TCR_Public/141016.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, October 16, 2014, Vol. 18, No. 288

                            Headlines

ALCO STORES: Taps Prime Clerk as Claims and Noticing Agent
ALCO STORES: Seeks to Pay Associated Wholesale Grocer $1.1-Mil.
AMERICAN AIRLINES: Moody's Ups B-tranche Certs Rating to Caa3
AMERICAN FIRST: S&P Withdraws 'B-' Counterparty Credit Rating
API M&I HOLDING: Case Summary & 7 Largest Unsecured Creditors

ASHER INVESTMENT: Itkin Trust Reiterates Bid to Dismiss Case
AVIS BUDGET: Fitch Affirms 'BB-' Issuer Default Rating
BAPTIST HOME OF PHILADELPHIA: Has Until Oct. 22 to File Plan
BLUESTEM BRANDS: S&P Affirms 'B' CCR & Rates $300MM Sr. Loan 'B'
BONTEN MEDIA: Moody's Raises Corporate Family Rating to B3

BWAY HOLDING: Moody's Assigns B3 Corporate Family Rating
CASH STORE: Seeks Court Approval to Comply with Document Demand
CENTRAL TEXAS REGIONAL: S&P Ups Sub. Lien Rev Bond Rating From BB+
CLOUDEEVA INC: Sec. 341 Creditors' Meeting Set for Oct. 22
CLOUDEEVA INC: BAPL Balks at Employment of Trenk DiPasquale

COLDWATER CREEK: Liquidating Plan Declared Effective
CONSTELLATION BRANDS: S&P Assigns 'BB+' Sr. Unsecured Debt Rating
CRUMBS BAKE SHOP: Case Conversion Hearing Set for October 31
CSN HOUSTON: Approved to Pay Employee Retention Bonuses
CSN HOUSTON: Comcast to Appeal Court's Ruling on Contract

DETROIT, MI: Nears Deal With Holdout Creditor in Bankruptcy
DIOCESE OF WINONA: Not Bankrupt But Does Not Rule Out Filing
DREIER LLP: Settlement Lets Founder Off the Hook for Testimony
EMERALD CASINO: Ex Officers Slapped With $272-Mil. Judgment
ENDEAVOUR INT'L: Targets Chapter 11 Exit in 6 Months

ENERGY FUTURE: Oct. 17 Hearing on Approval of Bidding Procedures
ESTATE FINANCIAL: Pennymac Asks Court to Lift Automatic Stay
EXIDE TECHNOLOGIES: Lenders Slash Loan Commitment to $200MM
EXIDE TECHNOLOGIES: Could Go Up For Sale if Deal Isn't Reached
FALCON STEEL: Court OKs Western Operations as Fin'l Consultant

FALCON STEEL: Can Hire Greater Yield as Operations Consultants
FALCON STEEL: Amends Request to Hire Rylander Clay as Accountant
FISKER AUTOMOTIVE: Extra Fee for Lawyers Challenged
FORESIGHT ENERGY: S&P Raises Corp. Credit Rating to 'B+'
FOX TROT: Hearing on Case Conversion or Dismissal Reset to Oct. 29

FRANK W. GUSTINE: Objection to Asset Sale Due Oct. 22
GARLOCK SEALING: Coltec Supports Fee Examiner Appointment
GASPARI NUTRITION: Case Summary & 20 Largest Unsecured Creditors
GEO GROUP: S&P Raises Corp. Credit Rating to 'BB-'; Outlook Stable
GLOBAL AVIATION: Converted to Ch. 7; KCC Released as Claims Agent

GLOBAL COMPUTER: Sells 2 Procurement Systems to GSA for $9.5MM
GLOBAL NAPS: In Ch. 11 Years After Receivership
GLOBAL GEOPHYSICAL: Plan Exclusivity Period Extended to Nov. 24
GLOBAL GEOPHYSICAL: Seeks Approval of Disclosure Statement
GOLDEN LAND: Court to Hold Disclosure Statement Hearing Nov. 5

GT ADVANCED: Executive Sold Shares After Trouble Surfaced
GT ADVANCED: Confidentiality Hearing With Apple Delayed
HARGRAY COMMUNICATIONS: Moody's Keeps CFR Over $53MM Debt Tack On
HARGRAY HOLDINGS: S&P Keeps 'B+' CCR After $53MM Loan Tack-On
HGGC CITADEL: S&P Assigns 'B' Corp. Credit Rating; Outlook Stable

HOLT DEVELOPMENT: Files Final Report and Seeks Final Decree
INDUSTRIAS VASSALLO: PR Court Rules in Rift Between PREPA & USIC
KEY REHABILITATION: Case Summary & 20 Top Unsecured Creditors
LAKSHMI HOSPITALITY: EB&T Says Case Should Be in Missouri
LAKSHMI HOSPITALITY: Gets Interim Access to Cash Collateral

MEE APPAREL: Liquidating Plan Declared Effective
MINERAL PARK: Proposes Dec. 15 as General Claims Bar Date
MINERAL PARK: Files Schedules of Assets and Liabilities
MINERAL PARK: Gets Final Approval to Use Cash Collateral
MOMENTIVE PERFORMANCE: Deloitte Approved to Provide Tax Services

NAB HOLDINGS: Moody's Affirms B1 Corporate Family Rating
NASSAU TOWER: Judge Grants TD Bank Stay Relief
NATCHEZ REGIONAL: No Rival Offer to CHS's $10-Mil. Bid
NATCHEZ REGIONAL: Plan of Adjustment Declared Effective
NAUTILUS HOLDINGS: Approved to Ink Restructuring Support Agreement

NAUTILUS HOLDINGS: Has Nod to Use Cash Collateral Until Jan. 15
NORTHSTAR MERGER: Moody's Assigns B2 Corporate Family Rating
PHILLIPS INVESTMENTS: Can File Chapter 11 Plan Until Feb. 2015
PRETTY GIRL: Panel Taps Wilk Auslander as Conflicts Counsel
RADIOSHACK CORP: Negotiates Store Closings With Lender

RB ENERGY: Hearing on Motion for CCAA Order Resumed Oct. 15
RESIDENTIAL CAPITAL: Reeds Granted $17,000 Allowed Claim
ROSEVILLE SENIOR LIVING: Adequate Protection Payment Hiked to $70K
SEARS METHODIST: Exclusive Plan Filing Date Extended Until Dec. 7
SEARS METHODIST: Has Until Jan. 6 to Decide on Unexpired Leases

SGK VENTURES: Has Until Oct. 31 to Access Cash Collateral
SHINGLE SPRINGS: Moody's Raises Corporate Family Rating to B2
ST. FRANCIS' HOSPITAL: DFC Acted as Advisor in Section 363 Sale
TACTICAL INTERMEDIATE: Plan Confirmation Hearing Set for Nov. 13
TARGA RESOURCES: Moody's Affirms Ba1 Corporate Family Rating

TEM ENTERPRISES: Submits Second Amended Plan of Reorganization
TMT GROUP: B Whale May Have Breached Iranian Regulations
TRIPLANET PARTNERS: Has Until Jan. 5 to Propose Chapter 11 Plan
TRIPLANET PARTNERS: Hearing on Case Dismissal Bid Adjourned Dec. 8
TRUMP ENTERTAINMENT: Icahn Says Labor Unrest Won't Disrupt Plan

US CAPITAL: Files for Chapter 7 Liquidation
VINCE YOUNG: Tries to Sell Royal Oaks House for $815,000
WASHINGTON MUTUAL: Trust Files Suit v. Former Directors, Officers
WHEATLAND MARKETPLACE: Sells Property, Exits Chapter 11
WOLF SANCTUARY: Files for Bankruptcy in Colorado Due to Wildfire

WOLF MOUNTAIN PRODUCTS: Gets Court Approval to Sell Excess Assets

* DFC Admits Five Practitioners as Principal or Partner

* Recent Small-Dollar & Individual Chapter 11 Filings


                             *********

ALCO STORES: Taps Prime Clerk as Claims and Noticing Agent
----------------------------------------------------------
ALCO Stores, Inc., et al., seek approval from the Bankruptcy Court
to employ Prime Clerk LLC as their claims and noticing agent in
the chapter 11 cases.

Although the Debtors have not yet filed their schedules of assets
and liabilities, they anticipate that there will be thousands of
persons and entities to be noticed and that many of these parties
will file claims.  In view of the number of anticipated claimants
and the complexity of the Debtors' businesses, the Debtors submit
that the appointment of a claims and noticing agent will provide
the most effective and efficient means of -- and relieve the
Debtors and/or the Office of the Clerk of the Bankruptcy Court of
the administrative burden of -- noticing, administering claims,
and soliciting and balloting votes, and is in the best interests
of both the Debtors' estates and their creditors.

For its claims and noticing services, Prime Clerk will charge the
Debtors at these hourly rates:

                                    Hourly Rate
                                    -----------
     Analyst                           $45
     Technology Consultant            $130
     Consultant                       $140
     Senior Consultant                $170
     Director                         $195

For the firm's solicitation, balloting and tabulation services,
the rates are:

                                    Hourly Rate
                                    -----------
     Solicitation Consultant          $185
     Director of Solicitation         $210

The firm will charge $0.10 per page for printing, $0.10 per page
for fax noticing, and no charge for e-mail noticing.  Hosting of
the case Web site is free of charge and on-line claim filing
services are free of charge.  For data administration and
management, the firm will charge $0.10 per record per month for
data storage, maintenance and security.

Prior to the Petition Date, the Debtors provided Prime Clerk a
retainer in the amount of $35,000.

The claims agent can be reached at:

         PRIME CLERK LLC
         830 3rd Avenue, 9th Floor
         New York, NY 10022
         Attn: Shai Waisman
         Tel: (212) 257-5450
         E-mail: swaisman@primeclerk.com

                       About ALCO Stores

ALCO Stores, Inc., operates 198 stores in 23 states throughout the
central United States.  Alco offers 35,000 items at its stores,
which are located at smaller markets usually not served by other
regional or national broad line retail chains.  The company was
founded in 1901 as a general merchandising operation in Abilene,
Kansas.

ALCO is a public company, and its common stock is quoted on the
NASDAQ National Market tier of the NASDAQ Stock Market under the
ticker symbol "ALCS."

ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas,
Texas, on Oct. 12, 2014, with plans to let liquidators conduct
store closing sales or sell the business to a going-concern buyer.

Judge Stacey G. Jernigan presides over the Chapter 11 cases.

The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent.

As of July 2014, ALCO Stores had assets totaling $222 million and
liabilities totaling $162 million.  The bulk of the liabilities
was total debt outstanding under a credit facility with Wells
Fargo Bank, National Association, of which the aggregate
outstanding was $104.2 million as of the Petition Date.


