid purification filters.  Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and
healthcare facilities for the production of ultrapure water and
bicarbonate.

Nephros, Inc., reported a net loss of $3.69 million in 2013
following a net loss of $3.26 million in 2012.

As of June 30, 2014, the Company had $2.35 million in total
assets, $2.13 million in total liabilities and $216,000 in total
stockholders' equity.

Rothstein Kass, in Roseland, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that the
Company has incurred negative cash flow from operations and net
losses since inception.  These conditions, among others, raise
substantial doubt about its ability to continue as a going
concern.


NEW ENGLAND COMPOUNDING: Ex-Supervising Pharmacist Arrested
-----------------------------------------------------------
Jon Kamp, writing for The Wall Street Journal, reported that
federal agents have arrested a supervising pharmacist linked to
the 2012 outbreak of fungal meningitis, the first person to be
charged in connection the criminal probe into New England
Compounding Pharmacy.  The meningitis outbreak claimed 64 lives,
the Journal related.

             About New England Compounding Pharmacy

New England Compounding Pharmacy Inc., filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 12-19882) in Boston on Dec. 21, 2012,
after a meningitis outbreak linked to an injectable steroid,
methylprednisolone acetate ("MPA"), manufactured by NECC, killed
39 people and sickened 656 in 19 states, though no illnesses have
been reported in Massachusetts.  The Debtor owns and operates the
New England Compounding Center is located in Framingham, Mass.  In
October 2012, the company recalled all its products, not just
those associated with the outbreak.

Paul D. Moore, Esq., at Duane Morris LLP, in Boston, has been
appointed as Chapter 11 Trustee of NECC.  He is represented by
Jeffrey D. Sternklar, Esq., at DUANE MORRIS LLP.

An Official Committee of Unsecured Creditors appointed in the case
has been represented by BROWN RUDNICK LLP's William R. Baldiga,
Esq., Rebecca L. Fordon, Esq., Jessica L. Conte, Esq., and David
J. Molton, Esq.


NORTHERN TIER: S&P Assigns 'B+' CCR; Outlook Stable
---------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Ridgefield, Conn.-based Northern Tier Energy L.P.
In addition, S&P affirmed the issue-level rating of 'BB-' and left
the '2' recovery rating unchanged on operating subsidiary Northern
Tier Energy LLC's $275 million, 7.125% senior secured notes due
2020.  The '2' recovery rating indicates that lenders can expect
substantial (70% to 90%) recovery if a payment default occurs.
The outlook is stable.

S&P is withdrawing the 'B+' corporate credit rating on operating
company Northern Tier Energy LLC at the issuer's request.

"Our assessment of Northern Tier's "vulnerable" business risk
profile partly hinges on its reliance on one refinery--and its
small size and the risk of unplanned downtime--for most of its
cash flow to service its obligations," said Standard & Poor's
credit analyst Michael Grande.  S&P also sees some added risk from
Northern Tier's variable master limited partnership structure.  In
S&P's view, this structure puts more pressure on the partnership
to manage distributions, which could prove challenging given the
refining industry's highly cyclical nature.  Northern Tier's
ability to source lower-priced crudes and the strong regional
demand for its refined products, which has led to robust
profitability and cash flow, only partly mitigates these risks.

Western Refining Inc. owns the controlling interest in Northern
Tier's general partner and a 38.7% limited partner interest in the
partnership.  As such, while S&P believes Western Refining can
significantly influence Northern Tier's business and financial
policies, S&P don't attribute any rating linkage between the two
companies at this time.

With refining capacity of 89,500 barrels per day (bpd), the
refinery is small compared with those of peers, and the lack of
operational diversity makes Northern Tier vulnerable to regional
economic downturns, supply shocks, cost increases, and margin
volatility in the Midwest.  The high fixed costs of running the
refinery, including at times substantial turnaround costs, add a
high degree of operating leverage to a volatile cash flow stream.

The stable outlook reflects S&P's expectation that Northern Tier
will have adequate liquidity and that debt leverage will be less
than 2x during the next 12 months and between 2x and 3x through
the commodity cycle.

S&P would consider a downgrade if operating performance
deteriorates considerably, resulting in debt leverage exceeding 3x
for a sustained period.  This could occur if benchmark refining
margins decline substantially from current levels, if the
refinery's positive margin differential sharply declines, or if
refined product prices decrease significantly in the Midwest.

An upgrade is not likely in the near term, absent an acquisition
that would meaningfully improve the partnership's scale.


NORTHWOOD PROPERTIES: Ch.7 Trustee's Suit Against Owner Tossed
--------------------------------------------------------------
Mark G. DeGiacomo, as chapter 7 trustee in the bankruptcy case of
Northwood Properties, LLC, seeks damages against Tashmoo Cove
Realty, Inc. for breach of plan funding obligations to which, the
Trustee contends, Tashmoo committed itself.  The Trustee contends
that, as owner of the Debtor and a proponent of the Debtor's
confirmed-but-failed chapter 11 plan, and to obtain confirmation
of that plan, Tashmoo promised to fund payment of administrative
expense claims to the extent of $2 million if necessary, and that
the court relied on that promise in confirming the plan.  Tashmoo
has consistently denied any obligation to advance funds for
payment of administrative claims and, therefore, has declined to
pay or advance any amounts for the unpaid administrative claims of
the Estate, either before or after the case was converted from
Chapter 11 to Chapter 7.  After a trial, Bankruptcy Judge Frank J.
Bailey finds that Tashmoo made no such promise.  Accordingly, the
Court dismissed the Trustee's lawsuit against Tashmoo.

The case is, MARK G. DEGIACOMO, as Chapter 7 Trustee, Plaintiff,
v. TASHMOO COVE REALTY, INC., Defendant, Adv. Proc. No. 10-1314
(D. Mass.).  A copy of the Court's September 3, 2014 Memorandum of
Decision is available at http://is.gd/YVWAhBfrom Leagle.com.

                     About Northwood Properties

Northwood Properties, LLC, was formed by Tashmoo Cove Realty Inc.,
on December 26, 2000, to assign all of the assets Tashmoo had
purchased from Northwood at Sudbury Realty Corp., the debtor in an
earlier bankruptcy case, Case No. 00-14967-CJK, pursuant to a
joint plan of reorganization filed by NSRC and Tashmoo dated
October 11, 2000.

The assets consisted primarily of a partially constructed real
estate development in Sudbury, Massachusetts, which contemplated a
total of six buildings and sixty-six condominium units in five
construction phases.

Northwood filed a voluntary Chapter 11 petition (Bankr. D. Mass.
Case No. 05-18880) on September 22, 2005.

On March 23, 2006, Northwood and Tashmoo, as "co-proponents,"
filed a Chapter 11 Plan of Reorganization.  On July 11, 2006, the
co-proponents filed a Second Amended Chapter 11 Plan.  The Court
entered an Order dated July 20, 2006 confirming the Second Amended
Plan.

Northwood never completed construction of the three remaining
phases of the Development after the Filing Date, nor did it sell
the development rights prior to conversion of the Debtor's Chapter
11 case to a case under Chapter 7.  The Amended Plan was never
consummated.

By order dated January 23, 2009, the Chapter 11 case was converted
to one under Chapter 7.  The Trustee was appointed three days
later.


OHCMC-OSWEGO: Creditor Schoppe Design Accepts Chapter 11 Plan
-------------------------------------------------------------
OHCMC-Oswego, LLC, notified the U.S. Bankruptcy Court for the
Northern District of Illinois that Schoppe Design Associates,
Inc., votes to accept the Debtor's Modified Plan of Liquidation.

Mike Schoppe, president of Schoppe Design, signed the ballot.
Schoppe Design is one of the Debtor's eight largest unsecured
creditors.  Schoppe Design is the holder of a Class 3a Claim
against the Debtor in the unpaid amount of $3,610.

                       About OHCMC-Oswego

OHCMC-Oswego, LLC, is an Illinois limited liability company that
was formed on July 12, 2005 to, inter alia, acquire, develop and
sell a series of real estate developments.  It is wholly owned by
Oliver-Hoffman Corporation.  Its principal place of business is
located at 3108 S. Rt. 59, Ste. 124-373, Naperville, Illinois.

OHCMC-Oswego filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Ill. Case No. 14-05349) in Chicago on Feb. 19, 2014, with plans to
sell its assets.  Camille O. Hoffmann signed the petition as
president of managing and sole member.  The Debtor disclosed
$92,268 plus an unknown amount in assets and $56,782,127 in
liabilities.  The Hon. Carol A. Doyle presides over the case.  The
Debtor is represented by David C. Gustman,, Esq., at Freeborn &
Peters LLP.

No trustee, examiner or creditors' committee has been appointed in
the case.

                           *     *     *

OHCMC-Oswego, LLC, filed a Modified Plan of Liquidation and
Disclosure Statement on June 30, 2014.  According to the latest
plan documents, the Debtor's assets will be sold pursuant to the
Court-approved sale procedures.  The Debtor anticipates a sale
process that will allow its real estate broker adequate time to
market the properties to ensure the Debtor receives the highest
and best offer for the properties.  The proceeds of the sale of
the properties will be used to satisfy the secured claims of BMO
and PNC.  The Debtor will distribute a set sum of money that is
currently held in an escrow account with the Village of Oswego and
totaling $29,408 to unsecured creditors in accordance with the
Bankruptcy Code's priority scheme.

The Debtor has substituted Turnstone Group LLC's REO Funding
Solutions V LLC as the stalking horse bidder, to purchase the
properties for $11,125,000.

The Debtor will solicit written bids from other potential bidders
with all such bids to be received no later than 4:00 p.m. on Sept.
12, 2014.  If the Debtor receives two or more qualified bids for
the assets, the debtor will conduct an auction.  The Debtor will
determine the winning bid in its reasonable discretion.  It will
also select the back-up bid, to be utilized, in the event that the
best bid is unable to timely close.


OHCMC-OSWEGO: Exclusive Plan Filing Period Extended to Sept. 30
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
granted OHCMC-Oswego, LLC's request and extended the Debtor's
exclusive right to file a plan and solicit acceptances of that
plan through and including September 30, 2014.

The Debtor's 180-day exclusivity period provided by Section
1121(c) of the Bankruptcy Code expired on August 18, 2014.

                       About OHCMC-Oswego

OHCMC-Oswego, LLC, is an Illinois limited liability company that
was formed on July 12, 2005 to, inter alia, acquire, develop and
sell a series of real estate developments.  It is wholly owned by
Oliver-Hoffman Corporation.  Its principal place of business is
located at 3108 S. Rt. 59, Ste. 124-373, Naperville, Illinois.

OHCMC-Oswego filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Ill. Case No. 14-05349) in Chicago on Feb. 19, 2014, with plans to
sell its assets.  Camille O. Hoffmann signed the petition as
president of managing and sole member.  The Debtor disclosed
$92,268 plus an unknown amount in assets and $56,782,127 in
liabilities.  The Hon. Carol A. Doyle presides over the case.  The
Debtor is represented by David C. Gustman,, Esq., at Freeborn &
Peters LLP.

No trustee, examiner or creditors' committee has been appointed in
the case.

                           *     *     *

OHCMC-Oswego, LLC, filed a Modified Plan of Liquidation and
Disclosure Statement on June 30, 2014.  According to the latest
plan documents, the Debtor's assets will be sold pursuant to the
Court-approved sale procedures.  The Debtor anticipates a sale
process that will allow its real estate broker adequate time to
market the properties to ensure the Debtor receives the highest
and best offer for the properties.  The proceeds of the sale of
the properties will be used to satisfy the secured claims of BMO
and PNC.  The Debtor will distribute a set sum of money that is
currently held in an escrow account with the Village of Oswego and
totaling $29,408 to unsecured creditors in accordance with the
Bankruptcy Code's priority scheme.

The Debtor has substituted Turnstone Group LLC's REO Funding
Solutions V LLC as the stalking horse bidder, to purchase the
properties for $11,125,000.

The Debtor will solicit written bids from other potential bidders
with all such bids to be received no later than 4:00 p.m. on Sept.
12, 2014.  If the Debtor receives two or more qualified bids for
the assets, the debtor will conduct an auction.  The Debtor will
determine the winning bid in its reasonable discretion.  It will
also select the back-up bid, to be utilized, in the event that the
best bid is unable to timely close.


OVERSEAS SHIPHOLDING: Appoints Geoff Carpenter as VP & Treasurer
----------------------------------------------------------------
Overseas Shipholding Group, Inc. appointed Geoffrey Carpenter as
vice president and treasurer.  According to the Sept. 2
announcement, Mr. Carpenter will assume all management
responsibility for the company's treasury department.

"Our hiring of Geoff is an important addition to OSG's management
team," said John Ray, Chairman of the Board of OSG.  "He is an
experienced financial professional and we are confident that he
will execute OSG's financing strategy and be a valuable asset as
OSG's interface with the investment and banking communities.  Our
newly appointed Board is pleased to have achieved a number of its
key objectives to energize the company as we move forward with our
strategy."

Previously, Mr. Carpenter held similar roles in treasury and
finance at The Boeing Company, Lockheed Martin Corporation and
DaimlerChrysler Trucks North America.  Most recently, he served as
Senior Vice President and Treasurer at Brightstar Corporation, a
leading specialized wireless services company.  Mr. Carpenter
earned a Bachelor of Science in Marketing from University at
Albany, State University of New York, and a Master of Business
Administration in Finance from Northeastern University.

On Aug. 11, 2014, OSG announced its search for a new chief
executive officer to lead the company's growth efforts after
emergence last month from its Chapter 11 reorganization.  On
August 20, 2014, OSG filed with the U.S. Securities and Exchange
Commission to register securities issued in connection with the
reorganization.

                    About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in
New York, is one of the largest publicly traded tanker companies
in the world, engaged primarily in the ocean transportation of
crude oil and petroleum products.  OSG owns or operates 111
vessels that transport oil and petroleum products throughout the
world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.