ALCO STORES: Seeks to Pay Associated Wholesale Grocer $1.1-Mil.
---------------------------------------------------------------
ALCO Stores, Inc., et al., seek approval from the Bankruptcy Court
to pay the prepetition claims of Associated Wholesale Grocer as a
critical vendor in an aggregate amount not to exceed $1.1 million.

In the ordinary course of their business, the Debtors has
historically maintained a close relationship with, and relied
upon, AWG, which is one of the largest grocery wholesalers in the
United States.  AWG accounts for 26% of the Debtors' total
purchases.  The Debtors' relationship with AWG has allowed for the
reduction of inventory, improved turnover and lower operating
expenses at its distribution facility in Abilene, Kansas.
Moreover, the Debtors' relationship with AWG provided the Debtors
with brands and products that would otherwise not be available had
the Debtors sought to obtain directly.

Vincent P. Slusher, Esq., at DLA Piper LLP (US), relates that AWG
has claims for providing essential goods to the Debtors that were
received by the Debtors before the Petition Date and/or essential
services that were rendered to, or on behalf of, the Debtors
before the Petition Date.  According to Mr. Slusher, it is
essential for the Debtors to continue their relationship with AWG
to ensure that the Debtors' operations remain stable during these
chapter 11 cases and that the Debtors continue to properly keep
inventory levels at a sufficient level.

                       About ALCO Stores

ALCO Stores, Inc., operates 198 stores in 23 states throughout the
central United States.  Alco offers 35,000 items at its stores,
which are located at smaller markets usually not served by other
regional or national broad line retail chains.  The company was
founded in 1901 as a general merchandising operation in Abilene,
Kansas.

ALCO is a public company, and its common stock is quoted on the
NASDAQ National Market tier of the NASDAQ Stock Market under the
ticker symbol "ALCS."

ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas,
Texas, on Oct. 12, 2014, with plans to let liquidators conduct
store closing sales or sell the business to a going-concern buyer.

Judge Stacey G. Jernigan presides over the Chapter 11 cases.

The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent.

As of July 2014, ALCO Stores had assets totaling $222 million and
liabilities totaling $162 million.  The bulk of the liabilities
was total debt outstanding under a credit facility with Wells
Fargo Bank, National Association, of which the aggregate
outstanding was $104.2 million as of the Petition Date.


AMERICAN AIRLINES: Moody's Ups B-tranche Certs Rating to Caa3
-------------------------------------------------------------
Moody's Investors Service upgraded its ratings assigned to the
Series 2001-1 Enhanced Equipment Trust Certificate ("2001 EETCs")
of American Airlines, Inc.: A-tranche to B2 from Caa1, B-tranche
to Caa3 from Ca and C-tranche to Caa3 from Ca. Moody's also
affirmed all of its other ratings assigned to American Airlines
Group Inc. ("AAG"), including the B1 Corporate Family and B1-PD
Probability of Default ratings, and of American Airlines, Inc.
("AA") and US Airways Group, Inc. and its subsidiaries, US
Airways, Inc. and America West Airlines, Inc. The outlook is
stable and the Speculative Grade Liquidity Rating of SGL-1 is
unchanged. American Airlines Group Inc. guarantees American
Airlines obligations of the 2001 EETCs.

Ratings Rationale

The A-tranche of the 2001 EETC is now one notch above the B3
senior unsecured note rating of AAG (guaranteed by subsidiaries).
Under a reorganization of American Airlines, holders of the A-
tranche would realize a stronger recovery than holders of
unsecured claims of American Airlines, Inc. mainly because of an
EETC's cross-subordination provisions. The 2001 EETC finances 32
McDonnell-Douglas MD80 aircraft, delivered new to American
Airlines between 1997 and 1999. About $149.9 million remains
outstanding on this tranche, which has a scheduled maturity of May
23, 2021. Moody's estimates the loan-to-value of the A-tranche in
excess of 450%.

In an EETC financing, if the airline makes a Section 1110 (c)
election following its bankruptcy filing, the aircraft are
returned to the secured party that is the Controlling Party
pursuant to the transaction's terms. Tranche holders have
unsecured claims in the airline's bankruptcy estate when the
monetization of the aircraft results in a shortfall. The post-
default waterfall provides for the recoveries by the junior
tranches from the bankruptcy estate to be paid to the senior
tranche until the senior tranche is paid off. These provisions
provide for the expected stronger recovery for the A-tranche and
the B2 rating. The upgrade of the junior tranches to Caa3
recognizes a lower probability of default but a still lower
recovery compared to senior unsecured claims at AAG.

The B1 Corporate Family rating considers AAG's increasingly
competitive market position and credit metrics that are supportive
of the B1 rating category, as well as very good liquidity (with a
Speculative Grade Liquidity Rating of SGL-1). The ratings
anticipate that AAG will sustain very good liquidity
notwithstanding expected negative free cash flow generation
through at least December 31, 2015 because of estimated capital
expenditures in excess of $9.0 billion through then. The B1 rating
also balances the company's improving profitability against
expected higher debt balances as it funds deliveries from the
largest order book of any US airline with debt and returns value
to shareholders pursuant to the capital deployment plan announced
on July 24, 2014. However, the gains in fuel and maintenance
efficiency by the multi-year replacement of up to half of the
combined mainline fleet will be important for helping to mitigate
pressure on financial leverage beyond 2015.

The stable outlook reflects Moody's anticipation of about steady
industry fundamentals over at least the next 18 months and further
improvements in the company's operating profits into 2016. There
is little upwards ratings pressure while the company plans and
executes the integration of the two airline operating companies. A
positive rating action could follow if AAG was to sustain stronger
credit metrics following the substantial completion of the
integration. Debt to EBITDA that approaches 4.0 times, Funds from
operations + interest to interest that approaches 4.0 times,
meaningful amounts of annual positive free cash flow along with an
EBITDA margin that is sustained near 20% could support an upgrade.
Growing passenger revenue yields and or revenue passenger miles
("RPMs") at meaningfully higher rates than Delta or United would
indicate the realization of the planned revenue synergies,
including from increasing share of corporate travel, which could
also support a positive rating action. A negative rating action
could follow if liquidity fell below $4.5 billion with no
significant improvement in Debt to EBITDA. The inability to
control non-fuel operating costs or to sustain competitive yields,
either of which would pressure profitability over the long-term
could also lead to a downgrade. Debt to EBITDA that approaches 6.5
times, FFO + Interest to Interest that approaches 2.3 times or
sustained negative free cash flow generation could pressure the
ratings.

The methodologies used in these ratings were Global Passenger
Airlines published in May 2012, and Enhanced Equipment Trust And
Equipment Trust Certificates 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.

American Airlines Group Inc. is the holding company for American
Airlines and US Airways. Together with wholly owned and third-
party regional carriers operating as American Eagle and US Airways
Express, the airlines operate an average of nearly 6,700 flights
per day to 339 destinations in 54 countries from its hubs in
Charlotte, Chicago, Dallas/Fort Worth, Los Angeles, Miami, New
York, Philadelphia, Phoenix and Washington, D.C. The company had
pro forma revenue of about $40.4 billion in 2013.


AMERICAN FIRST: S&P Withdraws 'B-' Counterparty Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'B-' long-
term counterparty credit rating on American First Financial Group
Inc.  At the time of the withdrawal, the outlook was stable.


API M&I HOLDING: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: API M&I Holding, LLC
           fdba Abdiana M&I, LLC
           fdba Abdiana M&I No. II, LLC
           fdba Abdiana M&I No. III, LLC
        7140 Wornall Rd., Ste. 204
        Kansas City, MO 64114

Case No.: 14-22451

Chapter 11 Petition Date: October 14, 2014

Court: United States Bankruptcy Court
       District of Kansas (Kansas City)

Judge: Hon. Dale L. Somers

Debtor's Counsel: Colin N. Gotham, Esq.
                  EVANS & MULLINIX, P.A.
                  7225 Renner Road, Suite 200
                  Shawnee, KS 66217
                  Tel: (913) 962-8700
                  Fax: (913) 962-8701
                  Email: Cgotham@emlawkc.com

Total Assets: $4.64 million

Total Liabilities: $2.08 million

The petition was signed by Nicholas Abnos, managing member.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/ksb14-22451.pdf


ASHER INVESTMENT: Itkin Trust Reiterates Bid to Dismiss Case
------------------------------------------------------------
Garry Y. Itkin and Anna Charno, Trustees of the Itkin Living Trust
dated March 12, 2008, submitted to the U.S. Bankruptcy Court
Central for the District Of California a supplemental brief in
support of their Motion to Dismiss the Chapter 11 bankruptcy case
of Asher Investment Properties, LL, commenced without
authorization.

In their supplementary brief, the Itkin Trustees assert that the
Debtor did not have authority to file the bankruptcy case because
the Itkin Trust is a 50% member of Debtor and it did not consent
to the bankruptcy filing.

The Itkin Trustees contend that in order to try to prevent
dismissal, the Debtor attacks the Itkin Trust's 50% membership
interest in two distinct ways -- each of which fails.
Accordingly, the Itkin Trustees filed the Supplemental Brief to
expand on the reasons why the Debtor's attacks on the Trust's 50%
membership interest fail.

The Itkin Trustees cited two arguments -- (1) The Debtor did not
tender payment of the debt owed to the Itkin Trust; and (2) The
Debtor has no credible argument concerning the interpretation of
the Membership Interest Purchase Agreement.

              About Asher Investment Properties, LLC

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


AVIS BUDGET: Fitch Affirms 'BB-' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed the Long-term Issuer Default Ratings
(IDRs) and unsecured debt ratings of Avis Budget Group, Inc. (ABG)
and its various subsidiaries at 'BB-'.  The Rating Outlook is
Stable.

KEY RATING DRIVERS - IDRs and SENIOR DEBT

ABG's ratings are supported by the strength of its brand and
franchise, its leading position in the on-airport rental market
and stable operating performance.  ABG's liquidity profile is
strong given its increased corporate EBITDA and operating cash
flow generation, as well as its consistent access to the capital
markets.

The ratings also factor the cyclical nature and the susceptibility
of the business to the overall economy and to potential slowdowns
in travel volumes.  While ABG remains susceptible to pricing
pressures and passenger volumes in air travel, Fitch believes the
company is better positioned since the crisis to manage cyclical
downturns and maintain positive earnings.  This is due to
improvements in revenue and supplier diversity, operating
leverage, and liquidity and funding, counterbalanced by the
continued reliance on secured funding sources.

The Stable Outlook reflects Fitch's expectation for continued
access to the capital markets under reasonable market conditions,
the ability to sustain core operating cash flow generation, strong
liquidity and earnings growth for the full-year 2014, supported by
incremental corporate EBITDA generation and improved operating
leverage.