U.S. Bank National Association is the successor administrative
agent under the $1.5 billion credit agreement, dated as of
February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and
OSG International, Inc., as joint and several borrowers, (b) the
Administrative Agent and (c) various lenders party thereto.
Counsel to the Administrative Agent are Milbank, Tweed, Hadley &
McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP.
Lazard Freres & Co. LLC serves as advisor to the Administrative
Agent.

An official committee of Equity Security Holders has been
appointed in the case.  It is represented by Brown Rudnick LLP's
Steven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle,
Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H.
Strock, Esq. and L. John Bird, Esq.

Judge Walsh signed on July 18, 2014, a findings of fact,
conclusions of law, and order confirming the First Amended Joint
Plan of Reorganization of OSG and its debtor-affiliates.

A blacklined version of the Plan dated July 17, 2014, is available
at http://bankrupt.com/misc/OSGplan0716.pdf

A full-text copy of Judge Walsh's Confirmation Order is available
at http://bankrupt.com/misc/OSGplanord0718.pdf

                          *     *     *

The Troubled Company Reporter, on Aug. 14, 2014, reported that
Moody's Investors Service assigned Caa1 ratings to the unsecured
notes of Overseas Shipholding Group, Inc. ("OSG") that are being
reinstated pursuant to its plan of reorganization which becomes
effective. Moody's also affirmed the B2 Corporate Family Rating
and all of the other debt ratings it assigned to OSG on June 12,
2014 in anticipation of the conclusion of the Chapter 11
reorganization. The rating outlook is stable.

The TCR, on Aug. 19, 2014, also reported that Standard & Poor's
Ratings Services assigned its 'B' corporate credit rating to
Overseas Shipholding Group Inc. (OSG). The outlook is stable.


PIEDMONT CENTER: To Sell Properties to America's Realty for $8.3MM
------------------------------------------------------------------
The bankruptcy trustee of Piedmont Center Investments, LLC
received court approval to sell its real properties to America's
Realty, LLC, for more than $8.3 million.

U.S. Bankruptcy Judge Randy Doub signed off on an order
authorizing the company to sell some of the real properties it
owns in Nashville, Roxboro, Pittsboro, Murfreesboro and
Gibsonville.

Piedmont will use the proceeds from the sale to pay the remaining
balance of Business Partners, LLC's claim secured by the real
properties.  Under the company's court-approved Chapter 11
reorganization plan, Business Partners has an allowed secured
claim of $7.25 million, plus interest, according to court filings.

Piedmont will also pay from the sale proceeds tax claims
aggregating $105,567 and the broker's commission.  The remaining
net proceeds will be distributed to creditors pursuant to the
restructuring plan.

Tom Kallenbach Real Estate Investment acted as the buyer's agent
while Lundy Group, Inc. acted as the listing agent in brokering
the sale of one of the properties.  Both are entitled to a
commission of 2.5% of the purchase price.

                 About Piedmont Center Investments

Raleigh, North Carolina-based Piedmont Center Investments, LLC,
owns, leases, and manages seven shopping centers located in (i)
Graham, Alamance County, North Carolina; (ii) Mebane, Alamance
County, North Carolina; (iii) Pittsboro, Chatham County, North
Carolina; (iv) Gibsonville, Guilford County, North Carolina; (v)
Murfreesboro, Hertford County, North Carolina; (vi) Nashville,
Nash County, North Carolina; and (vii) Roxboro, Person County,
North Carolina.

Manager and part-owner Roger Camp signed a Chapter 11 petition
for Piedmont Center Investments, LLC (Bankr. E.D.N.C. Case No.
11-06178) on Aug. 11, 2011.  Trawick H. Stubbs, Jr., Esq., at
Stubbs & Perdue, P.A., in New Bern, North Carolina, serves as
counsel to the Debtor.  In its schedules, the Debtor disclosed
$27.2 million in assets and $15.5 million in liabilities.

The Debtor's two primary secured creditors are Business Partners,
LLC, and KeySource Commercial Bank.  Counsel for KeySource are
James B. Angell, Esq., and Nicolas C. Brown, Esq., at Howard,
Stallings, From & Hutson, P.A.

The Honorable J. Rich Leonard appointed John A. Northen, Esq. as
Chapter 11 trustee in September 2011.  Lehman Pollard of Nelson &
Company, PA, serves as trustee's accountant.

The Bankruptcy Administrator sought a Chapter 11 trustee, citing
that in August 2011, federal grand jury in the Eastern District of
North Carolina indicted Piedmont's Roger van Santvoord Camp on
fifteen felony counts related to bank fraud, false statements, and
identity theft.


PRAXSYN CORP: Incurs $780K Net Loss in Q2 Ended June 30
-------------------------------------------------------
Praxsyn Corporation filed its quarterly report on Form 10-Q,
disclosing a net loss of $780,924 on $23.24 million of net
revenues for the three months ended June 30, 2014, compared to a
net loss of $197,164 on $498,712 of net revenues for the same
period last year.

The Company's balance sheet at June 30, 2014, showed
$12.6 million in total assets, $16.1 million in total liabilities,
and a stockholders' deficit of $3.56 million.

Since inception, management has funded operations primarily
through proceeds received in connection with factoring of accounts
receivable on a non-recourse basis from two primary factors,
issuances of notes payable, and through sales of common stock.  In
addition, the Company is concentrated within the workers
compensation market for which the collection of payments on
receivables may be delayed for a significant period depending on
various factors.  Additionally, the Company is dependent upon a
few third party referral services, one of them being a related
party, in which generate almost 100% of the Company's revenues.
During the six months ended June 30, 2014 and 2013, the Company
incurred a net loss of $12.79 million, and generated net income of
$151,574, respectively.  The net loss during the period ended June
30, 2014 included stock-based compensation of $8.9 million.  The
Company also has an accumulated deficit of $52.85 million as of
June 30, 2014.  Management believes that it will need additional
accounts receivable factoring, or debt and/or equity financing to
be able to implement their business plan.  These indicators, in
addition to the capital deficiency and negative working capital,
there is substantial doubt about the Company's ability to continue
as a going concern, according to the regulatory filing.

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

                       http://is.gd/6Qp8cg

Praxsyn Corporation, formerly The Paws Pet Company, is a
healthcare company headquartered in Irvine, California.  The
Company formulates transdermal creams for patients suffering from
long-term pain associated with workplace-related injuries.


PROSPECT PARK: Seeks Extension of Exclusive Solicitation Period
---------------------------------------------------------------
Prospect Park Networks, LLC, filed with the U.S. Bankruptcy Court
for the District of Delaware a motion asking the court to extend
until Dec. 5, 2014, the period by which it has the exclusive right
to solicit acceptances of its plan of liquidation.

As previously reported by the TCR, the Debtor filed a plan to
liquidate its assets as it continues to pursue litigation against
the ABC television network.  The Debtor has also filed a motion to
approve the accompanying disclosure statement and establish
procedures with respect to solicitation, ballot tabulation, and
related matters in connection with the Plan.  The solicitation
motion is currently scheduled to be heard on Sept. 25.

Because the current exclusive period to solicit acceptances of its
Chapter 11 plan expires on Oct. 6, 2014, the Debtor asks a further
60-day enlargement of the exclusive solicitation period through
and including Dec. 5.

A hearing on the extension request is scheduled for Sept. 25,
2014, at 2:00 p.m. (ET).  Objections are due Sept. 18.

                   About Prospect Park Networks

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

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

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


PUERTO RICO ELECTRIC: AlixPartners to Lead Restructuring
--------------------------------------------------------
Michael J. De La Merced and Michael Corkery, writing for The New
York Times' DealBook, reported that Puerto Rico's electric power
authority said it had hired the consulting firm AlixPartners to
supervise its restructuring.  According to the report, the
assignment will be led by Lisa J. Donahue, the head of
AlixPartners' turnaround and restructuring practice.

                       *     *     *

The Troubled Company Reporter, on Aug. 4, 2014, reported that
Standard & Poor's Ratings Services has lowered its rating on
Puerto Rico Electric Power Authority's (PREPA) power revenue bonds
two notches to 'CCC' from 'B-'.  The rating remains on CreditWatch
with negative implications, where S&P originally placed it
June 18, 2014.


REVEL AC: Night Club Owners Sue to Stay Open
--------------------------------------------
Joseph Checkler, writing for Daily Bankruptcy Review, reported
that the owner of the HQ Night Club and HQ Beach Club at the Revel
Casino Hotel is suing Revel AC, LLC, saying the clubs should
remain open while their owner scrambles for approval of
independent liquor licenses and access to a different parking lot
for its patrons.  According to the report,  Idea Boardwalk LLC,
owner of the two Atlantic City clubs, said the terms of its lease
give it exclusive possession of the property it manages and that
the clubs should remain open.

                           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.


RGIS HOLDINGS: S&P Lowers CCR to 'B' on Weaker Performance
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Auburn Hills, Mich.-based RGIS Holdings LLC to 'B' from
'B+'.  Concurrently, S&P lowered the senior secured debt ratings
to 'B' from 'B+'.  The recovery ratings remain '4', indicating
that lenders could expect average (30% to 50%) recovery in the
event of a payment default. The outlook is stable.

"The downgrade reflects RGIS' weaker-than-expected operating
performance during the first half of this year," said Standard &
Poor's credit analyst Bea Chiem.  "As a result of the weak
performance, we estimate that leverage will likely remain above 5x
and funds from operations to debt below 12% during the next 12 to
24 months," continued Ms. Chiem.  S&P had previously stated that
it expected leverage would remain below 5x and funds from
operations to debt above 12% to maintain the current ratings and
outlook.

S&P estimates that as of June 30, 2014, RGIS had roughly $545
million in lease- and pension-adjusted debt outstanding.
Including the company's roughly $509 million in preferred stock as
100% debt, the company had roughly $1 billion in debt outstanding.


RUE21 INC: Bank Debt Trades at 12% Off
--------------------------------------
Participations in a syndicated loan under which Rue21 Inc. is a
borrower traded in the secondary market at 88.10 cents-on-the-
dollar during the week ended Friday, September 5, 2014, according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents an increase of 2.60
percentage points from the previous week, The Journal relates.
Rue21 Inc. pays 475 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Sept. 30, 2020 and carries
Moody's B3 rating and Standard & Poor's B- rating.  The loan is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.


S.B. RESTAURANT: Has Until Nov. 14 to File Plan, Disclosures
------------------------------------------------------------
A notice filed in bankruptcy court said S.B. Restaurant Co., doing
business as Elephant Bar, a chain of 29 restaurants in seven
states, has until Nov. 14, 2014, to file its Chapter 11 plan and
explanatory disclosure statement.

The notice followed the approval of the sale of the assets of the
restaurant chain to an affiliate of Chalak Mitra Group, which will
pay about $1.25 million cash to fund a wind-down, specified
priority claims and transfer taxes.  Chalak Group Inc., based in
Dallas, owns and operates 260 restaurants, including the 100-unit
Genghis Grill, Bill Rochelle, the bankruptcy columnist for
Bloomberg News, and Sherri Toub, a Bloomberg News writer, said.

S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-13778)
on June 17, 2014, in Santa Ana, California.  The case is assigned
to Judge Erithe A. Smith.

The Debtors' counsel is Jeffrey N Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California.  The Debtors' chief restructuring officers are from
Deloitte Transactions & Business Analytics LLP, while their
investment banker is Mastodon Ventures, Inc.  The Debtors'
noticing claims and balloting agent is Rust Consulting Omni
Bankruptcy.


S.B. RESTAURANT: Court Approved Sale of Assets to CM7 Capital
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved S.B. Restaurant Co., et al.'s asset purchase agreement
among the Debtors and the buyer, and approved the sale of
substantially all of the Debtors' assets free and clear of all
liens, claims, encumbrances and other interests.

The Debtors originally proposed to sell the Assets to Cerberus
Business Finance, LLC, as agent on behalf of the Debtors' first
lien lenders (the "Stalking Horse Bidder").  After the Stalking
Horse Bidder withdrew the Stalking Horse Agreement, the Debtors,
in consultation with their lenders and the Official Committee of
Unsecured Creditors, selected CM7 Capital Partners, LLC (the
"Buyer") as the only qualifying bid and cancelled the Auction.
The Buyer has submitted a Qualified Bid by the Bid Deadline,
including that certain Asset Purchase Agreement, dated as of
August 6, 2014, by and between the Debtors and CM7 for the sale of
substantially all of the Debtors' assets.

On the Closing Date, the Buyer will assume the accrued and unpaid
postpetition payables of the Debtors as of the Closing Date owed
to Sysco Corporation, its Operating Companies (as defined in the
Sysco Distribution Agreement), or any of its Affiliates.  Sysco
previously filed an objection to the Debtors' Notice of Proposed
Assumption, Assignment, and Sale of Executory and Unexpired
Leases.

If the Sysco Distribution Agreement is assumed under the Asset
Purchase Agreement and the Sale Order, then the Cure Amount with
respect to the Sysco Distribution Agreement will be $1,393,654 and
with be paid in cash at the time of the assumption unless
otherwise agreed to by Sysco.

Moreover, the Cure Amount for the Lease of J.G. Dutra & Son
includes the amount of $21,033 for past-due rent obligations.

Any objections to the Sale Motion that have not been withdrawn,
waived or settled are denied and overruled.  A copy of the Sale
Order is available for free at:

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

                    About S.B. Restaurant Co.

S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-13778) on June
17, 2014, in Santa Ana, California.  The case is assigned to Judge
Erithe A. Smith.

The Debtors' counsel is Jeffrey N. Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California.  The Debtors' chief restructuring officers are from
Deloitte Transactions & Business Analytics LLP, while their
investment banker is Mastodon Ventures, Inc.  The Debtors'
noticing claims and balloting agent is Rust Consulting Omni
Bankruptcy.

An official committee of unsecured creditors was appointed in the
case of S.B. Restaurant Co. Debtors' cases.  The panel comprises
of (1) General Growth Properties Inc., c/o Julie Minnick Bowden of
Chicago, IL; (2) The Macerich Company, c/o Bill Palmer of
Pittsford, NY; and (3) Global Media Group c/o Mark Torres of
Rancho Santa Margarita, CA.  The Committee retained Cooley LP as
its counsel.