ABG reported 10% year-over-year growth in top line revenues during
the first six-months of 2014, driven by increases in rental days,
stronger pricing and incremental revenues generated from its
recent Zipcar and Payless acquisitions.  Additional revenue growth
is expected to be driven through increased volume and improved
pricing, while adjusted EBITDA is expected to benefit from
additional cost synergies achieved through improved operational
leverage.  Fitch believes ABG's targets are achievable given its
prior track record of realizing its financial targets.

Fitch believes ABG has appropriate liquidity, given its available
balance sheet cash and operating cash flow generation.  In
addition, the company has successfully expanded available
borrowing capacity recently and lowered its overall cost of funds
to its funding facilities, which are both viewed positively.  As
of June 30, 2014, ABG had $537 million of unrestricted cash and
generated annualized cash flow from operations of approximately $2
billion.  In addition, the company had $750 million available
under its corporate revolver and $1.1 billion under its vehicle-
backed facilities.  Secured debt continues to represent a
significant portion of ABG's overall funding, which amounted to
approximately 83% of long-term debt.  Fitch would view positively
an increase in unsecured debt funding, as it would add additional
financial flexibility in times of market stress.

In assessing overall leverage, Fitch focuses primarily on cash
flow leverage, defined as corporate debt to adjusted EBITDA.  As
of June 30, 2014, corporate debt to annualized adjusted EBITDA was
4.42x, which is below the five-year average of 5.89x.  ABG
assesses leverage net of balance sheet cash, which amounted to
3.72x as of the same period, consistent with its articulated
target of between 3x and 4x.  Leverage was bolstered by
incremental earnings generated by recent acquisitions.  Fitch
would view further improvements in ABG's corporate leverage
favorably and could generate positive rating momentum in the
longer-term.

SUBSIDIARY RATING DRIVERS AND SENSITIVITIES

Avis Budget Finance PLC and Avis Budget Car Rental LLC are wholly-
owned subsidiaries of ABG.  The ratings assigned to the two
entities are aligned with that of ABG because of the unconditional
guarantee provided by ABG and its various subsidiaries.
Therefore, the ratings assigned to the two entities are sensitive
to the same factors that might drive a change in ABG's IDR.

RATING SENSITIVITIES - IDRS, SENIOR DEBT

Fitch believes that positive ratings momentum is limited in the
near term, although over the longer term, ratings may be
positively influenced by sustained improvements in leverage and
liquidity, maintaining appropriate capitalization, and economic
access to the capital markets.  Additionally, ABG's ability to
realize operating synergies from its recent acquisitions and
successfully leverage its brands into stronger earnings
performance over time would also be viewed positively by Fitch.

Conversely, negative rating actions could be driven by a material
deterioration in revenue and cash flow generation resulting from a
decline in passenger volumes, rental rates and used car values,
which impairs ABG's access to funding, liquidity, and/or
capitalization.  Leverage remaining at materially higher levels, a
reduced commitment by management to reduce leverage, or an
inability to generate incremental revenues from acquisitions could
also yield negative rating actions.

The issuer did not participate in the rating process, or provide
additional information, beyond the issuer's available public
disclosure.

Fitch has affirmed these ratings with a Stable Rating Outlook:

Avis Budget Group, Inc.
   -- Long-term IDR at 'BB-'.

Avis Budget Car Rental, LLC
   -- Long-term IDR at 'BB-';
   -- Senior secured term loan at 'BBB-';
   -- Revolving credit facility at 'BBB-';
   -- Senior unsecured debt at 'BB-'.

Avis Budget Finance PLC
   -- Long-term IDR at 'BB-';
   -- Senior unsecured debt at 'BB-'.


BAPTIST HOME OF PHILADELPHIA: Has Until Oct. 22 to File Plan
------------------------------------------------------------
The Bankruptcy Court extended Baptist Home of Philadelphia, et
al.'s exclusive periods to file a plan of reorganization until
Oct. 22, 2014; and solicit acceptances for that Plan until
Dec. 22, 2014.   This was the first extension requested by the
Debtor.

              About The Baptist Home of Philadelphia

The Baptist Home of Philadelphia and The Baptist Home Foundation
sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 14-13305
and 14-13306) in Philadelphia on April 25, 2014.

Baptist Home of Philadelphia is a Pennsylvania nonprofit
corporation that owns and operates a continuing care retirement
community known as "Deer Meadows Retirement Community", which is
located at 8301 Roosevelt Boulevard, Philadelphia, Pennsylvania.
Home offers 126 living accommodations, which vary in size, for
independent living and personal care.  It presently also has 206
skilled nursing beds in the nursing and rehabilitation center that
offers short and long term care.  It has 369 employees.

Baptist Home of Philadelphia disclosed $37,330,904 in assets and
$34,562,834 in liabilities as of the Chapter 11 filing.

The Debtors have tapped Cozen O'Connor as counsel and KPMG
Corporate Finance LLC as financial advisor and investment banker.

The U.S. Trustee appointed Wilmarie Gonzalez as patient care
ombudsman.

U.S. Bank National Association, the trustee with regard to the
secured bond indebtedness, hired Reed Smith LLP as counsel and
CohnReznick LLP as financial advisor.

Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.


BLUESTEM BRANDS: S&P Affirms 'B' CCR & Rates $300MM Sr. Loan 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Bluestem Brands Inc.  The outlook is stable.

At the same time, S&P assigned a 'B' issue-level rating with a '4'
recovery rating to the company's proposed $300 million senior
secured first-lien term loan.  The '4' recovery rating reflects
S&P's expectations for average (30%-50%) recovery in the event of
default.  S&P do not rate the company's proposed $80 million
asset-based lending (ABL) revolving facility, of which about $10
million will be outstanding at transaction close.

The company intends to use the proceeds from the term loan,
revolver borrowings, and equity contribution from the private
equity sponsors to fund acquisition of the company and refinance
existing debt.

"Our business risk assessment on Bluestem reflects its small scale
in the highly fragmented and competitive general merchandise
retail segment that is focused on higher credit risk consumers who
rely on the revolving or term payment plans the company offers to
make purchases," said credit analyst Mariola Borysiak.  "It also
takes into account potential for substantial volatility of
profitability if marketing costs to acquire new customers do not
drive sales and/or higher than expected charge offs reduce profits
in the credit portfolio.  In our assessment, we recognize the
company's differentiated business model that is characterized by
its ability to combine direct marketing and credit decision-making
capabilities."

The stable outlook reflects S&P's expectation that the company
will continue to grow its merchandise sales at a healthy pace and
at the same time, manage its credit portfolio prudently.  S&P also
assumes that the agreements with SCUSA function well and that
there are no significant changes to the mechanisms or economics.

Downside scenario

S&P could lower the ratings if total debt to EBITDA increases
above 5x.  Under this scenario, S&P believes EBITDA would decline
about 20% from its projected 2014 level because of unsuccessful
marketing efforts to acquire new customers and/or higher than
expected charge offs, which reduce profit sharing in the credit
portfolio.

Upside scenario

S&P is not likely to consider a higher rating in the next year
given its assessment of the company's financial policies as FS-5.
S&P believes that although dividends are restricted under the
proposed credit agreements, private ownership indicates debt
financed dividends are likely.  In addition, inherent volatility
of profitability constrains upgrade potential for Bluestem.
However, an upgrade would be predicated on private ownership
falling below 40% and if we believe the company can sustain debt
leverage below 4x.



BONTEN MEDIA: Moody's Raises Corporate Family Rating to B3
----------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating
(CFR) of Bonten Media Group, Inc. to B3 from Caa1 and Probability
of Default Rating (PDR) to B3-PD from Caa1-PD reflecting the
company's stable operating performance and improved credit
metrics. In addition, Moody's upgraded the 1st lien senior secured
revolver and the 1st lien senior secured term loan to Ba3 from B1
as well as the 2nd lien senior secured term loan to Caa1 from
Caa2. The outlook was changed to stable from positive.

Upgraded:

Issuer: Bonten Media Group, Inc.

  Corporate Family Rating: Upgraded to B3 from Caa1

  Probability of Default Rating: Upgraded to B3-PD from Caa1-PD

  $10 million 1st Lien Senior Secured Revolver due 2018: Upgraded
  to Ba3, LGD2 from B1, LGD2

  1st Lien Senior Secured Term Loan due 2018: Upgraded to Ba3,
  LGD2 from B1, LGD2

  $80 million 2nd Lien Senior Secured Term Loan due 2019:
  Upgraded to Caa1, LGD5 from Caa2, LGD5

Outlook Actions:

Issuer: Bonten Media Group, Inc.

  Outlook is changed to Stable from Positive

Ratings Rationale

Bonten's B3 corporate family rating reflects high leverage with 2-
year average debt-to-EBITDA of just under 6.5x as of June 30, 2014
(including Moody's standard adjustments), lack of national scale,
and geographic concentration. Although high, leverage has improved
since the 2009 downturn with 2-year average debt-to-EBITDA
reducing from 6.8x at FYE2013 and 8.0x at FYE2012 supported by
double digit percentage EBITDA growth (roughly 20% CAGR between
2010-2013) from increasing core revenue, good political
advertising demand, and renewed retransmission agreements. High
leverage poses challenges for managing a business vulnerable to
advertising spending cycles. Moody's believes Bonten's lack of
national scale with less than $100 million of annual net revenue
magnifies both financial and cyclical risk as well as exposure to
a disproportionate impact from the loss of a large advertiser or a
region specific downturn, particularly in the Tri-Cities and
Eastern North Carolina markets representing two-thirds of total
cash flow. Debt ratings are supported by the company's leading
audience and revenue share rankings in six of eight markets across
diverse network affiliations. The upgrade in the CFR reflects
Moody's expectations that in a scenario with only nominal
increases in 2-year average EBITDA, free cash flow will be applied
to reduce debt balances resulting in further improvements in
leverage over the next 12 months. Although total revenue is
expected to grow over the next 12 to 18 months, EBITDA margins
will decrease reflecting the impact of greater reverse
compensation paid to networks as affiliations are renewed. Bonten
has adequate liquidity with cash balances of $3.4 million as of
June 30, 2014, $8 million availability under the $10 million
revolver, and no maturities until 2018 when the 1st lien senior
secured credit facilities mature.

The stable outlook incorporates Moody's expectation that core ad
demand will remain steady over the next 12 months supported by key
sectors including automobile, home improvement, and restaurants.
Despite the absence of significant political ad spending in 2015,
stable core ad demand and cash flow benefits from growing
retransmission revenue (net of reverse compensation) will support
2-year average debt-to-EBITDA remaining under 6.75x (including
Moody's standard adjustments) through FYE2015. The outlook also
reflects Moody's view that Bonten will generate low to mid-single
digit percentage free cash flow over the next 12 months. The
outlook does not incorporate debt financed acquisitions or
distributions that would meaningfully increase leverage ratios or
distributions. Ratings could be downgraded based on expectations
for weak liquidity or deterioration in EBITDA due to increased
competition or weak ad demand in one or more key markets resulting
in 2-year average debt-to-EBITDA being sustained above 6.75x
(including Moody's standard adjustments). Lack of national scale
and revenue concentration limit upward momentum; however, ratings
could be upgraded if the company continues to use free cash flow
to reduce debt balances resulting in 2-year average debt-to-EBITDA
being sustained below 5.50x with mid-single digit percentage free
cash flow-to-debt; liquidity would also need to be good.

Formed in 2006 by Diamond Castle Holdings, LLC to acquire and
operate local television stations in the US, Bonten Media Group,
Inc. owns or has joint sales agreements and shared services
agreements with 14 primary and 29 digital multicast stations (5
ABC affiliates, 5 FOX, 4 NBC, 3 Univision/UniMas, and 3 CW among
others). Stations are located in eight small and mid-sized US
markets in DMAs ranked between #97 and #198 and include those
operated via JSA/SSA agreements with Esteem Broadcasting.
Headquartered in New York, NY, net revenue for the 12 months ended
June 30, 2014 totaled $69 million.

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


BWAY HOLDING: Moody's Assigns B3 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating
and a B3-PD probability of default rating to BWAY Holding Company,
Inc. following the successful issuance of $1.87 billion in new
debt to fund a $200 million dividend to the sponsor, refinance
existing debt and to pay fees and expenses related to the
transaction. Simultaneously, Moody's withdrew the B3 corporate
family and B3-PD probability of default ratings at BOE
Intermediate Holding Corporation. The rating assignment and
withdrawal reflect the change in the contemplated borrower for the
debt instruments. Instrument ratings are detailed below. The
ratings outlook is negative.

Moody's took the following rating actions:

BWAY Holding Company, Inc.

  Assigned B3 corporate family rating

  Assigned B3-PD probability of default rating

BOE Intermediate Holding Corporation

  Withdraw B3 corporate family rating

  Withdraw B3-PD probability of default rating

BWAY Holding Company, Inc.

  Affirmed $1,220 million senior secured term loan B due August
  2020, B2 (LGD 3)

  Affirmed $650 million senior unsecured notes due August 2021,
  Caa2 (LGD 5)

The ratings outlook is negative.

Ratings Rationale

BWAY's B3 corporate family rating reflects the weak proforma
credit metrics, high concentration of sales and cyclical nature of
the primary end market. The rating also reflects the company's
financial aggressiveness and the sponsor's lack of equity left in
the company after the second debt financed dividend. The company
generates approximately 53% of its revenue from the US housing and
construction-related end markets (including paint and other
building products) and 12.1% from one customer. Additionally, the
top ten customers account for approximately 33% of revenue (48% in
the metal segment). While most of the targets for the company's
acquisitiveness are smaller bolt-on, the potential for a larger
debt-financed acquisition exists and integration risk remains. The
company has long-term contracts with customers that contain cost
pass-through provisions for core raw materials, but other costs
are excluded and the contracts allow for competitive bids
(cancelable without a price match).

The ratings are supported by the company's strong competitive
position in the US housing and construction-related end markets
including a dominant share in the metal segment and the limited
number of suppliers with scale and breadth of product line. BWAY
also benefits from strong liquidity, long-standing customer
relationships and some exposure to the relatively more stable
consumer products related end markets. The company has limited
competition from imports due to the freight costs for most of its
products (bulky and light empty pails) and the comparatively low
percentage of labor costs. The ratings are also supported by
anticipated benefits from completed and in-process cost saving
initiatives and the elimination of onetime charges in 2015. BWAY
is also expected to benefit from significant tax shields through
2015 and has pledged to direct all free cash flow to debt
reduction.

The rating outlook is negative. The negative outlook reflects the
weak proforma credit metrics and the company's limited room for
negative operating variance.

The rating could be upgraded if BWAY sustainably improves credit
metrics and maintains strong liquidity within the context of a
stable operating and competitive environment. The company would
also need to adopt less aggressive financial policies.
Specifically, the ratings could be upgraded, if debt to EBITDA
declines below 6.0 times, free cash flow to debt increase to above
4.5%, the EBIT margin improves to above 7.5%, and EBIT to gross
interest improves to 1.5 times or better.

The rating could be downgraded if BWAY fails to improve credit
statistics or there is a deterioration in liquidity, and/or the
operating and competitive environment. Continued aggressive
financial policies could also pressure the rating. Specifically,
the rating could be downgraded if total debt to EBITDA remains
above 7.0 times, free cash flow to debt becomes negative, the EBIT
margin declines below 6.0%, and EBIT to gross interest remains
below 1.0 time.

Moody's has corrected the issuer to BWAY Holding Company, Inc. for
the senior secured term loan B due August 2020 and the senior
unsecured 9.125% notes due August 2021. These ratings had
originally been assigned on July 31, 2014 under BWAY Intermediate
Company, Inc.

The principal methodology used in this rating was Global Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
June 2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.


CASH STORE: Seeks Court Approval to Comply with Document Demand
---------------------------------------------------------------
The Cash Store Financial Services Inc. on Oct. 14 disclosed that
it is seeking court approval of a proposal aimed at preserving
Company resources while meeting its obligations to comply with a
document production demand by the Alberta Securities Commission
related to an investigation by the ASC.

The ASC ordered the Company to produce a large number of documents
to facilitate an investigation.  While the Chief Restructuring
Officer of the Company has been working diligently to review the
requested documents and provide all those that are not legally
privileged, the cost of a review in this case is significant.
Working with the Company, the ASC has proposed a solution that
will (i) permit the Company to comply with the ASC's production
order; (ii) ensure that review of the documents is conducted in a
cost-effective manner; and (iii) protect legally privileged
documents from being produced.  The Company served motion
materials today for court approval of this proposed solution.

The ASC recently confirmed that its investigation, which was
previously confidential pursuant to section 45 of the Alberta
Securities Act, may be divulged in order to seek court approval of
this proposal.

Details regarding the Company's Companies' Creditors Arrangement
Act proceedings, are available on the Monitor's website 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.


CENTRAL TEXAS REGIONAL: S&P Ups Sub. Lien Rev Bond Rating From BB+
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term and
underlying rating (SPUR) to 'BBB' from 'BBB-' on the Central Texas
Regional Mobility Authority's (CTRMA) outstanding senior lien
revenue bonds.  At the same time, Standard & Poor's raised its
long-term rating and SPUR to 'BBB-' from 'BB+' on the authority's
subordinate lien revenue bonds.  The outlook on all ratings is
stable.

"The raised rating reflects our view of the strong service area
that provides a good base of demand for CTRMA system roads," said
Standard & Poor's credit analyst Todd Spence.  "In addition, the
recent completion of the Manor Expressway, completed on time and
within budget, reduces risk associated with ongoing construction
projects," Mr. Spence added.

CTRMA owns and operates a toll road system in the Austin
metropolitan area that currently includes two operational toll
roads.


CLOUDEEVA INC: Sec. 341 Creditors' Meeting Set for Oct. 22
----------------------------------------------------------
The U.S. Trustee will convene a meeting of creditors pursuant to
11 U.S.C. 341(a) in the Chapter 11 case of Cloudeeva, Inc., et
al., on Oct. 22, 2014, at 11:00 a.m.  The meeting will be held at
1085 Raymond Boulevard, One Newark Center, Suite 1401, Newark, NJ.

                         About Cloudeeva

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

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

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

The cases are assigned to Judge Kathryn C. Ferguson.  The Debtors
are seeking joint administration of their Chapter 11 cases for
procedural purposes.

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

According to the docket, the Debtors' exclusive right to file a
plan expires on Nov. 18, 2014.  The Court granted the Debtors an
extension until Aug. 20, 2014 of time to file schedules of assets
and liabilities, and statements of financial affairs.


CLOUDEEVA INC: BAPL Balks at Employment of Trenk DiPasquale
-----------------------------------------------------------
Bartronics Asia Pte. Ltd. objects to Cloudeeva, Inc., et al.'s
application to employ Trenk, DiPasquale, Della Fera & Sodono,
P.C., unless Trenk DiPasquale returns the postpetition retainer to
the Debtors' estates.

BAPL notes that on Sept. 10, 2014, the Debtors disclosed that they
paid Trenk DiPasquale a postpetition retainer of $100,000.

BAPL asserts that the postpetition retainer was an unauthorized
transfer of property of the estate.  It points out the Debtors did
not seek or obtain the Court's prior approval to pay the
postpetition retainer.

                       About Cloudeeva, Inc.

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

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

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

The cases are assigned to Judge Kathryn C. Ferguson.  The Debtors
are seeking joint administration of their Chapter 11 cases for
procedural purposes.

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

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


COLDWATER CREEK: Liquidating Plan Declared Effective
----------------------------------------------------
CWC Liquidation Inc., formerly known as Coldwater Creek Inc., et
al., notified the Bankruptcy Court that the effective date of its
Modified Third Amended Joint Plan of Liquidation occurred on
Sept. 26, 2014.

As reported in the Troubled Company Reporter on Sept. 18, 2014,
Judge Brendan Linehan Shannon, on Sept. 17, confirmed the Debtor's
Plan after determining that the Plan satisfied all requirements of
confirmation under Section 1129 of the Bankruptcy Code.

Judge Shannon, according to Peg Brickley, writing for Daily
Bankruptcy Review, signed off on the Chapter 11 liquidation plan
for the former retailer, calling it "a good result in a
challenging case."

The Plan proposes the creation of a liquidating trust that will,
among other things, (1) investigate and, if appropriate, pursue
Causes of Action not otherwise released under the Plan, (2)
administer and pursue the Liquidating Trust Assets, (3) resolve
all Disputed Claims and (4) make Distributions from the
Liquidating Trust as provided for in the Plan and the Liquidating
Trust Agreement.  The Plan incorporates a global settlement that
has been approved by the Court.  Pursuant to the Global Settlement
Agreement, the Term Loan Claims were Allowed in the amount of
$90,739,670, and paid in full in Cash on July 23, 2014.  General
unsecured claims are impaired and are entitled to vote to accept
or reject the Plan.

A full-text copy of the Plan dated Sept. 15, 2014, is available at
http://bankrupt.com/misc/COLDWATERplan0915.pdf

                       About Coldwater Creek

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

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

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

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

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

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

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


CONSTELLATION BRANDS: S&P Assigns 'BB+' Sr. Unsecured Debt Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
preliminary 'BB+' senior unsecured debt rating to Victor, N.Y.-
based Constellation Brands Inc.'s (BB+/Stable/--) Rule 415 shelf
registration for debt securities.  The new shelf has an
indeterminate aggregate initial offering amount and number of debt
securities.  This replaces the company's prior shelf registration.
The company will use net proceeds from any future sale of
securities for general corporate purposes, including the repayment
of debt, working capital, capital expenditures and acquisitions.