SA-ST. PETERSBURG: Seeks Chapter 11 Protection
----------------------------------------------
SA-St. Petersburg LLC, along with several affiliates, sought
Chapter 11 protection (Bankr. W.D. La. Case No. 14-51101) in
Lafayette, Louisiana on Sept. 3, 2014, without stating a reason.

SA-St. Petersburg LLC estimated less than $10 million in assets
and debt.  Debtor-affiliate CHC-CLP Operator Holding, LLC (Case
No. 14-51104) estimated $10 million to $50 million in assets and
debt.

According to the docket, the appointment of a healthcare ombudsman
is due Oct. 3, 2014.  The Debtors are required to submit their
Chapter 11 plan and disclosure statement by Jan. 2, 2015.

The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.


SEAFIELD RESOURCES: Unit Files for Reorganization in Colombia
-------------------------------------------------------------
Seafield Resources Ltd. on Sept. 4 disclosed that its wholly owned
subsidiary Minera Seafield S.A.S. filed for reorganization
agreement under the Colombian law 1116 of 2006.

The Company continues to review and consider its alternatives to
resolve the situation.  At present, there can be no assurance as
to what, if any, alternatives might be pursued by the Company.

                  About Seafield Resources Ltd.

Seafield Resources Ltd. -- http://www.sffresources.com-- is a
development stage company currently focused on completing a
bankable feasibility study on its Miraflores Gold Deposit.
Seafield's Quinchia Gold Project is located in the Department of
Risaralda, Colombia.


SHELBOURNE NORTH WATER: Disclosure Statement Tentatively OK'd
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that Shelbourne
North Water Street LP, the owner Chicago Spire, obtained tentative
approval of the disclosure materials explaining the Chapter 11
plan.  If Atlas Apartment Holdings LLC, which agreed to extend a
$135 million to finance the plan, approves the disclosure
statement, creditors will vote and there will be an Oct. 7
confirmation hearing for approval of the plan.

             About Shelbourne North Water Street L.P.

A group of creditors filed an involuntary Chapter 11 petition
against Chicago, Illinois-based Shelbourne North Water Street L.P.
(Bankr. D. Del. Case No. 13-12652) on Oct. 10, 2013.  The case is
assigned to Judge Kevin J. Carey.

The petitioners are represented by Zachary I Shapiro, Esq., and
Russell C. Silberglied, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware.

The Debtor consented on Nov. 8, 2013, to being in Chapter 11
reorganization.

FrankGecker LLP represents the Debtor in its restructuring
effort.


SOUTH & HEADLEY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: South & Headley Associates, Ltd.
        237 South Street
        P.O. Box 2049
        Morristown, NJ 07962

Case No.: 14-28225

Nature of Business: Single Asset Real Estate


Chapter 11 Petition Date: September 4, 2014

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

Judge: Hon. Michael B. Kaplan

Debtor's Counsel: Morris S. Bauer, Esq.
                  NORRIS McLAUGHLIN & MARCUS, PA
                  PO Box 5933
                  Bridgewater, NJ 08807-5933
                  Tel: (908) 722-0700
                  Fax: 908-722-0755
                  Email: msbauer@nmmlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Lawrence S. Berger, manager of general
partner.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb14-28225.pdf


STEEL DYNAMICS: Moody's Rates $1-Bil. Sr. Unsecured Notes 'Ba2'
---------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the $1.0
billion in guaranteed senior unsecured notes issued by Steel
Dynamics Inc. (SDI). The notes will mature in equal amounts, in
October 2021 and October 2024. In addition, Moody's assigned a
SGL-1 speculative grade liquidity rating. At the same time,
Moody's affirmed the Ba1 corporate family rating (CFR), the Ba1-PD
probability of default rating, and the Ba2 rating on the existing
senior secured notes. The outlook is stable.

Proceeds from the new notes issue together with cash and
borrowings under SDI's asset backed revolving credit facility will
be used fund the $1.625 billion acquisition of Severstal North
America's subsidiary Severstal Columbus. Should the acquisition
not close prior to the issuance of the notes, the notes will be
placed into escrow until the acquisition closes and other stated
requirements are met.

Assignments:

Issuer: Steel Dynamics, Inc.

Speculative Grade Liquidity Rating, Assigned SGL-1

Senior Unsecured Regular Bond/Debenture (Local Currency) 2021,
Assigned Ba2, LGD4

Senior Unsecured Regular Bond/Debenture (Local Currency) 2024,
Assigned Ba2, LGD4

Outlook Actions:

Issuer: Steel Dynamics, Inc.

Outlook, Remains Stable

Affirmations:

Issuer: Steel Dynamics, Inc.

Probability of Default Rating, Affirmed Ba1-PD

Corporate Family Rating (Local Currency), Affirmed Ba1

Senior Unsecured Regular Bond/Debenture (Local Currency) Apr 15,
2023, Affirmed Ba2, Changed to LGD4 from LGD5

Senior Unsecured Regular Bond/Debenture (Local Currency) Aug 15,
2019, Affirmed Ba2, Changed to LGD4 from LGD5

Senior Unsecured Regular Bond/Debenture (Local Currency) Aug 15,
2022, Affirmed Ba2, Changed to LGD4 from LGD5

Senior Unsecured Regular Bond/Debenture (Local Currency) Mar 15,
2020, Affirmed Ba2, Changed to LGD4 from LGD5

Ratings Rationale

SDI's Ba1 CFR considers its low cost mini-mill operating structure
and its diversified product mix, as the company continues to shift
toward higher value-added steel and specialty alloys. The rating
also acknowledges the ongoing but slow recovery in a number of end
markets, which should benefit sales volumes and capacity
utilization rates in the steel making operations. In addition,
Moody's believe that SDI is among the lowest cost steel producers
in the US, on a per ton basis, which enables the company to better
manage through periods of low prices and sluggish demand.

Given the significant increase in debt to fund the acquisition and
initial pressure on debt protection metrics and leverage, SDI's
CFR rating has little cushion to absorb further debt increases or
earnings deterioration. However, from a business perspective, the
acquisition is seen as providing strategic value to SDI. A
relatively new and low cost minimill in Columbus, Mississippi,
Columbus has an approximate capacity of 3.4 million tons of hot-
rolled sheet, as well as 1.4 million tons of cold rolled sheet and
roughly 1.1 million net tons of galvanized sheet. Consequently,
SDI's steel production capacity will increase by over 40% to
around 11 million tons pro forma for the transaction. Columbus'
product capability is complimentary to SDI's and will provide
greater capacity into key areas such as automotive while providing
greater access to other markets. In addition, the acquisition
broadens SDI's geographic footprint into the Southern and
Southeastern US markets (current coverage is predominately
Midwestern), and provides SDI with the ability to produce wider
width and heavier gauge products. The acquisition will also enable
SDI to better manage and optimize its production schedules in
light of location and market demand.

Based upon commentary in Severstal OAO's first half 2014 results
announcement as to EBITDA/ton at Columbus, Moody's estimate that
proforma for this transaction, SDI's leverage, as measured by the
debt/EBITDA ratio, could increase to a range between 3.5x and
3.8x, as compared to its 2.7x ratio for the twelve months ended
June 30, 2014. However, the CFR anticipates that with the added
shipment capacity and enhanced earnings profile, debt protection
metrics and leverage will return to levels more in line with the
Ba1 CFR rating within the next 12 months.

SDI's rating is constrained by the lengthy and slow improvement in
non-residential construction, an end market served primarily by
SDI's steel fabrication and structural steel operations. While the
downward demand trajectory in the non-residential construction
sector has bottomed, year-on-year improvement remains modest and
ongoing recovery is expected to remain slow through the balance of
2014 although it is showing positive momentum. In addition, the
rating considers the ongoing challenges and loss incurrence at the
Minnesota Operations as SDI seeks to address a number of issues.

The SGL-1 speculative grade liquidity rating considers the
company's cash generating capacity and favorable debt maturity
profile. Liquidity is enhanced by the company's $357 million cash
position at June 30, 2014 and external liquidity is supported by a
$1.1 billion asset-based senior secured revolving credit facility
that expires in September 2016. The facility is secured by
accounts receivable, inventory, and pledges of shares of certain
subsidiaries' capital stock. The facility was fully available at
June 30, 2014.

The credit facility is subject to three financial maintenance
covenants, including a minimum interest coverage ratio of 2.5x and
a maximum net debt/EBITDA ratio of 5.0x. In addition, if total
debt/EBITDA exceeds 3.5x at any time, then the ability of the
company to make restricted payments (dividends and stock
repurchases) could be limited. At June 30, 2014, SDI's interest
coverage ratio and net debt/EBITDA ratio were 5.88x and 2.06x
respectively. Moody's expect that the company will comply with its
covenant requirements with ample cushion over the next four
quarters.

The Ba2 rating on the senior unsecured notes reflects their more
junior position, under Moody's loss given default methodology
given the $1.1 billion asset backed revolving credit facility
(ABL), the $200 million secured term loan facility, and priority
accounts payable.

The stable outlook incorporates Moody's expectation for
deleveraging in the near term. The outlook also considers that SDI
will evidence an improving earnings profile on the favorable
trends in its steel making operations, a continued turnaround in
the structured steel and fabrication divisions, the strength in
the automotive and other markets served by the company and the
benefits of scale that the Columbus acquisition will bring.

A downward rating action could occur should SDI's debt/EBITDA
exceed 4.0x, EBIT/interest track below 3.0x, and free cash flow
generation is negative, all on a sustainable basis. In addition,
given the likely draw down on the company's cash position and
borrowings under the ABL facility to provide funding for the
acquisition, the rating could be negatively impacted should
liquidity significantly contract. Given the continued slow
recovery in the structural steel and downstream fabrication
divisions, and the increased leverage resulting from the Columbus
acquisition, a ratings upgrade is unlikely over the near term.
However, should SDI sustain debt/EBITDA under 3.0 x, EBIT/interest
coverage above 4.0 x, EBIT margins in the mid teens, and
consistently generate free cash flow, its ratings and/or outlook
could be favorably impacted. However, upward rating movement to
investment grade is constrained by the secured nature of the ABL
revolver and term loan facility.

Headquartered in Fort Wayne, Indiana, SDI manufactures steel
thorough its domestic minimills. In addition, the company ranks
among the largest scrap processors in the US and operates steel
fabrication facilities, which manufacture trusses, girders, joists
and decking. SDI also has two iron-making facilities (Iron
Dynamics and Minnesota Operations, which includes the 81% owned
Mesabi Nugget. For the twelve months ended June 30, 2014 the
company had revenues of $7.7 billion.

The principal methodology used in this rating was Global Steel
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.


STEEL DYNAMICS: S&P Affirms 'BB+' CCR & Rates $1BB Notes 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' corporate
credit rating on Fort Wayne, Ind.-based Steel Dynamics Inc. (SDI)
and its 'BB+' credit ratings on SDI's senior unsecured debt.  The
recovery rating on the debt remains '3'.  S&P also removed the
credit ratings from CreditWatch, where it placed them with
negative implications on July 25, 2014.  The outlook is stable.

At the same time, S&P assigned its 'BB+' issue-level rating and
'3' recovery rating to SDI's new $1 billion of senior unsecured
notes.  The '3' recovery rating indicates S&P's expectation for
meaningful (50% to 70%) recovery of principal in the event of
payment default.

"Our stable outlook on SDI reflects our expectation for robust
organic EBITDA growth and a substantial EBITDA contribution from
Columbus in 2014 and 2015, which will enable some deleveraging by
the end of 2015," said Standard & Poor's credit analyst Gail
Hessol.

S&P forecasts a decline in adjusted leverage to about 3x as of
Dec. 31, 2015, compared with 3.4x as of June 30, 2014, pro forma
for the Columbus acquisition.  S&P also believes the company's
growth goals will generally keep leverage in the 3x to 4x range.

S&P could lower its rating if it expected leverage higher than 4x
and FFO to debt less than 20% on a sustained basis.  This could
occur if the company adopts more aggressive financial policies or
as a result of declining demand in key markets, excess steel
industry capacity (including imports into the U.S.) that pressures
prices, or other factors.

S&P would consider raising its rating if it believed SDI would
sustain adjusted leverage less than 3x and FFO to debt greater
than 30%.  An upgrade would also be predicated on SDI maintaining
strong liquidity as a cushion for unexpected weakness in its
volatile operating environment.


SYNOVUS FINANCIAL: Moody's Puts 'B1' Sr. Debt Rating on Review
--------------------------------------------------------------
Moody's Investors Service placed the long-term ratings of Synovus
Financial Corp. and its bank subsidiary, Synovus Bank, on review
for upgrade. Synovus Financial Corp. is rated B1 for senior debt.
Synovus Bank has a long-term bank deposit rating of Ba2 and a
standalone bank financial strength rating of D, mapping to a
standalone baseline credit assessment of ba2. The Not Prime short-
term ratings of the bank were affirmed and are not on review.

Ratings Rationale

The review reflects the progress Synovus has made in enhancing its
risk profile. Synovus has substantially reduced its commercial
real estate (CRE) concentration and improved its asset quality
metrics. Although its CRE exposure, which equals 3 times its Tier
1 Capital, is high relative to peers, it is almost a 50% reduction
from its peak in 2007. Most of this reduction is the result of its
shrinking construction and land exposure, which Moody's viewed as
the riskiest component of its CRE exposure. Additionally,
nonperforming assets (NPAs: nonaccrual, 90 + days past due, OREO,
and accruing troubled debt restructured loans) have fallen 36%
over the last year to 4% of loans and OREO, which is still high
relative to peers. This included a large 19% decline in the second
quarter of 2014 from pay-offs and charge-offs, which were fully
covered by reserves.

Improvements in Synovus' asset quality have been notable, but the
high historical NPAs have been a source of volatility in operating
performance. Therefore, Moody's review will focus on Synovus'
efforts to further improve its risk management profile and
maintain consistent earnings. The review will consider the ability
of its enhanced centralized risk management to manage underwriting
standards and avoid rebuilding of its CRE concentration, while at
the same time continuing its progress in reducing NPAs and
diversifying its loan portfolio. The review will also consider the
sustainability and potential improvement in Synovus' risk-weighted
profitability metrics.


TEINE ENERGY: S&P Assigns 'B' CCR; Outlook Stable
-------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' long-term
corporate credit rating to Calgary, Alta.-based Teine Energy Ltd.
The outlook on the credit rating is stable.  At the same time,
Standard & Poor's assigned its 'CCC+' senior unsecured debt rating
and a '6' recovery rating to Teine's proposed US$350 million
senior unsecured debt issue.  The recovery rating indicates S&P's
expectation of negligible (0%-10%) recovery under our default
scenario.

Teine is an exploration and production (E&P) company focused on
conventional light crude oil production in Saskatchewan.

"Although we believe Teine's overall credit profile will remain
constrained by the limited scale and scope of its operations, and
by the development risks we attribute to the company's lower level
of proved developed reserves, the company's good cost structure
and strong netbacks should ensure it generates sufficient internal
cash flow to internally fund its organic growth objectives beyond
2014," said Standard & Poor's credit analyst Michelle Dathorne.
"Although our estimated unit earnings before interest and taxes
should remain in the top quartile for the rated E&P companies, we
believe Teine's profitability remains vulnerable to heightened
volatility, due to the small scale of the company's operations,"
Ms. Dathorne added.

The rating on Teine reflects Standard & Poor's assessment of the
company's small liquids-focused reserves base, regional focus in
one producing area in the Western Canada Sedimentary Basin, and
the heightened development risk inherent in the company's low
percentage of proved developed (PD) reserves.  These weaknesses,
which constrain the rating, are partially offset by the company's
good full-cycle cost profile and robust cash flow generation, as
its product mix is heavily weighted toward high API gravity light
oil production, low balance-sheet debt, and relatively strong cash
flow protection metrics.

S&P's "vulnerable" business risk profile assessment reflects
Teine's relatively small reserve and production base and limited
geographic diversity, which are somewhat offset by the company's
competitive cost structure and exposure to high oil prices, which
results in above-average profitability.

S&P views Teine's financial risk profile as "aggressive."  Based
on S&P's production and capital spending estimates, it forecasts
the company's fully adjusted debt to EBITDA to improve to about
1.0x by the end of fiscal year-end 2016.  However, S&P do not
anticipate the company's debt to EBITDA will remain below 2.0x for
a prolonged period.  S&P believes Teine could leverage its balance
sheet to supplement its anticipated organic growth with
acquisitions.

The stable outlook reflects S&P's view that Teine should be able
to continue expanding its reserves and production through the
drill-bit, while maintaining its cash flow adequacy and leverage
metrics at relatively strong levels.

S&P could lower the ratings if Teine's credit measures weakened
such that the company's five-year weighted average funds from
operations to debt were to fall below 30% without a clear path to
deleveraging.  This could occur if Teine made a material debt-
financed acquisition that was not sufficiently accretive to cash
flow generation.

An upgrade would depend on an improving business risk profile
without material deterioration in the company's financial risk
profile.  In S&P's opinion, Teine's low PD ratio heightens its
operating risk profile, so S&P believes the company's overall
business risk profile would improve as it increases the PD
component of its proved reserves base.  In Standard & Poor's rated
E&P universe, 'B+' rated companies have PD reserves ratios in the
45%-75% range.

The stable outlook reflects S&P's view that Teine should be able
to continue expanding its reserves and production through the
drill-bit, while maintaining its cash flow adequacy and leverage
metrics at relatively strong levels.

S&P could lower the ratings if Teine's credit measures weakened
such that the company's five-year, weighted average FFO to debt
were to fall below 30% without a clear path to deleveraging.  This
could occur if Teine made a material debt-financed acquisition
that was not sufficiently accretive to cash flow generation.

An upgrade would depend on an improving business risk profile
without material deterioration in the company's financial risk
profile.  In S&P's opinion, Teine's low PD ratio heightens its
operating risks, so S&P believes the company's overall business
risk profile would improve as it increases the PD component of its
proved reserves base.  In Standard & Poor's rated E&P universe,
'B+' rated companies have PD reserves ratios in the 45%-75% range.


TEJANO CENTER: S&P Affirms B+ Rating on $24.45MM 2009A Rev. Bonds
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed its 'B+' long-term rating on Clifton
Higher Education Finance Corp., Texas' $24.45 million series 2009A
charter school education revenue bonds supported by Tejano Center
for Community Concerns Inc. (TCCC) for the Raul Yzaguirre School
for Success Project (RYSS), an open-enrollment charter school that
primarily serves economically disadvantaged students.

"The outlook revision reflects our view that TCCC has cured its
events of default, improved operations in fiscal 2013, and
improved operational liquidity," said Standard & Poor's credit
analyst Kevin Holloran.


TEMPLAR ENERGY: S&P Rates New $550MM 2nd Lien Term Loan 'B-'
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue-level
rating (one notch below the corporate credit rating) and '5'
recovery rating to Oklahoma City-based Templar Energy LLC's
proposed $550 million second-lien term loan maturing in 2021.  The
'5' recovery rating indicates S&P's expectation of modest (10% to
30%) recovery in the event of default.  S&P understands the
proposed term loan will be pari passu with the company's existing
$900 million second-lien term loan.  In addition, S&P expects the
company to amend its first-lien reserve-based lending facility to
a $1.3 billion committed facility with an initial borrowing base
of $625 million.

The issue-level rating on the company's existing second-lien term
loan remains unchanged at 'B-' with a recovery rating of '5'.

The company plans to use the proceeds of the proposed term loan to
partially finance the acquisition of Granite Wash assets from
Newfield Exploration Co. for $588 million.

The 'B' corporate credit rating on Templar Energy LLC reflects
S&P's assessment of the company's "weak" business risk and "highly
leveraged" financial risk profiles.  The positive outlook on
Templar reflects S&P's expectation that the company will close the
transaction with the proposed financing and amendments to its RBL
facility and will continue to expand its reserves and production.
S&P could raise the rating if the company decreased leverage to
below 4x and increased funds from operations to debt to above 20%
on a sustained basis while also maintaining adequate liquidity.

Ratings List

Templar Energy LLC
Corporate Credit Rating                 B/Positive/--

New Rating

Templar Energy LLC
$550 mil 2nd-lien term loan due 2021    B-
  Recovery Rating                        5


TMT GROUP: 5th Cir. Says Vantage Shares Not Property of Debtors
---------------------------------------------------------------
A three-judge panel of the United States Court of Appeals, Fifth
Circuit, vacated rulings by the district and bankruptcy courts in
the dispute involving TMT Procurement Corporation and its
affiliated debtors, against Vantage Drilling Company, an offshore
drilling company.  The combined effect of those rulings was to
place certain shares of Vantage stock in custodia legis with the
clerk of the court.  The Fifth Circuit, however, held that both
courts lacked subject-matter jurisdiction, and the Vantage Shares
are not "property of the estate."

The Fifth Circuit also held that Vantage's claim in its 2012 state
court action against Hsin-Chi Su, also known as Nobu Su, alleging
breach of fiduciary duty, fraud, fraudulent inducement, negligent
misrepresentation, and unjust enrichment, was not "related to" the
Debtors' Chapter 11 proceedings.

The 23 foreign marine shipping companies that filed for bankruptcy
were each owned directly or indirectly by Su.

The Fifth Circuit also said that before the district court and the
bankruptcy court exercised jurisdiction over the Vantage Shares,
the outcome of the Vantage Litigation could not have had any
conceivable effect on the Debtors' estate.

"In essence, the Debtors have again attempted to use the orders as
'jurisdictional bootstrap[s]' by arguing that the Vantage
Litigation is 'related to' the Debtors' Chapter 11 proceedings
because the orders have linked them.  This we cannot allow," the
Fifth Circuit said.

A copy of the Court's per curiam decision dated September 3, 2014,
is available at http://is.gd/PFZuGCfrom Leagle.com.

                           About TMT Group

Known in the industry as TMT Group, TMT USA Shipmanagement LLC and
its affiliates own 17 vessels.  Vessels range in size from 27,000
dead weight tons (dwt) to 320,000 dwt.

TMT USA and 22 affiliates, including C. Ladybug Corporation,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-
33740) in Houston, Texas, on June 20, 2013 after lenders seized
seven vessels.

TMT filed a lawsuit in U.S. bankruptcy court aimed at forcing
creditors to release the vessels so they can return to generating
income.

TMT has tapped attorneys from Bracewell & Giuliani LLP as
bankruptcy counsel and AlixPartners as financial advisors.

On a consolidated basis, the Debtors have $1.52 billion in assets
and $1.46 billion in liabilities.


TMT USA: Proposes Application of Excess Proceeds in Sold Vessels
----------------------------------------------------------------
TMT Procurement Corporation and its affiliates ask the U.S.
Bankruptcy Court for the Southern District of Texas to enter an
order concerning the application of certain excess vessel sale
proceeds.

Pursuant to certain sale orders, the relevant Vessel Debtors have
consummated the sale of these vessels: A Duckling, C Whale, B Max,
A Handy, B Handy, C Handy, B Whale, A Whale, D Whale, G Whale and
H Whale.

Pursuant to certain lift stay orders, the relevant secured parties
and admiralty courts have sold A Ladybug, C Whale and E Whale.

Pursuant to the Relevant Sale Orders, the Debtors' amended omnibus
motion seeks approval of the proposed application of the Excess
Proceeds or, in the case of the A Duckling, the proposed revised
application as it relates to the Carve-Out Payment.

Where cash collateral has been used to pay or reserve for Vessel-
Specific Professional Fees or where the lenders have agreed to pay
out-of-pocket the Vessel-Specific Professional Fees, such Vessel-
Specific Professional Fees will remain subject to Court approval,
William A. (Trey) Wood III, Esq., at Bracewell & Giuliani LLP, in
Houston, Texas -- Trey.Wood@bgllp.com -- says.  He adds that to
the extent the Court disallows any Vessel-Specific Professional
Fees, the disallowed amount will, first, be credited against
future Vessel-Specific Professional Fees for the relevant Debtor;
second, be credited against future Non-Vessel Specific
Professional Fees; and third, if the disallowed amount exceeds
both, disgorged by the relevant professional after entry of the
orders approving final fee applications.

As of the filing of the Motion, the United States Court of Appeals
for the Fifth Circuit has not yet issued its decision in Case No.
13-20622.  Accordingly, (i) all Excess Proceeds deposited into the
345 Account, including the Synthetic Repayment, the Accrued Fees
Amount and the 345 Balance, for so long as those proceeds remain
in the 345 Account, and (ii) any amounts credited to Non-Vessel
Specific Professional Fees, will remain, at all times, fully
subject to the Proceeds Rights of the DIP Lender until the DIP
Obligations are paid indefeasibly in full in cash, Mr. Wood
asserts.

In addition, all Excess Proceeds deposited into the 345 Account,
including the Synthetic Repayment, the Accrued Fees Amount and the
345 Balance will also remain fully subject to the Proceeds Rights
of any other party-in-interest until the party-in-interest's
Proceeds Rights are extinguished by reason of repayment of the
underlying obligation or otherwise.

The Carve-Out Payment is being applied to Professional pursuant to
the payment and subordination provisions with respect to the
Carve-Out, whereupon the Carve-Out will be treated as paid in
full.  The Carve-Out Payments for each Relevant Debtor are pro
rata based on the Priority Payment Amounts for each Relevant
Debtor.

With respect to the proceeds from the sale of the A Duckling, the
Synthetic Repayments and Accrued Fees Amount, plus an additional
amount as the "Carve-Out Amount," were applied against the then-
Carve-Out in the total amount of $4,270,458, Mr. Wood notes.  He
asserts that so that the Carve-Out Payments for all Relevant
Debtors (including A Duckling Corporation) are fairly allocated
Pro Rata, the aggregate amount for the Carve-Out Payments has been
grossed up to the Carve-Out in the amount of $7,084,145, and then
allocated Pro Rata among all the Relevant Debtors.

                  Nobu Su and F3 Capital Object

Hsin Chi Su, also known as Nobu Su, and F3 Capital, which is owned
and controlled by Mr. Su, assert that the Motion does not
adequately describe the actual relief sought, citing Section
8(a)(2) of the Federal Rules of Civil Procedure that requires
short and plain statement of claim.

Earlier in the case, F3 Capital pledged Vantage Drilling stock to
secure the DIP lender.  Eventually, that stock was liquidated and
the proceeds were used to repay the DIP lender.  F3 Capital has an
administrative claim of at least $16.5 million against the
bankruptcy estates for repayment of the DIP loan, relates Annie E.
Catmull, Esq., in Houston, Texas.

Ms. Catmull contends that the language of the proposed order sheds
no light, either.  She notes that the proposed order is filled
with text that defines the relief granted by references back to
the unduly vague "Motion."  She adds that the Motion does not
describe a statute, case, or rule that entitles the Debtors to the
inadequately described relief sought.

In response to the objection, the Debtors contend that F3 Capital
and Mr. Su have been provided both with ample time and voluminous
detailed information to enable them to be prepared for the hearing
as scheduled with respect to the Motion.

                         About TMT Group

Known in the industry as TMT Group, TMT USA Shipmanagement LLC and
its affiliates own 17 vessels.  Vessels range in size from
approximately 27,000 dead weight tons (dwt) to approximately
320,000 dwt.

TMT USA and 22 affiliates, including C. Ladybug Corporation,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-
33740) in Houston, Texas, on June 20, 2013 after lenders seized
seven vessels.

TMT filed a lawsuit in U.S. bankruptcy court aimed at forcing
creditors to release the vessels so they can return to generating
income.

TMT has tapped attorneys from Bracewell & Giuliani LLP as
bankruptcy counsel and AlixPartners as financial advisors.

On a consolidated basis, the Debtors have $1.52 billion in assets
and $1.46 billion in liabilities.


TMT USA: Su Responds to Motion to Clarify Matters in Lawsuits
-------------------------------------------------------------
Hsin Chi Su, also known as Nobu Su, files a response on TMT
Procurement Corporation and its affiliates' motion concerning his
litigation in the District Court.