The ratings on Constellation Brands reflect S&P's assessment of
the company's business risk profile as "strong" and financial risk
profile as "aggressive."  Key credit factors in our business risk
assessment include the company's large scale (more than doubling
its reported sales as a result of the Crown transaction that was
completed in June 2013), expanded participation within the
alcoholic beverage segment, portfolio of well-known brands with
good market shares, and historically strong cash generation in the
highly competitive alcoholic beverage markets.  However,
Constellation Brands' geographic focus remains relatively narrow
as almost 90% of its fiscal 2014 net revenues were from the U.S.
S&P's assessment of Constellation Brands' financial risk profile
incorporates S&P's view that the company will maintain key credit
measures consistent with those of an "aggressive" financial risk
profile despite increased capital spending to complete its planned
capacity expansion at it Mexico-based brewing facility during the
next several years.  This includes S&P's expectation that
Constellation Brands will maintain a core leverage ratio of
between 4x and 5x, and funds from operations to debt in the 12%-
20% range in fiscal years 2015 and 2016.

RATINGS LIST

Constellation Brands Inc.
  Corporate Credit Rating           BB+/Stable/--

Rating assigned
Constellation Brands Inc.
Senior unsecured
  Preliminary Shelf                 BB+ (prelim)


CRUMBS BAKE SHOP: Case Conversion Hearing Set for October 31
------------------------------------------------------------
Crumbs Bake Shop Inc. and its debtor-affiliates ask the Hon.
Michael B. Kaplan of the U.S. Bankruptcy Court for the District of
New Jersey to convert their Chapter 11 bankruptcy cases to a
Chapter 7 proceedings.

A hearing is set for Oct. 31, 2014, 10:00 a.m., at United States
Bankruptcy Court, Clarkson S. Fischer U.S. Courthouse, 402 East
State Street in Trenton, New Jersey.

The Debtors tell the Court that they have sold substantially all
of their assets, have no operating business to save and cannot
propose a feasible plan of reorganization.  Accordingly, the
Debtors note they have no alternative but to convert their Chapter
11 proceedings to Chapter 7 pursuant to Section 1112(a) of the
Bankruptcy Code.

The Debtors say that they do not have sufficient funds available
to formulate and seek confirmation of a Chapter 11 plan, and the
potential causes of action, while believed to have value, will
take a long time to liquidate.  It is the Debtors' judgment that
in the particular circumstances of these Chapter 11 cases, the
goal of maximizing the net recoveries to creditors will best be
achieved through an orderly process that may be administered by a
Chapter 7 trustee.  The Official Committee of Unsecured Creditors
agrees with the Debtors' decision to convert the Debtors' Chapter
11 cases to Chapter 7.

                      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.

On Aug. 29, 2014, Crumbs Bake Shops completed the sale of its
assets for a credit bid of $7,140,000 and the assumption of
various liabilities.  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.

etwork, L.P. to pay the retention bonus to each employee under its
employee retention program.

The Debtor, in its motion, stated it is in the process of
soliciting votes on its Plan and preparing for the confirmation
hearing.

The Debtor does not anticipate retaining all of its current
employees after the effective date of the Plan.  The Debtor has
served WARN notices on all of its employees informing them of the
Reorganized Debtor's anticipated employment needs.  In the event
the Plan is not confirmed, the Debtor's Chapter 11 case may be
converted to a case under Chapter 7 of the Bankruptcy Code.

The Debtor is concerned that due to the WARN notices and the risk
of a possible liquidation, it may lose the service of its
employees, negatively impacting its ability to continue operations
pending the confirmation hearing and to successfully emerge from
its case.

In this relation, the Debtor is providing employees that will be
terminated valuable incentive to remain with the Debtor through
the completion of the confirmation hearing and the effective date
or the conversion date.

The terms of the employee retention program include, among other
things:

   a. Each employee will be asked to stay with the Debtor until
the effective date to continue the Debtor's operations and to
assist in the restructuring;

   b. The employee retention program will not apply to insiders of
the Debtor;

   c. Each employee who is in good standing with the Debtor and is
laid off by the Debtor or the Reorganized Debtor by Nov. 15, 2014,
will be paid a cash bonus equal to (i) the wages and benefits the
eligible employee would have earned had the eligible employee
remained employed from the date of his or her termination to
Nov. 15, 2014, (ii) an additional two weeks' wages, and (iii)
reimbursement of COBRA premiums for one month;

   d. If an employee is discharged by the Debtor for cause at any
time, or voluntarily terminates his employment for any reason
prior to Nov. 15, 2014, then that employee will not be eligible
for the retention bonus; and

   e. The Debtor reserves the right to request authority to
supplement or amend the employee retention program.

The retention bonus will be conditioned on the eligible employee
signing a general release and waiver of all claims and causes of
action against the Debtor.  Eligible employees who do not sign
this release will not receive a retention bonus.

The Debtor estimates the number of eligible employees, in the
event of consummation of the Plan, will be no more than 96 and the
cost for retention bonuses to these employees is estimated to be
approximately $992,000.

In the event of liquidation, the Debtor estimates the number of
eligible employees will be no more than 141.  The total amount for
retention bonuses to these employees is estimated to be
$1,605,000.

             About Houston Regional Sports Network

An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.

The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company.  The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.

The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."

Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation.  The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC.  The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.

Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.

Judge Marvin Isgur presides over the case.

The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief.  It has won approval to
hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry
Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo,
Esq., as counsel.  It also hired Conway MacKenzie, Inc., as
financial advisor.

Harry Perrin, Esq., represents Astros owner Jim Crane.  Alan
Gover, Esq., represents the Rockets.

The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC.  Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP.  Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.


CSN HOUSTON: Approved to Pay Employee Retention Bonuses
-------------------------------------------------------
The Bankruptcy Court has authorized Houston Regional Sports
Network, L.P. to pay the retention bonus to each employee under
its employee retention program.

The Debtor, in its motion, stated it is in the process of
soliciting votes on its Plan and preparing for the confirmation
hearing.

The Debtor does not anticipate retaining all of its current
employees after the effective date of the Plan.  The Debtor has
served WARN notices on all of its employees informing them of the
Reorganized Debtor's anticipated employment needs.  In the event
the Plan is not confirmed, the Debtor's Chapter 11 case may be
converted to a case under Chapter 7 of the Bankruptcy Code.

The Debtor is concerned that due to the WARN notices and the risk
of a possible liquidation, it may lose the service of its
employees, negatively impacting its ability to continue operations
pending the confirmation hearing and to successfully emerge from
its case.

In this relation, the Debtor is providing employees that will be
terminated valuable incentive to remain with the Debtor through
the completion of the confirmation hearing and the effective date
or the conversion date.

The terms of the employee retention program include, among other
things:

   a. Each employee will be asked to stay with the Debtor until
the effective date to continue the Debtor's operations and to
assist in the restructuring;

   b. The employee retention program will not apply to insiders of
the Debtor;

   c. Each employee who is in good standing with the Debtor and is
laid off by the Debtor or the Reorganized Debtor by Nov. 15, 2014,
will be paid a cash bonus equal to (i) the wages and benefits the
eligible employee would have earned had the eligible employee
remained employed from the date of his or her termination to
Nov. 15, 2014, (ii) an additional two weeks' wages, and (iii)
reimbursement of COBRA premiums for one month;

   d. If an employee is discharged by the Debtor for cause at any
time, or voluntarily terminates his employment for any reason
prior to Nov. 15, 2014, then that employee will not be eligible
for the retention bonus; and

   e. The Debtor reserves the right to request authority to
supplement or amend the employee retention program.

The retention bonus will be conditioned on the eligible employee
signing a general release and waiver of all claims and causes of
action against the Debtor.  Eligible employees who do not sign
this release will not receive a retention bonus.

The Debtor estimates the number of eligible employees, in the
event of consummation of the Plan, will be no more than 96 and the
cost for retention bonuses to these employees is estimated to be
approximately $992,000.

In the event of liquidation, the Debtor estimates the number of
eligible employees will be no more than 141.  The total amount for
retention bonuses to these employees is estimated to be
$1,605,000.

             About Houston Regional Sports Network

An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.

The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company.  The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.

The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."

Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation.  The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC.  The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.

Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.

Judge Marvin Isgur presides over the case.

The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief.  It has won approval to
hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry
Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo,
Esq., as counsel.  It also hired Conway MacKenzie, Inc., as
financial advisor.

Harry Perrin, Esq., represents Astros owner Jim Crane.  Alan
Gover, Esq., represents the Rockets.

The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC.  Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP.  Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.


CSN HOUSTON: Comcast to Appeal Court's Ruling on Contract
---------------------------------------------------------
David Barron, writing for Chron.com, reports that Comcast's
lawyears served on Thursday a notice saying that they will ask the
U.S. Bankruptcy Court for the Southern District of Texas that
their client be allowed to appeal the Court's decision that
Comcast's contract with CSN Houston was without value.

As reported by the Troubled Company Reporter on Oct. 14, 2014,
David Barron, writing for Chron.com, reports that the Court ruled
that Comcast's decision to place CSN Houston in bankruptcy in
September 2013, and subsequent losses the Debtor sustained,
including more than $100 million in lost rights fees to teams
Astros and Rockets, rendered the value of the Comcast contract to
be zero.

The Houston Chronicle relates that Comcast, with the Court's
approval, could have 30 days file an appeal with the 5th U.S.
Circuit Court of Appeals.

An NBC Sports Group spokesperson said that as of Friday afternoon,
Comcast has not made decision to proceed with the appeals request,
Mike Reynolds at Multichannel.com writes.

The Oct. 21 confirmation hearing could be delayed if Comcast files
an appeal before that date and meets the standards of a stay,
David Barron at Chron.com says, citing Lydia Protopapas, Esq., at
Winston & Strawn.

              About Houston Regional Sports Network

An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.

The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company.  The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.

The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."

Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation.  The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC.  The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.

Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.

Judge Marvin Isgur presides over the case.

The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief.  It has won approval to
hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry
Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo,
Esq., as counsel.  It also hired Conway MacKenzie, Inc., as
financial advisor.

Harry Perrin, Esq., represents Astros owner Jim Crane.  Alan
Gover, Esq., represents the Rockets.

The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC.  Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP.  Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.


DETROIT, MI: Nears Deal With Holdout Creditor in Bankruptcy
-----------------------------------------------------------
Detroit is moving closer to exiting Chapter 9 bankruptcy as it
nears a deal with its largest holdout creditor, various news
sources reported.

According to Matthew Dolan, writing for Daily Bankruptcy Review,
lawyers for bond insurer Financial Guaranty Insurance Co. sought
and obtained a delay of the city's bankruptcy trial until Oct. 16,
citing the strong possibility of a compromise over about $1
billion owed by the city to FGIC.  Lisa Lambert, writing for
Reuters, reported that mediation with FGIC has moved to New York
City.