The Debtors had asked the U.S. Bankruptcy Court for the Southern
District of Texas to clarify these matters: (a) TMT is concerned
as to whether it was proper to file the Su complaints directly
with the District Court; (b) the Su complaints appear to
regurgitate the same failed arguments presented to the Bankruptcy
Court; and (c) under the sale orders, any monetary claims that Mr.
Su may have against TMT remain with the Bankruptcy Court for
future adjudication.

To be clear, the purchasers of the vessels are not defendants in
the complaints pending before the U.S. District Court, asserts
Annie E. Catmull, Esq., in Houston, Texas.  She notes that the
sale orders in the bankruptcy cases do "not authorize any person,
purchaser, successor or assign to incorporate or utilize any
patented technology in any other vessel [i.e., a vessel that was
not sold by the bankruptcy estates] or thing."  Mr. Su has alleged
that he owns certain patented technology and design used in the
Debtors' vessels.

Ms. Catmull tells the Court that Mr. Su's amended complaints make
clear that the complained-of request for relief "is sought subject
to the results of Mr. Su's pending appeal of the sales orders."
Hence, Mr. Su contends that it was reversible error for the
Bankruptcy Court to enter the orders approving vessel sales over
his objections.

              Su Raises New Concern, Debtors Observe

Mr. Su has addressed most of the issues raised, but he has also
raised a new concern, the Debtors tell the Bankruptcy Court.  The
Debtors were concerned as to the procedural posture of commencing
lawsuits directly in the District Court as to which Mr. Su might
be attempting to seek the adjudication by the District Court of
matters that Mr. Su would then seek to apply in the Bankruptcy
Court on the basis of collateral estoppel.

The Debtors were concerned that the District Court lawsuits could
be perceived as collateral attacks on the Bankruptcy Court's Sale
Orders, William A. (Trey) Wood III, Esq., at Bracewell & Giuliani
LLP, in Houston, Texas -- Trey.Wood@bgllp.com -- says.  He notes
that Mr. Su's Response confirms that the lawsuits are "subject to
the results of Mr. Su's pending appeal of the sales orders."

The Debtors requested specific relief against Mr. Su in the form
of notice and pleadings with respect to any other litigation
anywhere in the world with respect to his asserted patent rights.
The Debtors remain concerned that Mr. Su might commence litigation
in other courts that he would seek to use in support of claims he
might assert against them, Mr. Wood says.  He asserts that all
that the Debtors seek is notice of that litigation so that the
Debtors can presumably confirm that any litigation has no
relevance to the Debtors.

                         About TMT Group

Known in the industry as TMT Group, TMT USA Shipmanagement LLC and
its affiliates own 17 vessels.  Vessels range in size from
approximately 27,000 dead weight tons (dwt) to approximately
320,000 dwt.

TMT USA and 22 affiliates, including C. Ladybug Corporation,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-
33740) in Houston, Texas, on June 20, 2013 after lenders seized
seven vessels.

TMT filed a lawsuit in U.S. bankruptcy court aimed at forcing
creditors to release the vessels so they can return to generating
income.

TMT has tapped attorneys from Bracewell & Giuliani LLP as
bankruptcy counsel and AlixPartners as financial advisors.

On a consolidated basis, the Debtors have $1.52 billion in assets
and $1.46 billion in liabilities.


TMT USA: Faces Lawsuit Over Patented Technology Used in Vessel
--------------------------------------------------------------
Hsin Chi Su, also known sa Nobu Su, commenced an adversary
proceeding against F Elephant, Inc., in the bankruptcy cases of
TMT Procurement Corporation and its affiliates.

F Elephant, Inc. is a corporation existing under the laws of the
Marshall Islands and is a debtor in the Chapter 11 bankruptcy
case.

Mr. Su is a guarantor of certain debts owed by the Defendant, in
his capacity as the holder of several patents on technology
included in the Vessel, and in his capacity as director of the
equity holders of the Defendant.

The countries of Japan, Korea, and China awarded Mr. Su patents on
certain technology and design used by the M.V. Fortune Elephant.
No Court of the United States has jurisdiction to determine the
validity or enforceability of a foreign patent.  However, with Mr.
Su's consent, the Bankruptcy Court ordered the sale of the Vessel
free and clear of all Alleged Su IP Claims and further ordered
that any allowed Alleged Su IP Claims will be paid, if at all,
from the Final Net Proceeds subject to determination by the
Bankruptcy Court or the United States District Court for the
Southern District of Texas of the extent and priority of any
claims, or ownership interests if so determined by the Bankruptcy
Court or the District Court.

Annie E. Catmull, Esq., in Houston, Texas, contends that Mr. Su
holds a property interest in patents, including the Asian Patents,
that he owns and that was never transferred to the Defendant.  She
insists that Mr. Su's patent rights are separate and distinct from
the Vessels.

Accordingly, Mr. Su asks the Bankruptcy Court to, among other
things, declare that he has a valid claim against the bankruptcy
estate of F Elephant, Inc., that the valid claim is entitled to an
administrative claim in the amount of the value of the loss of his
intellectual property rights, and that he is entitled to the
monetary value of the loss of his intellectual property rights in
the amount of no less than $100 million, plus interest at a rate
of 8.25% and awarding damages to him in that amount.

                         About TMT Group

Known in the industry as TMT Group, TMT USA Shipmanagement LLC and
its affiliates own 17 vessels.  Vessels range in size from
approximately 27,000 dead weight tons (dwt) to approximately
320,000 dwt.

TMT USA and 22 affiliates, including C. Ladybug Corporation,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-
33740) in Houston, Texas, on June 20, 2013 after lenders seized
seven vessels.

TMT filed a lawsuit in U.S. bankruptcy court aimed at forcing
creditors to release the vessels so they can return to generating
income.

TMT has tapped attorneys from Bracewell & Giuliani LLP as
bankruptcy counsel and AlixPartners as financial advisors.

On a consolidated basis, the Debtors have $1.52 billion in assets
and $1.46 billion in liabilities.


TODD-SOUNDELUX: Obtains Approval to Sell Assets
-----------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported
that sound equipment company Todd-Soundelux LLC has obtained
approval for a liquidator to sell all of its sound equipment,
including the Burbank, California studio responsible for the
postproduction sound of hit shows like "Mad Men" and "Game of
Thrones."  According to report, Tiger Group and GA Global Partners
obtained the right to sell the studio and all equipment inside.

The company has been a Hollywood landmark for more than 50 years,
providing sound services to thousands of films and TV shows
including The Hunger Games, Skyfall, Django Unchained, Divergent,
The Heat, The Lone Ranger, 42, Pacific Rim, The Dark Knight, The
Twilight Saga: Breaking Dawn, Inception, Mad Men, CSI, CSI: NY,
Person Of Interest, Family Guy and HBO's Game Of Thrones,
Entourage, Big Love, Girls and The Newsroom, the report said.

Todd-Soundelux, LLC, sought protection under Chapter 11 of the
Bankruptcy Code on May 21, 2014 (Case No. 14-19980, Bankr. C.D.
Calif.).  The case is assigned to Judge Sandra R. Klein.

The Debtor's counsel is Leslie A Cohen, Esq., at Leslie Cohen Law
PC, in Santa Monica, California.


TPC GROUP: Moody's Affirms B2 Corp. Family Rating; Outlook Neg.
---------------------------------------------------------------
Moody's Investors Service affirmed TPC Group Inc's B2 corporate
family rating (CFR) and B2-PD probability of default rating (PDR),
but revised the outlook to negative. Moody's also affirmed the B3
rating on TPC's senior secured notes due 2020. The revision of the
rating outlook to negative reflects expectations that TPC's
leverage will remain elevated over the next 12 to 15 months
following operational difficulties in the second quarter of 2014
that will adversely impact results in the second and third
quarters, ongoing weakness in the butadiene market, and expected
increase in debt to finance capacity expansions.

Moody's took the following actions:

Ratings affirmed:

TPC Group Inc.

Corporate Family Rating B2

Probability of Default Rating B2-PD

$755 million 8.75% senior secured notes due 2020 B3

Revised outlook to negative

Ratings Rationale

TPC's B2 CFR reflects its narrow business profile with a limited
product portfolio as well as limited geographic and operational
diversity with three plants located in Texas near the Gulf Coast.
The rating also reflects difficult business conditions in the C4
chain, high leverage, and lack of free cash flow generation due to
ongoing capital projects. TPC's Debt/EBITDA rose to 6.6x in the
LTM ended June 30, 2014 as the company experienced operational
difficulties due to a five-day closure of the Houston ship
channel, supplier and customer outages, as well as outages at the
company's Houston facility. The events negatively affected TPC's
earnings in the second quarter of 2014 and will have further
negative earnings implications in the third quarter of 2014. Given
ongoing weakness in the market for butadiene, limited availability
of crude C4s in North America, recent operating challenges, and
increased capital expenditures, Moody's expects leverage to remain
elevated over the next 12 to 15 months and are concerned that
without meaningful improvement the rating could be lowered.

It is unlikely that the CFR would be upgraded before the company
completes its first major capital project. The ratings could be
upgraded if leverage (Debt/EBITDA) declined below 4.0x on a
sustained basis and the company produced positive free cash flow
supportive of a higher rating. Ratings could be downgraded if the
company is unable to maintain its margins, if Debt/EBITDA remains
above 6x for a sustained period, or if liquidity falls below $50
million.

TPC Group Inc. (TPC) is a processor of crude C4 hydrocarbons
(primarily butadiene, butene-1, isobutylene), differentiated
isobutylene derivatives and nonene and tetramer. For its product
lines, TPC is the largest independent North American producer. The
company operates three Texas-based manufacturing facilities in
Houston, Baytown, and Port Neches. Revenues were approximately
$1.7 billion for the twelve months ended June 30, 2014. TPC is
owned by private equity funds managed by First Reserve Management,
L.P. and SK Capital Partners.

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


TRANS ENERGY: Settles Claims Over Clean Water Act Violations
------------------------------------------------------------
The U.S. Environmental Protection Agency, the West Virginia
Department of Environmental Protection, and the Department of
Justice announced a settlement with Trans Energy Inc., requiring
the oil and gas company to restore portions of streams and
wetlands at 15 sites in West Virginia polluted by the company's
unauthorized discharge of dredge or fill material.

Trans Energy will pay a penalty of $3 million to be divided
equally between the federal government and WVDEP.  The Clean Water
Act requires a company to obtain a permit from EPA and the U.S.
Army Corps of Engineers prior to discharging dredge or fill
material into wetlands, rivers, streams, and other waters of the
United States.

"As part of our commitment to safe development of domestic energy
supplies, EPA is working to protect wetlands and local water
supplies on which communities depend," said Cynthia Giles,
assistant administrator of EPA's Office of Enforcement and
Compliance Assurance.  "By enforcing environmental laws, we're
helping to ensure a level playing field for responsible
businesses."

"T[he] agreement requires that Trans Energy take important steps
to comply with state and federal laws that are critical to
protecting our nation's waters, wetlands and streams," said Sam
Hirsch, Acting Assistant Attorney General of the Justice
Department's Environment and Natural Resources Division.  "We will
continue to ensure that the development of our nation's domestic
energy resources, including through the use of hydraulic
fracturing techniques, complies with the Clean Water Act and other
applicable federal laws."

In addition to the penalty, the company will reconstruct impacted
aquatic resources or address impacts at 15 sites, provide
appropriate compensatory mitigation for impacts to streams and
wetlands, and implement a comprehensive program to ensure future
compliance with Section 404 of the Clean Water Act and applicable
state law.  Among other requirements, the company will work to
ensure that all aquatic resources are identified prior to
starting work on future projects in West Virginia, and that
appropriate consideration is given at the design stage to avoid
and minimize impacts to aquatic resources.  It is estimated that
Trans Energy will spend more than $13 million to complete the
restoration and mitigation work required by the consent decree.

The federal government and WVDEP allege that the company impounded
streams and discharged sand, dirt, rocks and other materials into
streams and wetlands without a federal permit to construct well
pads, impoundments, road crossings and other facilities related to
natural gas extraction.  The government alleges the violations
impacted approximately 13,000 linear feet of stream and more than
an acre of wetlands.

Filling wetlands illegally and damming streams can result in
serious environmental consequences.  Streams, rivers, and wetlands
benefit the environment by reducing flood risks, filtering
pollutants, recharging groundwater and drinking water supplies,
and providing food and habitat for aquatic species.

EPA discovered the violations in 2011 and 2012 through information
provided by WVDEP and the public, and through routine field
inspections.  In summer 2014, the company conducted an internal
audit and ultimately disclosed to EPA alleged violations at eight
additional locations, which are also being resolved through this
Consent Decree.

The settlement also resolves alleged violations of state law
brought by WVDEP.

The consent decree has been lodged in the Northern District of
West Virginia and is subject to a 30-day public comment period and
court approval.

For more information http://is.gd/bBN6Vb

                        About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

Trans Energy reported a net loss of $17.7 million in 2013
following a net loss of $21.2 million in 2012.

The Company's balance sheet at June 30, 2014, showed $93.78
million in total assets, $113.79 million in total liabilities, and
a $20 million total stockholders' deficit.


TRIBECA MARKET: 40% Reduction of Pick & Zabicki's Fees Affirmed
---------------------------------------------------------------
Pick & Zabicki LLP appeals from an order entered in the United
States Bankruptcy Court for the Southern District of New York
(Glenn, J.) awarding fees to P&Z for professional services
rendered as counsel to the Official Committee of Unsecured
Creditors in In re Tribeca Market, LLC, Case No. 11-10737 (MG)
(Bankr. S.D.N.Y.).  The Bankruptcy Court reduced P&Z's fee
application by 40%, after finding that P&Z had filed (and billed
for) multiple court submissions on behalf of the Creditors'
Committee without convening a single in-person or telephonic
meeting of that Committee -- which, in the Court's estimation,
raised "serious questions" about P&Z's representation of the
Creditors' Committee.

G.M. Data Corp. cross-appeals, arguing that the Bankruptcy Court
not only had the discretion to reduce P&Z's fees by 40%, but also
could, and should, have reduced the fees even further, up to 100%.

District Judge Katherine Polk Failla said the Bankruptcy Court did
not abuse its discretion in assessing the reduction.  However,
because of a minor arithmetic error, the Court will vacate the
Bankruptcy Court's order and remand the matter for the limited
purpose of correcting the error.

"The Bankruptcy Court made an arithmetic error in using the
aggregate fees and costs amount of $124,803.07 that was initially
sought by P&Z, which did not reflect the voluntary reduction of
$2,412 undertaken in light of the U.S. Trustee's objections.
Accordingly, the order is vacated and remanded to the Bankruptcy
Court for the limited purpose of correcting the fee amount. The
Clerk of Court is directed to close the case," Judge Polk Failla
said.

A copy of the District Court's Sept. 2, 2014 Opinion and Order is
available at http://is.gd/VPcYVWfrom Leagle.com.

Pick & Zabicki is represented by:

         Douglas J. Pick, Esq.
         PICK & SAFFER LLP
         350 5th Ave Ste 3000
         New York, NY 10118

G.M. Data Corp. is represented by:

         Avrum J. Rosen, Esq.
         Rodney Alan Brown, Esq.
         BROWN & WHALEN, P.C.
         700 Third Avenue, 20th Floor
         New York, NY 10017
         E--mail: rbrown@brownwhalen.com

Tribeca Market, LLC, dba Amish Market, in New York, filed for
Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 11-10737) on
Feb. 22, 2011.  The Law Offices of Stephen B. Kass serves as the
Debtor's counsel.  In its petition, Tribeca Market estimated
$100,001 to $500,000 in assets and under $1 million in
liabilities.

The petition was signed by Armagan Tanir, managing member.

An affiliate, Potato Farms, LLC, filed a Chapter 11 petition
(Case No. 11-10735) on Feb. 22, 2010.


TRM HOLDINGS: S&P Cuts CCR to 'CCC+' on Declining Profitability
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Ohio-based TRM Holdings Corp., the parent of gift
retailer Things Remembered Inc., to 'CCC+' from 'B-'.  The outlook
is negative reflecting S&P's anticipation for further
profitability and liquidity erosion and its belief the company's
capital structure is unsustainable.

At the same time, S&P lowered its issue-level ratings on the
company's senior secured credit facility, consisting of a $30
million revolver and a $147.7 million term loan, to 'CCC+' from
'B-'.  S&P's '3' recovery rating remains unchanged on these debt
instruments, reflecting S&P's expectation for meaningful (50%-70%)
recovery in the event of a payment default.

Concurrently, S&P removed all ratings from CreditWatch with
negative implications, where it placed them on June 26, 2014.

"The downgrade reflects our belief that the company's operational
challenges continue to erode the company's liquidity.  Based on
our projected performance for the company, we estimate Things
Remembered will not generate sufficient cash flows to fund its
operating and financing needs," said credit analyst Mariola
Borysiak.  "Although the company may not face a payment default
over the next 12 months, we view the company's capital structure
as unsustainable over the longer period of time."

The outlook is negative reflecting S&P's anticipation for further
profitability and liquidity erosion and our belief the company's
capital structure is unsustainable in the long run and the company
is dependent upon favorable business, financial, and economic
conditions to meet its financial commitments.

Downside scenario

A downgrade could occur if the company violates its covenants, S&P
believes a payment default on its debt obligations is likely, or
the company is seeking restructuring.

Upside scenario

S&P do not believe a higher rating is possible in the next 12
months given declining performance trends and our expectation for
negative free operating cash flow.  An upgrade could be possible
if S&P believes the company generates sufficient cash to cover its
working capital and capital expenditures.


TRULAND GROUP: Auctions Begin for Trucks, Trailers and Vans
-----------------------------------------------------------
Catherine Ho, writing for The Washington Post, reported that
Auction Markets and Blackbird Asset Services, which was hired by
the estate for Truland Group, have begun selling off the company's
300 trucks, trailers and vans in an effort to recover money for
creditors -- including former Truland employees who were not paid
for their final days of work.  According to the report, bidding
for the first round of vehicles will close Sept. 5 and more
auctions for the remaining vehicles are planned in the coming
weeks.

Truland Group Inc. designs and installs electrical infrastructure.
The entities sought Chapter 7 protection after halting operations,
according to a report by Daily Bankruptcy Review.  The lead
voluntary Chapter 7 case is In re The Truland Group Inc.,
14-bk-12766, U.S. Bankruptcy Court, Eastern District of Virginia
(Alexandria).


UNIVERSAL COOPERATIVES: Gets Approval to Implement Incentive Plan
-----------------------------------------------------------------
Universal Cooperatives Inc. received court approval to pay bonuses
to employees who were involved in the sale of its assets to BCHU
Acquisition LLC.

Two groups of employees are entitled to receive bonuses under an
incentive plan.  The first group, which is composed of employees
who are likely to receive an offer of employment from BCHU, will
be eligible for a one-time payment ranging from $2,500 to $15,200
upon closing of the sale.

Meanwhile, the second group will be eligible for a one-time
payment ranging from $2,500 to $25,000 upon closing of the sale;
and an additional one-time payment ranging from $2,500 to $20,000
upon completion of transition services to the buyer or the filing
of a liquidation plan.

The second group is composed of employees who will continue to
help the Eagan-based cooperative in administering its bankruptcy
case as well as provide transition services to the buyer.

Universal Cooperative on August 20 conducted an auction for some
of its assets as well as assets of its two wholly-owned
subsidiaries: Bridon Cordage in Albert Lea, Minnesota, and
Heritage Trading Co. in Kansas City, Missouri.

BCHU emerged as the winning bidder at the auction, beating out
Tama Plastics USA, Inc. whose offer was selected as the "second
highest bid," according to court filings.

On August 26, U.S. Bankruptcy Judge Mary Walrath issued an order
approving the sale of the assets to BCHU.

                   About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members to procure, and/or manufacture, and distribute high
quality products at competitive prices. Universal has 14 voting
members and over 50 associate members.

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-
11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection Alliance, LLC; Agrilon International, LLC; and Pavalon,
Inc.  UCI do Brasil, a majority-owned subsidiary located in
Brazil, is not a debtor in the Chapter 11 cases

The cases are assigned to Judge Mary F. Walrath.

Universal estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Heritage estimated less than $10
million in assets and debt.

The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.

Bank of America, N.A., as agent for the DIP Lenders, is
represented by Daniel J. McGuire, Edward Kosmowski, Esq., and
Gregory M. Gartland, Esq., at Winston & Strawn, LLP.

The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at VENABLE LLP, in Wilmington, Delaware.


U.S. DRY CLEANING: Has Debt-to-Equity Exchange Offer
----------------------------------------------------
U.S. Dry Cleaning Services Corporation, which emerged Chapter 11
protection in 2011, has filed documents with the Securities and
Exchange Commission in relation to its bid to common shares.

According to the prospectus, the company expects to issue roughly
13.8 million common shares and warrants.  The sole book running
manager for the offering is Maxim Group LLC.

On August 25, 2014, U.S. Dry Cleaning entered into an agreement to
purchase, upon the closing of the offering and subject to other
customary closing conditions, substantially all of the assets of
Advent Cleaners, LLC, for $4.0 million in cash, subject to
adjustment.

On July 23, 2014, U.S. Dry Cleaning entered into an exchange
agreement with certain holders of its debt instruments, warrants
and rights to purchase common stock to (i) exchange certain of the
Company's secured and unsecured notes and loan agreements, under
which an aggregate amount of $11,184,164 in principal and interest
was outstanding as of August 22, 2014, for an aggregate of
shares of common stock upon the closing of this offering, based
upon an assumed public offering price for the common stock of
$(_____) per share, which is the midpoint of the range; and (ii)
exchange warrants and rights to purchase an aggregate of 224,059
shares of the common stock at exercise prices ranging from
$(_____) (which is the midpoint of the range) to $32.00 per share
for an aggregate of 112,032 shares of the common stock upon the
closing of this offering (i.e., one share of common stock for each
warrant representing the right to purchase two shares of common
stock).

The Advent deal will not be consummated if this offering cannot be
consummated concurrently.

The closing of the Exchange Agreement also is conditioned upon and
shall close concurrently with this offering.

As a result of the Exchange Offer, upon the closing of this
offering and prior to application of the net proceeds of this
offering, U.S. Dry Cleaning expects to have a total of
approximately $(_________) in debt outstanding and no warrants or
rights to purchase shares of the common stock outstanding (other
than warrants to purchase (_______) shares of common stock issued
in this offering).  U.S. Dry Cleaning expects to repay up to $1.0
million of the $(__________) in debt that will be outstanding
after the Exchange Offer with the proceeds of this offering.

In addition, under the terms of the Exchange Agreement, certain
holders of the Company's common stock have agreed to cancel
1,098,445 shares of common stock, including 871,882 shares of
common stock initially issued under the terms of the
Reorganization Agreement.

In March 2012, the SEC issued an order revoking the registration
of each class of the Company's securities registered pursuant to
Exchange Act Section 12.  The SEC ruling noted that the Company
has failed to comply with Exchange Act Section 1 3(a) and Rules
13a-1 and 13a-13 thereunder because it has not filed any periodic
reports with the Commission since the Quarterly Report on Form 10-
QSB with respect to the fiscal quarter ended June 30, 2008, which
was filed with the Commission on August 14, 2008.

A copy of the prospectus is available at http://is.gd/4O6KLt

U.S. Dry Cleaning is the largest owner-operator of dry cleaning
and laundry stores in the United States, with 70 retail locations
located in Arizona, Central California, Southern California,
Hawaii, Indiana and Virginia.

Given the financial crisis and the associated difficulties with
raising capital in late 2008, U.S. Dry Cleaning was unable to
repay or restructure debt obligations. As a result, on March 4,
2011, U.S. Dry Cleaning filed a Chapter 11 petition in the U.S.
Bankruptcy Court for the Central District of California.  On
September 23, 2011, the Bankruptcy Court confirmed the Company's
Chapter 11 Plan of Reorganization, as modified.  The Plan was
effective upon confirmation.  The Plan enabled the Company to
eliminate a significant amount of outstanding debt and close or
relocate 12 unprofitable stores, while still allowing stockholders
to maintain a continuing equity interest in the company.


USEC INC: Court Confirms Chapter 11 Plan
----------------------------------------
USEC Inc. (NYSE: USU) said Sept. 5 that the U.S. Bankruptcy Court
for the District of Delaware has confirmed the Company's Plan of
Reorganization and that it will emerge from Chapter 11
restructuring under the name Centrus Energy Corp. when the Plan
becomes effective later in September.

The confirmation of the Plan of Reorganization is the last major
court step in the Chapter 11 bankruptcy process that USEC began
March 5, 2014. The Plan received overwhelming support from
investors who hold the Company's convertible notes and preferred
equity. The Company anticipates that the Plan will become
effective later in September, subject to satisfying all conditions
for emergence from bankruptcy established under the Plan. The new
common stock to be issued under the Plan is also expected to begin
trading on the effective date. The new common stock is expected to
trade on the New York Stock Exchange under the ticker symbol
"LEU".

"We are completing the final steps of a restructuring process that
will strengthen our balance sheet and will enable the company to
build on its decades of reliability and technical innovation,"
said John Welch, president and chief executive officer of USEC
Inc. "Since our voluntary filing in March, we have moved to
accomplish the objectives of this process. We are now in a
stronger position to continue serving the nuclear fuel needs of
our utility customers around the world and the national and energy
security needs of the United States.

"I want to thank our customers, suppliers, business partners and
our employees for their support throughout this process. With
their backing, we have taken a major step forward and are prepared
to move ahead as Centrus Energy Corp.," Welch said.
The reorganization addresses the October 2014 maturity of the
Company's convertible notes and strengthens the company's balance
sheet. On the effective date, USEC will replace its $530 million
debt and its preferred stock with a new debt issue totaling $240.4
million and new common stock. The new debt issue would mature in
five years and can be extended for an additional five years
subject to certain conditions. The noteholders would receive $200
million of the new debt and approximately 79 percent of the common
stock. Preferred investors would each receive $20.19 million of
the new debt and approximately 8 percent of the new common stock.
Current common stockholders would receive approximately 5 percent
of the new common stock in exchange for the existing common stock.
Distribution of the new common stock is subject to dilution on
account of a new management incentive plan.

A new board of directors will provide corporate governance
oversight and strategic direction beginning on the Plan's
effective date. Throughout the bankruptcy process, the Company has
continued to serve its customers and meet all its obligations to
its customers and vendors. It will continue to do so when it
emerges as Centrus Energy Corp. USEC ended the second quarter of
2014 with $123 million in cash and will not require an external
source of exit financing upon emergence.

The new corporate name, Centrus Energy Corp., symbolizes the key
attributes of the reorganized company. The name "Centrus" reflects
the role the company's advanced centrifuge uranium enrichment
technology will play in its future and conveys the strength,
reliability, leadership, innovation, technology and energy that
are the key driving forces behind the company. The Company will
operate as Centrus on the effective date of the Plan. The
operations and the names of the Company's subsidiaries will remain
unchanged after emergence from bankruptcy.

"We are pleased to enter the next era of our company's history as
Centrus," said Welch. "As we take the steps necessary to meet our
near-term obligations to provide our customers with nuclear fuel,
we continue to keep our eye on their long-term fuel requirements
and our nation's national security requirements that we can meet
with advanced centrifuge technology.

"While there is work to be done in this challenging market
environment, we are confident that with a stronger financial
foundation, Centrus is well positioned to build on our record of
reliability and innovation to supply enriched uranium fuel in a
safe, secure, profitable and environmentally responsible manner."

A copy of the Plan is available at http://is.gd/td1oKe

                           *     *     *

Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware confirmed on Sept. 5, 2014, USEC Inc.'s Plan
of Reorganization.   The judge also approved the exit facility.

Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that secured
creditors and general unsecured creditors are paid in full and
didn?t vote because they are presumed to have accepted.  According
to the Bloomberg report, holders of the convertible notes are to
receive $200 million in new debt and 79 percent of the new stock,
while holders of preferred stock are being given 16 percent of the
new common stock plus $40.4 million in new debt.  Common
shareholders can have 5 percent of the new stock because
noteholders and preferred shareholders voted in favor of the plan,
the Bloomberg report related.

As previously reported by The Troubled Company Reporter, the Plan
provides that, among other things, each holder of an allowed
noteholder claim will receive its pro rata share of (i) 79.04% of
the new common stock issued under the Plan, (ii) cash equal to the
amount of the interest accrued on the old notes from the date of
the last interest payment made by the Debtor before the Petition
Date to the Effective Date, and (iii) new notes to be issued under
the Plan in the aggregate principal amount of $200 million.

                         About USEC Inc.

USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del.
Case No. 14-10475) on March 5, 2014.  John R. Castellano signed
the petition as chief restructuring officer.  The Hon. Christopher
S. Sontchi presides over the case.

D. J. Baker, Esq., Rosalie Walker Gray, Esq., Adam S. Ravin, Esq.,
and Annemarie V. Reilly, Esq., at Latham & Watkins LLP, serve as
the Debtor's general counsel.  Amanda R. Steele, Esq., Mark D.
Collins, Esq., and Michael J. Merchant, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtor's Delaware counsel.  Vinson &
Elkins is the Debtor's special counsel.  Lazard Freres & Co. LLC
acts as the Debtor's investment banker.  AP Services, LLC,
provides management services to the Debtor.  Logan & Company Inc.
serves as the Debtor's claims and noticing agent.  Deloitte Tax
LLP are the Debtor's tax professionals.  The Debtor's independent
auditor is PricewaterhouseCoopers LLP.  KPMG LLP provides fresh
start accounting services to the Debtors.


VALLEJO, CA: Quake Marks First Major Test for City After Ch. 9
--------------------------------------------------------------
Ellen Knickmeyer, writing for The Associated Press, reported that
the city of Vallejo sustained millions of dollars in damage and
dozens of people were injured as a result of the recent magnitude-
6.0 earthquake.  According to the report, the quake was the latest
blow to a hard-luck community that has weathered years of
bankruptcy and is now beset by poverty, gangs and crime.


VARIANT HOLDING: Meeting to Form Creditors' Panel Set for Sept. 17
------------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Sept. 17, 2014, at 10:00 a.m. in
the bankruptcy case of Variant Holding Company, LLC.  The meeting
will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 5209
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

                 About Variant Holding

Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.

Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.

The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.


VAUGHAN COMPANY: Defendants' Response Deadline Extended to October
------------------------------------------------------------------
Magistrate Judge Stephan M. Vidmar gave his stamp of approval on a
second stipulated order modifying a July 14, 2014 scheduling order
and extending the deadline for certain defendants to respond to
the plaintiff's motion for partial summary judgment in the case
filed by Judith A. Wagner, the Chapter 11 Trustee of the
bankruptcy estate of The Vaughan Company, Realtors.  The
stipulation provides, among others, that the Defendants may have
through and until Oct. 31, 2014, to respond to the Plaintiff's
"Motion for Partial Summary Judgment Against All Defendants on All
But One Element of Trustee's Prima Facie Case on Actual and
Constructive Fraudulent Transfers."

A full-text copy of the Stipulation is available at
http://is.gd/cAgdl0from Leagle.com.

Judith A. Wagner is represented by James A. Askew, Esq., Daniel A
White, Esq., Edward A. Mazel, Esq., and Jacqueline Ortiz, Esq., at
Askew & Mazel, LLC; and Maureen A Sanders, Esq., at Sanders &
Westbrook, PC.

                About The Vaughan Company Realtors

The Vaughan Company Realtors filed for Chapter 11 protection
(Bankr. N.M. Case No. 10-10759) on Feb. 22, 2010.  George D.
Giddens, Jr., Esq., represents the Debtor in its restructuring
efforts.  The Company estimated both assets and debts of between
$1 million and $10 million.  Judith A. Wagner was appointed as
Chapter 11 Trustee.

Mr. Vaughan filed a separate Chapter 11 petition (Bankr. D. N.M.
Case No. 10-10763) on Feb. 22, 2010.  The case was converted to a
chapter 7 proceeding on May 20, 2010.  Yvette Gonzales is the duly
appointed trustee of the Chapter 7 estate.


VICTORY ENERGY: To Participate in Upcoming Investor Conferences
---------------------------------------------------------------
Victory Energy Corporation disclosed with the U.S. Securities and
Exchange Commission that its management will present at the
following upcoming investor conferences during the month of
September.

On Sept. 9, 2014, representatives of the Company intend to make a
presentation at the Euro Pacific Capital Global Investment
Conference in New York, NY.  On Sept. 11, 2014, representatives of
the Company intend to make a presentation at the See Thru Equity
Fall Investor Conference in New York, NY.  Representatives of the
Company also intend to make a presentation at the IPAA OGIS San
Francisco conference in San Francisco, CA, which will be held
during Sept. 22 to 24, 2014.   A copy of the September 2014
Presentation is available at http://is.gd/2UKNRe

                       About Victory Energy

Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties.  Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.

Victory Energy reported a net loss of $2.11 million on $735,413 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,384 of total revenues in 2012.

The Company's balance sheet at June 30, 2014, showed $5.02 million
in total assets, $1.29 million in total liabilities and $3.72
million in total stockholders' equity.

Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit.  These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.


WHEATLAND MARKETPLACE: Cash Collateral Hearing Set for Sept. 30
---------------------------------------------------------------
The Hon. Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois set a hearing for Sept. 30, 2014, at
10:30 a.m., prevailing Central time, at Courtroom 644 219 South
Dearborn in Chicago, Illinois, to consider final approval of
Wheatland Marketplace LLC's request to use of cash collateral of
U.S. Bank National Association, as Trustee, successor to Bank of
America, National Association.

On July 29, Judge Hollis issued an order further extending the
interim order authorizing the Debtor to use cash collateral to
Sept. 30, 2014, pursuant to a budget, which is available for free
at http://is.gd/2Ku7A3

As adequate protection, the Debtor agreed to pay:

  a) $45,175 payment -- consisting $29,391 interest payment and a
     $15,783 real estate tax escrow payment -- to noteholder on or
     before Aug. 15, 2014; and

  b) $50,140 payment -- consisting $29,391 interest payment and a
     $20,749 real estate tax escrow payment -- to noteholder on or
     before Sept. 15, 2014.

As reported in the Troubled Company Reporter on July 16, 2014, the
bank objected to Wheatland Marketplace LLC's motion for interim
approval to use of cash collateral.

In addition, U.S. Bank requests that any additional interim cash
collateral order entered by the U.S. Bankruptcy Court for the
Northern District of Illinois extend the Debtor's authorization to
use cash collateral only through July 31, 2014, on the terms
previously approved in the prior cash collateral orders, and
further provide that authorization be expressly conditioned on the
Debtor either:

   a) closing on the sale of property to ArciTerra Properties,
      LLC previously approved by the Court by July 24, 2014, or

   b) initiating an open-sale process, in consultation with its
      broker, by July 31, 2014, pursuant to which the Noteholder
      will have the right to credit-bid its claim in any
      competitive auction setting, and granting such further
      relief as may be just and necessary under the circumstances.

As of the Petition Date, the Debtor was unconditionally indebted
to the Noteholder in the amount of at least $7,013,354 plus any
and all other fees, obligations, and other liabilities owing under
a certain loan documents.  The obligations are secured by, among
other things, all of the Debtor's interests in the property,
according to court documents.

On April 22, 2014, the Court approved the Debtor's sale of a
property to ArciTerra pursuant to the terms and conditions of the
purchase agreement, which sale included a diligence period of 30
days, and an anticipated closing date by the end of June.  Since
that time, the Debtor has granted five separate extensions of
ArciTerra's diligence period, pushing the anticipated closing to
the end of July at the earliest.

In addition, the Debtor has informed the Noteholder that the
Debtor similarly may purport to elect to grant further extensions,
as ArciTerra and the Debtor explore the possibility of expanding
the sale to an adjacent property that is not part of Debtor's
estate, and that, even with such further extensions, the Debtor
does not know whether any sale to ArciTerra will actually close.

According to the Noteholder, despite being nearly 7 months into a
case in which its over $7.2 million, fully-secured claim is the
only significant claim against the Debtor's estate, it has not
filed a bevy of motions seeking to have the stay lifted or the
case dismissed.  Instead, it has attempted to work collaboratively
with the Debtor on a consensual sale process that would see its
claim paid in full and funds left over for the Debtor and any
other creditors.  This has included its consent to the continued
use of its cash collateral, the Debtor's engaging of a broker who
was to run a sale process of the property, and a proposed and
approved private sale of the Property to ArciTerra.

Thomas S. Kiriakos, Esq., at Mayer Brown LLP, noted the time has
now come, however, for this case to be resolved -- either the sale
to ArciTerra should be finalized, and this case closed, or the
Debtor should be compelled to move forward with an open-sale
process that will lead to payment of the Noteholder's claim in
full.  To that end, the Noteholder respectfully requests that any
further extensions of the Debtor's authorization to use Cash
Collateral be limited to one month and be expressly conditioned on
either a closing of the sale of the Property to ArciTerra by July
24, 2014 or the Debtor's broker having initiated an open-sale
process by July 31, 2014, Mr. Kiriakos said.

                 About Wheatland Marketplace, LLC

Wheatland Marketplace, LLC, owner of a commercial retail center in
Naperville, Illinois, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ill. Case No. 13-46492) in Chicago on Dec. 3, 2013.
The Debtor has tapped Thomas W. Toolis, Esq., at Jahnke, Sullivan
& Toolis, LLC, in Frankfurt, Illinois, as counsel.  Coleen J.
Lehman Trust and Lucy Koroluk each holds a 50% membership interest
in the Debtor.  The Debtor reported $10,999,006 in total assets,
and $7,052,778 in total liabilities.

No committee of unsecured creditors has been appointed to serve in
the case.


WHEATLAND MARKETPLACE: Seeks to Dismiss Chapter 11 Case
-------------------------------------------------------
Wheatland Marketplace LLC asks the Hon. Pamela S. Hollis of the
U.S. Bankruptcy Court for the Northern District of Illinois to
dismiss its Chapter 11 bankruptcy case because it expects to sell
its assets to occur on Sept. 26, 2014, and the proceeds of the
sale are sufficient to pay all creditors in full.

A hearing is set for Sept. 16, 2014, at 10:00 a.m., to consider
the Debtor's dismissal request.

The Debtor tells Judge Hollis that it has devoted substantial time
and resources to the pursuit of potential sale of its assets since
the commencement of its bankruptcy case.

As reported in the Troubled Company Reporter on May 7, 2014, the
Court authorized the Debtor to sell parcels of real estate located
at:

   1) 3124 South Route 59, Naperville, Illinois;

   2) Part of 3224 South Route 59, Naperville, Illinois; and

   3) 3204 South Route 59, Naperville, Illinois to ArciTerra
      Properties, LLC, for $10,132,900.

The Debtor was also authorized to pay $662,900 as acquisition fee
to ArciTerra Strategic Retail Advisor, LLC.

The TCR said the properties are subject to pre-existing mortgage
and liens of U.S. Bank National Association, as trustee successor
to Bank of America, National Association, successor by merger to
LaSalle Bank National Association, as Trustee for Bear Stearns
Commercial Mortgage Securities, Inc., Commercial Mortgage Pass-
Through certificates, Series 2003 TOP12 acting by and through C-
III Asset Management, LLC (formerly known as ARCap Servicing,
Inc.), the primary lender, which secures a note with a current
approximate balance in the amount of $7,013,354.

The Debtor proposed that, after payment of customary closing
costs, all net proceeds of the sale will be sufficient to pay
mortgage lender in full as all other unsecured claims.

A copy of the sale contract is available for free at
http://bankrupt.com/misc/Wheatland_SaleContract.pdf

                 About Wheatland Marketplace, LLC

Wheatland Marketplace, LLC, owner of a commercial retail center in
Naperville, Illinois, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ill. Case No. 13-46492) in Chicago on Dec. 3, 2013.
The Debtor has tapped Thomas W. Toolis, Esq., at Jahnke, Sullivan
& Toolis, LLC, in Frankfurt, Illinois, as counsel.  Coleen J.
Lehman Trust and Lucy Koroluk each holds a 50% membership interest
in the Debtor.  The Debtor reported $10,999,006 in total assets,
and $7,052,778 in total liabilities.

No committee of unsecured creditors has been appointed to serve in
the case.


WHEATLAND MARKETPLACE: Has Until Sept. 30 to File Chapter 11 Plan
-----------------------------------------------------------------
The Hon. Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois further extended the exclusive
periods of Wheatland Marketplace LLC to file a Chapter 11 plan and
disclosure statement until Sept. 30, 2014, and solicit acceptances
of that plan until Nov. 30, 2014.

In connection with the approved extension of time, the Debtor's
noteholder agreed not to file a plan either (i) before the earlier
of any date the Debtor files a plan or (ii) Oct. 1, 2014.

Additionally, the claims of the noteholder will be allowed claim
in an amount that is the sum of:

    i) 6,826,391 in principal,

   ii) 316,668 in interest for the period from Aug. 1, 2014, to
       June 30, 2014, at the contract rate of 5% per annum,

  iii) $253,334 in default interest for the period from Aug. 1,
       2014, to June 30, 2014 at the default rate of 4% per annum,

   iv) $948,109 in per diem interest at the contract rate of 5%
       per annum for each additional day, starting July 1, 2014,
       until payment in full,

    v) $758,487 per diem interest at the default rate of 4% per
       annum for each additional day, starting July 1, 2014, until
       payment in full,

   vi) $1,137 in outstanding late fees dues,

  vii) $186 in property protection advances,

viii) $495 in payoff processing fees, and

   ix) $55,000 noteholder's attorneys' fees and expenses through
       June 30.