                  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 estimated
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.

                           *     *     *

Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014.  The
outlook is stable.

The Troubled Company Reporter, on Oct. 10, 2014, reported that
Moody's Investors Service has placed the City of Detroit's (MI)
Certificates of Participation (COPs) Ca rating on review for
possible downgrade. This action follows the recent settlement
announcement between the city and Syncora, which insures a portion
of the city's outstanding COPs. The settlement includes a cash
payment, as well as extended and optional stakes in city owned
assets. Moody's said it is likely that the recovery for creditors
will be below 35% and as a result consistent with a C rating. The
review will be resolved if and when a settlement with FGIC, the
other main insurer of the city's COPs liabilities, is made public.


DIOCESE OF WINONA: Not Bankrupt But Does Not Rule Out Filing
------------------------------------------------------------
The Diocese of Winona has denied in a statement issued on Oct. 7,
2014, claims that it is in bankruptcy, but does not rule it out,
saying that it cannot determine if diocesan assets will be
sufficient to cover the unknown future claims.

The Diocese said, "The Diocese anticipates additional legal claims
however the total number of claims and the scope are unknown . . .
.  Due to the unknown nature or actuality of any future claims, it
is impossible to forecast if diocesan assets will be sufficient to
cover the unknown future claims and it is impossible to say that
bankruptcy is not a possibility in the future."

Reports circulated on Oct. 7 that the Diocese is or will
imminently be facing bankruptcy as a result of cases filed
following the Minnesota State Legislature's three-year lifting of
the statute of limitations.  The Child Victim's Act allows for the
filing of child sexual abuse claims which occurred in the past for
a period of three years and began in 2013.

Several media agencies reported on a quote made by Bishop John
Quinn in one of the documents posted online by attorneys
representing John Doe 1 in the current case before the court.  Kay
Fate at Postbulletin.com relates that Bishop John Quinn said in a
written in a letter to the Vatican in March that the Diocese has
received several claims of negligence as a result of abuse by 14
of its priests.  According to Postbulletin.com, the letter went on
to say that the diocese "anticipates several more (claims), and
anticipates eventually bankruptcy as a result of these lawsuits."


DREIER LLP: Settlement Lets Founder Off the Hook for Testimony
--------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
the lawsuit against a hedge fund that allegedly profited from Marc
Dreier's long-running fraud was settled, which means Mr. Dreier is
off the hook from giving testimony.  According to the report,
under the settlement, Westford Asset Management will pay $32.2
million to the Dreier LLP estate, although the law firm?s
creditors will have to wait until Dec. 31, 2020, because
Westford?s assets currently have little liquidity but are expected
to become more liquid over time.

              About Marc Dreier and Dreier LLP

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

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

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

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

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


EMERALD CASINO: Ex Officers Slapped With $272-Mil. Judgment
-----------------------------------------------------------
District Judge Rebecca R. Pallmeyer held that former officers,
directors and shareholders of Emerald Casino Inc. for losses
incurred by the company.

Kevin Flynn, Donald Flynn, Joseph McQuaid, John McMahon, Kevin
Larson, and Walter Hanley have been sued by Frances Gecker, the
chapter 7 trustee for the bankruptcy estate of Emerald Casino.

On September 30, Judge Pallmeyer ruled that the company's officers
and directors are liable for claim of breach of contract, and
entered judgment on that claim in favor of the Trustee and against
Kevin Flynn, Donald Flynn, John McMahon, and Kevin Larson in the
amount of $45,333,333.33 and against Joseph McQuaid and Walter
Hanley in the amount of $45,333,333.34 for a total judgment of
$272,000,000.

In 1999, Emerald Casino held a casino license, permitting it to
operate a riverboat, but its East Dubuque location was not
profitable.  When the Illinois General Assembly passed legislation
authorizing a land-based casino, it appeared Emerald's problems
were in the past.  But on Jan. 30, 2001, the Illinois Gaming Board
-- IGB -- revoked the license after an unprecedented and
aggressive investigation of Emerald and its officers, directors,
and shareholders.  The IGB's primary concern appears to have been
that "organized crime" was somehow involved in Emerald's proposed
new location -- Rosemont, Illinois.  Emerald was less than
forthcoming in its communications with the IGB, which heightened
regulators' suspicions.  Ultimately, the IGB concluded that
Emerald had violated several IGB rules and, for the first time in
the IGB's history, revoked a gaming license as a sanction.
Emerald appealed the revocation order, but the Illinois Appellate
Court affirmed.  The license was Emerald's only significant asset,
and when Emerald was stripped of it, this bankruptcy proceeding
swiftly followed.

Ms. Gecker is the Trustee appointed by the Bankruptcy Court on
behalf of Emerald.  The Defendants are the former officers,
directors, and shareholders of Emerald.  The Trustee alleges that
the individual Defendants were responsible for Emerald's loss of
its license.  The Trustee claims that Defendants' actions breached
(1) their fiduciary duty to Emerald (Count I) and (2) Emerald's
Amended Shareholders' Agreement (Count II), in which each
Defendant had promised "to comply with the [Riverboat Gambling]
Act, Rules, and orders of the IGB."

In addition, the Trustee seeks equitable subordination of
Defendants' claims against Emerald's estate (Count IV), and to
recharacterize certain loans made by Donald Flynn and Peer
Pedersen to Emerald as equity (Count V).  Finally, the Trustee
seeks to disallow claims that Defendants made against Emerald's
estate; she argues that 11 U.S.C. Sec. 502(d) bars recovery (Count
III), and that a settlement agreement (under which Defendants
claim an interest in Emerald) never became effective (Count VI).

After a lengthy bench trial -- initially before Judge Eugene
Wedoff in the Bankruptcy Court, followed by additional days of
testimony before this court -- the court sets forth its findings
of fact and conclusions of law on Counts I, II and IV. The court
reserves judgment on Counts III, V, and VI.

The court concludes that the Trustee's breach of fiduciary duty
claim is barred by the statute of limitations.  She has
established her claim of breach of contract, however, and the
court finds Defendants Kevin Flynn, Donald Flynn, Joseph McQuaid,
John McMahon, Kevin Larson, and Walter Hanley severally liable for
breach of Emerald's Amended Shareholders' Agreement.  The court
awards the Trustee $272,000,000, and finds the Defendants
severally liable for that amount, in equal proportions. Claims
against Defendant Peer Pedersen are dismissed.

Emerald's bankruptcy case (Bankr. N.D. Ill. Case No. 02-22977)
began in 2002 and went forward under Chapter 11 of the Bankruptcy
Code.  In 2007, Emerald's bankruptcy case was converted to one
under Chapter 7, and the United States Trustee appointed Frances
Gecker as the Chapter 7 trustee.

The case is, EMERALD CASINO, INC., Chapter 7, Plaintiff, Debtor.
FRANCES GECKER, not individually but solely as chapter 7 trustee
for the bankruptcy estate of Emerald Casino, Inc., Plaintiff, v.
DONALD F. FLYNN, KEVIN F. FLYNN, KEVIN LARSON, JOHN P. McMAHON,
JOSEPH F. McQUAID, WALTER HANLEY, and PEER PEDERSEN, Defendants,
Bankr. Adv. No. 08 A 00972, No. 11 C 4714 (N.D. Ill.).  A copy of
the Court's Sept. 30, 2014 Memorandum Opinion and Order is
available at http://is.gd/xaqfiFfrom Leagle.com.

Emerald's bankruptcy case (Bankr. N.D. Ill. Case No. 02-22977)
began in 2002 and went forward under Chapter 11 of the Bankruptcy
Code.  In 2007, Emerald's bankruptcy case was converted to one
under Chapter 7, and the United States Trustee appointed Frances
Gecker as the Chapter 7 trustee.


ENDEAVOUR INT'L: Targets Chapter 11 Exit in 6 Months
----------------------------------------------------
Endeavour International Corporation sought bankruptcy protection
after coming to terms with bondholders on a balance-sheet
restructuring that would reduce its $1.2 billion debt by
$568 million and wipe out existing shareholders.

"Unanticipated events outside of its control forced Endeavour over
the last three years to borrow funds at a high cost of capital and
divert cash from its businesses to satisfy ongoing obligations.
Unfavorable changes in the economic and political climate for the
oil and gas industry, natural disasters, volatile commodity prices
and unexpected delays in new oil and gas production due to
operating difficulties in the U.K. North Sea all contributed to
Endeavour's thin liquidity and the swift increase of its debt by
over $500 million to approximately $1.2 billion," William L.
Transier, the chairman, CEO, president and co-founder, explained
in a court filing.

Endeavour says its restructuring has the overwhelming support of
over two-thirds in amount of each of its four principal classes of
debtholders.  The Debtors have executed a restructuring support
agreement ("RSA") under which the Debtors and over two-thirds in
amount of the March 2018 Notes, June 2018 Notes, the Convertible
Notes and the 7.5% Convertible Bonds have agreed to support the
Debtors' Chapter 11 restructuring.

The restructuring pursuant to the RSA will reduce the Company's
existing debt by approximately $568 million, reduce the Company's
annual interest burden by approximately 43%, and free
approximately $50 million in cash flow for reinvestment into its
businesses.  Under the Consensual Restructuring, Endeavour will
cancel all its existing U.S. debt and equity and leave its U.K.
debt untouched. Further, the Company will issue $262.5 million in
new notes bearing an interest rate lower than its currently
outstanding notes, new Series A convertible preferred equity and
new shares of common equity in satisfaction of the claims of,
among others, the 2018 Noteholders, the Convertible Noteholders
and the 7.5% Bondholders.

The Debtors intend to quickly move to implement the Consensual
Restructuring.  To that end, the RSA provides for certain
milestones to consummation and implementation of the Consensual
Restructuring, including:

    * Approval of a motion seeking assumption of the RSA no later
than 35 days after the Petition Date;

    * Filing of the plan and disclosure statement with the
Bankruptcy Court no later than 45 days after the Petition Date;

    * Approval of the disclosure statement by the Bankruptcy Court
no later than 90 days after the Petition Date;

    * Approval of the plan by the Bankruptcy Court no later than
170 days after the Petition Date; and

    * Effectuation of the confirmed plan no later than 200 days
after the Petition Date.

                 Prepetition Capital Structure

As of the Petition Date, Endeavour has $1.2 billion in debt
outstanding.  This amount excludes accrued interest, fees and
other amounts through the Petition Date that may be triggered as a
result of these filings, as well as open but undrawn letters of
credit and hedging obligations.

Debt to bondholders is on account of these transactions:

   -- On Feb. 23, 2012, EIC closed on the private placement of
$350 million in aggregate principal amount of 12% notes due March
2018 (the "March 2018 Notes"), governed by an indenture, under
which Wells Fargo Bank, N.A., serves as trustee on behalf of the
bondholders.  On Oct. 15, 2012, Endeavour completed the private
placement of an additional $54 million aggregate principle amount
of March 2018 Notes.  As of the Petition Date, $404.0 million in
principal was outstanding under the March 2018 Notes, plus accrued
interest of $29.2 million.

   -- On Feb. 23, 2012, EIC closed on the private placement of
$150 million in aggregate principal amount of 12% notes due June
2018 (the "June 2018 Notes,"), governed by an indenture with
Wilmington Trust, N.A., as trustee.  Approximately $150.0 million
in principal is outstanding under the June 2018 Notes, plus
accrued interest of $10.8 million.

   -- On July 22, 2011, EIC issued $135 million of unsecured 5.5%
Convertible Senior Notes due July 15, 2016, governed by an
indenture under which Wilmington Savings Fund Society, FSB, is
successor trustee.  As of the Petition Date, $135.0 million in
principal is outstanding under the 5.5% Convertible Notes, plus
accrued interest of $1.7 million.

   -- On March 3, 2014, EIC issued $17.5 million in aggregate
principal amount of unsecured 6.5% Convertible Notes due Dec. 1,
2017, governed by an indenture under which Wilmington Savings Fund
Society, FSB, is trustee.  As of the Petition Date, $17.5 million
in principal is outstanding under the 6.5% Convertible Notes, plus
accrued interest of $0.4 million.

   -- On Jan. 25, 2008, END LuxCo issued $40.0 million in
aggregate principal amount of unsecured convertible bonds due
March 31, 2014 (the "7.5% Convertible Bonds"), governed by a trust
deed under which END LuxCo is primary obligor, BNY Corporate
Trustee Services Limited is trustee.  As of the Petition Date,
approximately $83.7 million in principal is outstanding under the
7.5% Convertible Bonds.

On Jan. 24, 2014, the Company entered into a $125 million Term
Loan Facility the "Old EEUK Term Loan"), with Credit Suisse, as
collateral agent on behalf of certain lenders.  On that same date,
non-debtor affiliate Endeavour Energy UK Limited ("EEUK"), an
unaffiliated third party, LC Finco S.... r.l., and Credit Suisse AG
entered into an LC Procurement Agreement whereby the Company
secured letters of credit of approximately $130 million (later
reduced to $90 million) and agreed to reimburse the unaffiliated
third party any expense incurred with posted cash collateral.

In 2013, EEUK entered into various monetary production payment
arrangements, whereby EEUK sold the proceeds of its entitlements
to production from its interests in certain U.K. Producing Fields
to Cidoval S.... r.l. ("Cidoval") on March 5, 2013 (the "Cidoval
MPP") and to Sand Waves, S.A. ("Sand Waves") on December 12, 2013
(the "Sand Waves MPP").

On Sept. 30, 2014, EIC, EIHBV and End Finco LLC entered into that
certain amended and restated credit agreement (the "New EEUK Term
Loan") providing for a senior secured term loan facility for the
benefit of EEUK, with Credit Suisse as Administrative Agent on
behalf of certain lenders thereto.  Under the terms of the New
EEUK Term Loan, the New EEUK Secured Lenders provided
approximately $440.0 million in proceeds (i) to repay in full the
Old EEUK Term Loan, the MPP's and all reimbursement obligations
outstanding relating to the LC Procurement Agreement, (ii) to
provide cash collateral to support a new letter of credit issuance
agreement and pay related fees and expenses, and (iii) for general
corporate purposes (the "Refinancing Transaction").  As of the
Petition Date, $440.0 million in principal is outstanding under
the EEUK Term Loan.

EIC authorized and designated 500,000 shares of its 10,000,000
shares of preferred stock as Series B preferred stock (the "Series
B Preferred Stock").  As of the Petition Date, there were 19,714
shares of Series B Preferred Stock outstanding with an aggregate
liquidation preference of approximately $3.9 million, inclusive of
accrued and unpaid dividends.

EIC authorized and designated 125,000 shares of its 10,000,000
shares of preferred stock as Series C convertible preferred stock
(the "Series C Convertible Preferred Stock").  As of the Petition
Date, there were 14,800 shares of Series C Convertible Preferred
Stock outstanding with an aggregate liquidation preference of
$14.8 million, inclusive of accrued and unpaid dividends.

EIC authorized 125,000,000 shares of $0.001 par value common stock
(the "Common Stock") and, as of the Petition Date, had
53.0 million shares outstanding.

                    Chapter 11 Plan Term Sheet

The term sheet attached to the RSA provides that the Debtors will
seek confirmation of a bankruptcy-exit plan that provides for
these terms:

   -- Administrative expense claims will be payable in full in
cash on the effective date of a chapter 11 plan of reorganization.

   -- Priority tax claims will be payable in deferred cash
payments over a period not longer than five years after the
Petition Date.

   -- All of the March 2018 Notes will be canceled, and each
holder of March 2018 Notes will receive a pro rata share of:

        (i) $262.5 million in new notes (the "Reorganized EIC
Notes") due March 31, 2020; and

       (ii) a convertible preferred equity of reorganized EIC and
having an aggregate liquidation preference of $196.1 million.

   -- All of the June 2018 Notes shall be canceled, and each
holder of the June 2018 Notes will receive a pro rata share of:

        (i) the Series A Convertible Preferred Equity of
reorganized EIC having an aggregate liquidation preference of
$41.4 million; and

       (ii) 2.74% of the common equity of reorganized EIC.

   -- All of the 7.5% Convertible Bonds will be canceled, and each
holder of 7.5% Convertible Bonds will receive a pro rata share of
8.72% of the common equity of reorganized EIC on a fully-diluted
basis assuming full conversion of the Series A Convertible
Preferred into common equity.

   -- All of the 5.5% Convertible Notes and the 6.5% Convertible
Notes will be canceled.  Each holder of the Convertible Notes
shall receive its pro rata share of 8.24% of the common equity of
reorganized EIC on a fully-diluted basis assuming full conversion
of the Series A Convertible Preferred.

   -- On the Effective Date, each holder of a general unsecured
claim will receive its pro rata share of a de minimis amount of
the common equity of reorganized EIC or such other treatment as
may be agreed upon.  The aggregate amount of general unsecured
claims will not exceed $12,000,000.

   -- All existing shares of preferred equity interests in EIC
will be extinguished as of the Effective Date, and owners thereof
shall receive no distribution on account of such equity interests.

   -- All existing shares of stock, options, warrants and common
equity interests in EIC will be extinguished as of the Effective
Date, and owners thereof will receive no distribution on account
of those interests.

A copy of the affidavit in support of the first-day motions, as
well as the RSA, and the Chapter 11 plan term sheet is available
for free at:

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

The ad hoc committee of First Priority Noteholders and Second
Priority Noteholders are represented by:

         MILBANK TWEED HADLEY & MCCLOY LLP
         1 Chase Manhattan Plaza
         New York, NY 10005
         Facsimile: (212) 530-5219
         Attention: Dennis F. Dunne, Esq.
                    Matthew S. Barr, Esq.
         E-mail: ddunne@milbank.com
                 mbarr@milbank.com

The Consenting 7.5% Convertible Bondholders are represented by:

         ROPES & GRAY LLP
         1211 Avenue of the Americas
         New York, NY 10036
         Facsimile: (212) 596-9090
         Attention: Keith H. Wofford, Esq.
         E-mail: keith.wofford@ropesgray.com

                - and -

         ROPES & GRAY INTERNATIONAL LLP
         5 New Street Square
         London, EC4A 3BF
         United Kingdom
         Facsimile: +44-20-3122-1335
         Attention: Tony Horspool, Esq.
         E-mail: tony.horspool@ropesgray.com

The Consenting 5.5% Convertible Noteholders and the 6.5%
Convertible Noteholders are represented by:

         BROWN RUDNICK LLP
         Seven Times Square
         New York, NY 10036
         Facsimile: (212) 209-4801
         Attention: Robert J. Stark, Esq.
         E-mail: rstark@brownrudnick.com

                 - and -

         BROWN RUDNICK LLP
         One Financial Center
         Boston, MA 02111
         Attention: Steven B. Levine, Esq.
         E-mail: slevine@brownrudnick.com

                 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.

On October 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.

The cases are pending joint administration under Endeavour
Operating Corp.'s Case No. 14-12308 before the Honorable Kevin J.
Carey (Bankr. D. Del.).

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.

The Debtors have tapped Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A., as co-counsel; The Blackstone
Group L.P., as financial advisor; AlixPartners, LLP, as
restructuring advisor; and Kurtzman Carson Consultants LLC, as
claims and noticing agent.


ENERGY FUTURE: Oct. 17 Hearing on Approval of Bidding Procedures
----------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Oct. 17, 2014, at
9:30 a.m., to consider Energy Future Holdings Corp., et al.'s
motion to approve bidding procedures to govern the sale of their
assets.

A telephonic hearing was scheduled Oct. 2 to address various
discovery and scheduling disputes that have arisen among the
Debtors and certain parties-in-interest.

As reported in the Troubled Company Reporter on Oct. 10, 2014,
Law360 reported that investment managers including Avenue Capital
Management II LP and GSO Capital Partners LP launched an adversary
suit alleging Fidelity Investments reneged on a prepetition deal
to sell $423 million of notes in bankrupt Energy Future Holdings
Corp.

According to the report, Avenue Capital and four other firms
contend Fidelity granted them unconditional call rights on the
notes as part of the restructuring support agreement they entered
when EFH sought Chapter 11 protection, and the purchase rights
must be honored even though the energy giant subsequently
scrapped the RSA.

The TCR reported on Sept. 22, 2014, that Peg Brickley, writing for
The Wall Street Journal, reported that NextEra Energy Inc., Hunt
Consolidated Inc. and others are in competition to own more than
80% stake in the Debtors' rights to non-bankrupt unit, Oncor, a
Texas transmission business.  According to the Journal, the first
round deadline to pick a stalking horse, or lead bidder, is Oct.
23, and competitors that make it to the second round of bidding
must have their refined offers in by Nov. 21.

Billy Cheung and Michelle Sierra, writing for Reuters, reported
that an auction for Oncor could come in the first quarter of next
year, with Bank of America Merrill Lynch retained to seek buyers.

                       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.


ESTATE FINANCIAL: Pennymac Asks Court to Lift Automatic Stay
------------------------------------------------------------
Pennymac Holdings, LLC, asked the U.S. Bankruptcy Court for the
Central District of California to lift the automatic stay so that
it can foreclose on a property located at 346 24th Street, in Paso
Robles, in California.

In its motion, Pennymac complained that its interest in the
property is not "adequately" protected.  The company claimed
Estate Financial Inc. doesn't have equity in the property and that
the property is not necessary to its effective reorganization.