Furthermore, the allowed amount of the noteholder's reasonable
attorney's fees and expenses for the period from July 1, 2014,
through closing will be capped at a total of $15,000.

As reported in the Troubled Company Reporter on July 18, 2014,
the Debtor assured the Court that the extension of time will not
prejudice the legitimate interest of any parties-in-interest in
this Chapter 11 case.  Rather, the extension will further its
efforts to preserve, maximize and create value for the Debtor's
creditors and increase the likelihood of a plan, the Debtor noted.

                 About Wheatland Marketplace, LLC

Wheatland Marketplace, LLC, owner of a commercial retail center in
Naperville, Illinois, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ill. Case No. 13-46492) in Chicago on Dec. 3, 2013.
The Debtor has tapped Thomas W. Toolis, Esq., at Jahnke, Sullivan
& Toolis, LLC, in Frankfurt, Illinois, as counsel.  Coleen J.
Lehman Trust and Lucy Koroluk each holds a 50% membership interest
in the Debtor.  The Debtor reported $10,999,006 in total assets,
and $7,052,778 in total liabilities.

No committee of unsecured creditors has been appointed to serve in
the case.


WIRELESS RONIN: Posts $989K Net Loss for June 30 Quarter
--------------------------------------------------------
Wireless Ronin Technologies, Inc., filed its quarterly report on
Form 10-Q, disclosing a net loss of $989,000 on $1.17 million of
total sales for the three months ended June 30, 2014, compared to
a net loss of $76,000 on $2.63 million of total sales for the same
period in 2013.

The Company's balance sheet at June 30, 2014, showed $1.68 million
in total assets, $2.44 million in total liabilities and a
stockholders' deficit of $765,000.

The Company continues to experience operating losses and its
independent registered public accounting firm has expressed
substantial doubt about its ability to continue as a going
concern.  Management continues to seek financing on favorable
terms; however, there can be no assurance that any such financing
can be obtained on favorable terms, if at all.  At present, the
Company has no commitments for any additional financing.  If it is
unable to generate sufficient revenue, obtain financing, or adjust
its operating expenses so as to maintain positive working capital,
then it likely will be forced to cease operations and investors
will likely lose their entire investment, according to the
regulatory filing.

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

                       http://is.gd/4Psv3W

Minnetonka, Minn.-based Wireless Ronin Technologies, Inc. (OTC QB:
RNIN), provides marketing technology solutions, which include
digital signage, interactive kiosks, mobile messaging, social
networking and web development solutions, to customers who use the
Company's products and services in certain retail and service
markets.


* 2nd Circ. Says No Bias in Fuel Cell Fraudster's Trial
-------------------------------------------------------
Law360 reported that the Second Circuit affirmed a New York man's
conviction for scamming $485,000 from investors who were told they
were investing in the assets of a bankrupt fuel cell company,
saying alleged government misconduct did not "permeate" the trial
and was mostly harmless.  According to the report, in a summary
order, a three-judge panel ruled against Daniel Gallagher, finding
the misconduct and errors he alleged in his appeal would have had
to be widespread to deprive Gallagher of his due process.


* Atty Can't Discharge Stolen Client Funds in Bankruptcy
--------------------------------------------------------
Law360 reported that a New Jersey federal judge declined to
discharge about $938,000 of debt in a disbarred New Jersey
attorney's bankruptcy, ruling he misappropriated the money from a
client settlement in a business partnership dispute and withheld
information about its whereabouts, which included an improper
payment to his law partner.  According to the report, U.S.
District Court Judge Freda L. Wolfson wouldn't disturb a
bankruptcy judge's ruling denying a discharge of debt to Feng Li,
a disbarred Parsippany, New Jersey, attorney.  Li's disbarment
stems from a fee dispute with a group of six co-plaintiffs, former
clients of Li, who won around $4 million in underlying
arbitration, then pursued Li for $1.25 million he withdrew from
escrow without authorization, the report related.


* Automatic Stay Arises When Involuntary Petition Filed
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that U.S. District
Judge John Antoon II, in Orland, Florida, said in an opinion that
the mere filing of an involuntary petition invokes the automatic
stay under Section 362(a) of the Bankruptcy Code even before the
debtor is declared bankrupt by the entry of an order for relief.

The case is Eldorado Canyon Properties  LLC v. Mantalvanos, 13-cv-
01827, U.S. District Court, Middle District Florida (Orlando).


* Bid to Sell NYC Rent-Stabilized Lease in Ch. 7 Raises Alarm
-------------------------------------------------------------
Law360 reported that lawmakers, landlords and tenant advocates are
watching the case of New York City widow May Veronica Santiago-
Monteverde carefully as New York's top court considers whether her
valuable lease amounts to a "local public assistance benefit" that
is exempt from Chapter 7 creditors.  According to the report, the
widow's bankruptcy trustee is trying to "monetize" the widow's
rent-stabilized lease by selling it to a Manhattan landlord in
order to pay the tenant's consumer debts.


* Criminal Fugitive Allowed to Appeal Civil Judgment
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S. Court
of Appeals in San Francisco ruled that a fugitive from a criminal
indictment is entitled to appeal a civil judgment involving the
same subject matter.  According to the report, the Circuit Court,
which reversed a district court's dismissal of an appeal from a
fraudulent transfer judgment, said that the U.S. Supreme Court, in
a 1996 decision, Degen v. U.S., limited use of the fugitive
disentitlement doctrine in non-criminal contexts.  The Circuit
Court said the doctrine should be "narrowly applied and subject to
significant scrutiny outside of the direct criminal appeal
context."  The case is Mastro v. Rigby, 13-35209, U.S. Court of
Appeals for the Ninth Circuit (San Francisco).


* Fitch Publishes Report on Pension Liabilities in Bankruptcy
-------------------------------------------------------------
Fitch Ratings has published a special report 'Pension Liabilities
in Bankruptcy.'  In this special report, Fitch conducted extensive
and in-depth research on what type of impacts pension liabilities
have on other creditors' recovery prospects.  The report is
supplemented with case studies of recent major bankruptcies that
included pension liability claims.  Fitch reached the following
key findings.

   -- Industries such as automotive, aerospace and defense,
      telecommunications, technology and financial services
      account for the lion's share of pension sponsorship among
      the 50 largest sponsors, and the general funded status among
      the largest 100 sponsors is around 85%.

   -- The decision to terminate or assume a pension plan during
      bankruptcy is hinged on a multiparty negotiation process,
      which is determined by a set of factors ranging from
      expediency of bankruptcy to the general goal of
      restructuring.

   -- The unsecured claim amount asserted by the Pension Benefit

Guaranty Corporation (PBGC) is usually much larger than the
debtor's asserted amount.  Larger PBGC claims can overwhelm the
recovery rates of unsecured claims and give the PBGC substantial
leverage in negotiating and confirming plans of reorganization and
court-supervised asset sales.

   -- The PBGC tax liens, especially attached to non-bankruptcy
      entities and facilitated by the controlled group liability
      doctrine, can force secured and unsecured creditors to give
      concessions to the PBGC in order to entice it to release the
      liens.


* IMF Considers Rules for Bondholders to Share Restructuring Cost
-----------------------------------------------------------------
Landon Thomas Jr., writing for The New York Times' DealBook,
reported that the International Monetary Fund is moving closer to
formalizing standards that would give it the option to require
private-sector bondholders to share the financial burden when
countries with serious debt problems seek assistance from the
fund.  According to the report, the new approach marks the latest
evolution in the fund's thinking about the thorny and politically
fraught issue of how and when to determine that a country's debt
is no longer sustainable and, crucially, to what extent private
sector bondholders should be required to share in the cost of
restructuring as opposed to taxpayers' bailing out the country.


* Federal Sale of Troubled Mortgages Draws Criticism
----------------------------------------------------
Matthew Goldstein, writing for The New York Times' DealBook,
reported that community advocacy groups are giving mixed grades to
a federal housing agency initiative that has resulted in the sale
of nearly 100,000 distressed mortgages to mainly private
investors, especially when it comes to keeping borrowers in their
homes.  According to the report, the Center for American Progress,
in a report issued on Sept. 5, says the Housing and Urban
Development Department needs to give nonprofit organizations a
better chance of competing with investment firms in the bidding to
buy the delinquent loans.


* SEC Wants More Detail on Loans-Backing Securities
---------------------------------------------------
Andrew Ackerman, writing for The Wall Street Journal, reported
that the U.S. Securities and Exchange Commission is expected to
complete rules that would require banks and other firms to provide
investors with more details about loans pooled into bonds known as
asset-backed securities.  According to the report, citing people
familiar with the matter, the data will include borrowers' credit
scores and metrics to gauge levels of debt -- information the SEC
expects will aid investors in determining the health of certain
loans and reduce reliance on credit ratings.


* BOND PRICING: For the Week From September 1 to 5, 2014
--------------------------------------------------------

  Company             Ticker  Coupon Bid Price  Maturity Date
  -------             ------  ------ ---------  -------------
AGY Holding Corp      AGYH    11.000    98.750     11/15/2014
Alion Science &
  Technology Corp     ALISCI  10.250    98.500       2/1/2015
Allen Systems
  Group Inc           ALLSYS  10.500    52.250     11/15/2016
Allen Systems
  Group Inc           ALLSYS  10.500    53.000     11/15/2016
Buffalo Thunder
  Development
  Authority           BUFLO    9.375    43.875     12/15/2014
Caesars
  Entertainment
  Operating Co Inc    CZR     10.000    25.830     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR      6.500    36.063       6/1/2016
Caesars
  Entertainment
  Operating Co Inc    CZR     10.750    41.500       2/1/2016
Caesars
  Entertainment
  Operating Co Inc    CZR     12.750    29.500      4/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR      5.750    32.500      10/1/2017
Caesars
  Entertainment
  Operating Co Inc    CZR     10.000    26.000     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR     10.750    42.625       2/1/2018
Caesars
  Entertainment
  Operating Co Inc    CZR     10.750    41.375       2/1/2016
Caesars
  Entertainment
  Operating Co Inc    CZR      5.750    18.375      10/1/2017
Caesars
  Entertainment
  Operating Co Inc    CZR     10.000    27.250     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR     10.000    26.750     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR     10.000    27.250     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR     10.000    26.750     12/15/2018
Caesars Entertainment
  Operating Co Inc    CZR     10.750    41.375       2/1/2016
Champion
  Enterprises Inc     CHB      2.750     0.250      11/1/2037
Endeavour
  International
  Corp                END     12.000    37.500       6/1/2018
Endeavour
  International
  Corp                END      5.500    20.000      7/15/2016
Energy Conversion
  Devices Inc         ENER     3.000     7.875      6/15/2013
Energy Future
  Competitive
  Holdings Co LLC     TXU      8.175     1.090      1/30/2037
Energy Future
  Holdings Corp       TXU      5.550    85.000     11/15/2014
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc    TXU     10.000     7.750      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc    TXU     10.000     9.250      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc    TXU      6.875     6.000      8/15/2017
Exide Technologies    XIDE     8.625    36.000       2/1/2018
Exide Technologies    XIDE     8.625    32.250       2/1/2018
Exide Technologies    XIDE     8.625    32.250       2/1/2018
Federal Farm
  Credit Banks        FFCB     3.300    99.205      9/11/2020
Global Geophysical
  Services Inc        GGS     10.500    18.500       5/1/2017
Global Geophysical
  Services Inc        GGS     10.500    12.000       5/1/2017
James River Coal Co   JRCC     7.875     1.140       4/1/2019
James River Coal Co   JRCC    10.000     0.750       6/1/2018
James River Coal Co   JRCC    10.000     4.963       6/1/2018
James River Coal Co   JRCC     3.125     0.250      3/15/2018
Las Vegas
  Monorail Co         LASVMC   5.500    99.980      7/15/2019
Lehman Brothers Inc   LEH      7.500    13.500       8/1/2026
MF Global
  Holdings Ltd        MF       6.250    45.000       8/8/2016
MF Global
  Holdings Ltd        MF       1.875    45.500       2/1/2016
MModal Inc            MODL    10.750    10.375      8/15/2020
MModal Inc            MODL    10.750    10.125      8/15/2020
Meritor Inc           MTOR     8.125   105.735      9/15/2015
Momentive
  Performance
  Materials Inc       MOMENT  11.500     4.500      12/1/2016
Motorola
  Solutions Inc       MSI      6.000   113.445     11/15/2017
Motors
  Liquidation Co      MTLQQ    7.200    11.250      1/15/2011
Motors
  Liquidation Co      MTLQQ    7.375    11.250      5/23/2048
Motors
  Liquidation Co      MTLQQ    6.750    11.250       5/1/2028
NII Capital Corp      NIHD     7.625    15.000       4/1/2021
NII Capital Corp      NIHD    10.000    26.750      8/15/2016
NII Capital Corp      NIHD     8.875    27.250     12/15/2019
Platinum Energy
  Solutions Inc       PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc       PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc       PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc       PLATEN  14.250    74.750       3/1/2015
Powerwave
  Technologies Inc    PWAV     1.875     0.125     11/15/2024
Powerwave
  Technologies Inc    PWAV     1.875     0.125     11/15/2024
Quicksilver
  Resources Inc       KWK      7.125    63.500       4/1/2016
RAAM Global
  Energy Co           RAMGEN  12.500    73.500      10/1/2015
Savient
  Pharmaceuticals
  Inc                 SVNT     4.750     0.125       2/1/2018
TMST Inc              THMR     8.000    12.000      5/15/2013
Terrestar
  Networks Inc        TSTR     6.500    10.000      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     10.250    14.625      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     15.000    37.500       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     10.500    14.250      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     10.250    14.500      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     15.000    36.000       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     10.250    14.250      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU     10.500    14.375      11/1/2016
Travelport LLC /
  Travelport
  Holdings Inc        TPORT   11.875    93.750       9/1/2016
Tunica-Biloxi
  Gaming Authority    PAGON    9.000    60.750     11/15/2015
Western Express Inc   WSTEXP  12.500    90.000      4/15/2015
Western Express Inc   WSTEXP  12.500    84.000      4/15/2015



                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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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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