                        About Estate Financial

Estate Financial, Inc. -- http://www.estatefinancial.com/-- was a
license real estate brokerage firm since the later 1980's.  EFI
solicited funding for, and arranged and made, loans secured by
various real property.  EFI also was the sole manager of Estate
Financial Mortgage Fund LLC, which was organized for the purpose
of investing in and funding loans originated by EFI which were
secured by first deeds of trust encumbering commercial and real
estate located primarily in California and has been funding such
mortgage loans since 2002.

Five creditors of EFI filed an involuntary Chapter 11 petition
against the real estate broker on June 25, 2008 (Bankr. C.D.
Calif. Case No. 08-11457).  EFI consented to the bankruptcy
petition on July 16, 2008.

Robert B. Orgel, Esq., at Pachulski Stang Ziehl & Jones LLP, and
William C. Beall, Esq., at Beall and Burkhardt, represented the
Debtor as counsel.  A Chapter 11 trustee, Thomas P. Jeremiassen,
was appointed by the Court on July 23, 2008.  Robyn B. Sokol,
Esq., and Steven T. Gubner, Esq., at Ezra Brutzkus & Gubner,
represent the official committee of unsecured creditors as
counsel.  In its schedules, Estate Financial disclosed total
assets of $27,428,550, and total debts of $7,316,755.


EXIDE TECHNOLOGIES: Lenders Slash Loan Commitment to $200MM
-----------------------------------------------------------
Exide Technologies has obtained certain amendments to the Amended
and Restated Superpriority Debtor-in-Possession Credit Agreement,
dated as of July 12, 2013, by and among the Company, as US
Borrower, Exide Global Holding Netherlands C.V., as Foreign
Borrower, the lenders from time to time party thereto and JPMorgan
Chase Bank, N.A., as Agent, pursuant to Amendment No. 8, dated as
of October 9, 2014.  The Amendment was approved by all lenders
under the Amended DIP Credit Agreement.

The Amendment extends the maturity date under the DIP facilities
to March 31, 2015.  The Amendment sets forth certain milestones
relating to the Company's restructuring efforts and modifies the
requirements for an acceptable reorganization plan.

The Amendment further provides that, effective Oct. 9, 2014, the
commitments under the DIP revolving facility will be reduced to
$200 million from $225 million.  Future borrowings under the DIP
revolving facility shall be subject to unrestricted cash not
exceeding $50 million.

The Amendment provides that by no later than Nov. 17, 2014, either
(i) the PSA will have been executed by the parties thereto or
(ii)(x) the Board of Directors of the Company will have approved a
sale process in form and substance reasonably satisfactory to the
Agent in its sole discretion (after reasonable consultation with
the Required Lenders' Advisors) and (y) informational packages and
solicitations for bids that are in form and substance reasonably
acceptable to the Agent (after reasonable consultation with the
Required Term Lenders' Advisors) shall have been distributed to
potential bidders.

If the PSA is executed by the deadline, then:

     (i) by no later than Jan. 15, 2015, the Company will have
obtained the Bankruptcy Court's approval of a disclosure statement
for an Acceptable Reorganization Plan and solicitation procedures
contemplating completion of a confirmation hearing with respect to
an Acceptable Reorganization Plan no later than March 10, 2015,
which disclosure statement and solicitation procedures must
otherwise be in form and substance reasonably acceptable to the
Agent, and the Bankruptcy Court's approval of such disclosure
statement and solicitation procedures shall not have been amended,
modified or supplemented (or any portions thereof reversed, stayed
or vacated) other than as agreed in writing by the Agent;

    (ii) by no later than March 10, 2015, the Company will obtain
entry of an order of the Bankruptcy Court confirming an Acceptable
Reorganization Plan, which order shall be in form and substance
acceptable to the Agent in its sole discretion and will not have
been amended, modified or supplemented (or any portions thereof
reversed, stayed or vacated) other than as agreed in writing by
the Agent; and

   (iii) by no later than March 31, 2015, the effective date of an
Acceptable Reorganization Plan shall have occurred, and the order
confirming the Acceptable Reorganization Plan shall not have been
amended, modified or supplemented (or any portions thereof
reversed, stayed or vacated) other than as agreed in writing by
the Agent.

If a sale process is implemented, then:

     (i) by no later than Dec. 23, 2014, the Company will have
received a fully executed stalking horse bid to purchase all or a
portion of the assets of the Company and/or its Subsidiaries,
reasonably satisfactory in form and substance to the Agent (after
reasonable consultation with the Required Term Lenders' Advisors)
and subject only to approval by the Bankruptcy Court, the cash
proceeds of which would be sufficient to satisfy all Revolver
Obligations in cash in full upon the consummation of such
transaction, and such bid shall not at any time be withdrawn or
terminated;

    (ii) by no later than Jan. 15, 2015, the Bankruptcy Court
shall have approved bidding procedures and the stalking horse
bidder, in form and substance reasonably acceptable to the Agent
(after reasonable consultation with the Required Term Lenders'
Advisors), and (A) such bid shall not at any time be withdrawn or
terminated other than through replacement of such bid with another
binding bid that also satisfies the requirements set forth in the
foregoing clause (i) of this sentence and (B) such approval shall
be in full force and effect, and shall not have been (x) vacated,
reversed, or stayed, or (y) amended or modified except as
otherwise agreed to in writing by Agent in its sole discretion
(after reasonable consultation with the Required Term Lenders'
Advisors);

   (iii) by no later than March 10, 2015, the Bankruptcy Court
shall have approved a sale of all or a portion of the assets of
the Company and/or its Subsidiaries, reasonably satisfactory in
form and substance to the Agent (after reasonable consultation
with the Required Term Lenders' Advisors), the cash proceeds of
which would be sufficient to satisfy all Revolver Obligations in
cash in full upon the consummation of such transaction, such
approval to be in form and substance acceptable to the Agent in
its sole discretion (after reasonable consultation with the
Required Term Lenders' Advisors), and such approval shall be in
full force and effect, and will not have been (A) vacated,
reversed, or stayed, or (B) amended or modified except as
otherwise agreed to in writing by Agent in its sole discretion
(after reasonable consultation with the Required Term Lenders'
Advisors); and

    (iv) by no later than March 31, 2015, the sale will have been
consummated.

The Amendment, among other things, also became effective to amend
the DIP Credit Agreement as follows: (a) eliminates reinvestment
rights with respect to dispositions triggering mandatory
prepayments; (b) modifies certain limitations relating to expense
reimbursement; (c) modifies the financial covenant relating to
minimum liquidity of the loan parties, adds financial covenants
relating to minimum liquidity of the Company and maximum capital
expenditures and eliminates the financial covenant relating to
minimum twelve-month trailing EBITDA; (d) modifies the definitions
of Permitted Dispositions and Permitted Indebtedness and limits
the availability of certain baskets under the definition of
Permitted Indebtedness to amounts outstanding as of October 9,
2014; and (e) modifies certain agent and lender voting and consent
thresholds.

The Company and the lenders under the Amended DIP Credit Agreement
approved certain additional fees and an increase to the applicable
margin under the DIP facility. The increase in applicable margin
and certain fees are subject to the approval of the Bankruptcy
Court, which the Company will seek at a hearing to be held on
October 31, 2014.

Upon the Bankruptcy Court entering an order approving such
matters, (a) revolving loans shall bear interest at a rate of (i)
with respect to amounts outstanding on or prior to December 31,
2014 (retroactive to Oct. 9, 2014), LIBOR plus 4.00% per annum and
(ii) thereafter, LIBOR plus 4.50% per annum, (b) the fees payable
for unused revolving commitments shall be increased to (i) with
respect to such fees payable on or prior to December 31, 2014
(retroactive to Oct. 9, 2014), 1.00% per annum and (ii)
thereafter, 1.50% per annum, (c) a one-time duration fee of 0.50%
of the aggregate principal amount of term loans outstanding and
revolving commitments available as of Dec. 30, 2014 will be
payable to lenders on such date and (d) a monthly facility fee of
0.0833% of the aggregate principal amount of term loans
outstanding shall be payable to term loan lenders.  If such order
is not entered by Nov. 3, 2014, the DIP facilities will mature on
Nov. 4, 2014.

A copy of Amendment No. 8 to the DIP Financing is available at
http://is.gd/OvVM33

                    About Exide Technologies

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

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

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

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

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

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

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


EXIDE TECHNOLOGIES: Could Go Up For Sale if Deal Isn't Reached
--------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Exide Technologies could be up for sale before Christmas if it
can't come to terms with key creditors on a Chapter 11 bankruptcy-
exit plan.

As previously reported by The Troubled Company Reporter, Exide on
Oct. 10 disclosed that the Company has received all necessary
approvals from its lenders, thereby extending its debtor-in-
possession (DIP) credit facility's maturity date to March 31,
2015.  The extension provides Exide and its noteholders additional
time to complete negotiations regarding a Plan of Reorganization
that would allow the Company to emerge from Chapter 11
substantially in its current form -- operating across all business
segments.  Exide said it is working toward a proposal that would
pay or re-finance the existing DIP facility and provide additional
capital to fund its reorganization.

According to the DBR report, lenders, although agreeing to extend
the maturity date on bankruptcy financing, required Exide to agree
to an "orderly sale process" if it can't finalize a plan-support
agreement by Nov. 17.

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that by the amendment, the revolving credit is
reduced to $200 million from $225 million, and the interest rate
changes.

                    About Exide Technologies

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

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

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

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

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

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

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


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

As reported in the Troubled Company Reporter on Aug. 27, 2014,
the Debtors said they require Western Operations to provide the
following services:

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

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

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

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

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

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

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

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

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

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

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

                    About Falcon Steel Company

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

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

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

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

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

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

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

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


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

As reported in the Troubled Company Reporter on Aug. 27, 2014,
as set forth in the Engagement Letter, Greater Yield will
implement an Operational Improvement & Business Transformation
Implementation Program that will deliver critical operational
improvements; organizational infrastructure realignment, overall
human capital business implementation, financial improvements,
information technology assessment, and overall business process
improvements to the Company.

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

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

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

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

                    About Falcon Steel Company

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

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

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

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

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

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

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

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


FALCON STEEL: Amends Request to Hire Rylander Clay as Accountant
----------------------------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC, filed with the
U.S Bankruptcy Court for the Northern District of Texas an amended
motion regarding the employment of Rylander, Clay & Opitz, LLP, as
their accountants.

A full-text copy of the amended request is available for free
At http://is.gd/Cp8nDG

The amendment came after the United States Trustee objected to the
Debtors' employment request.

According to the Troubled Company Reporter on Sept. 2, 2014, the
United States Trustee opposed the Debtors' motion on the basis
that the firm represents an insider, David W. Smith, the Debtors'
Chief Executive Officer.  "Such representation of insiders,
against which the Debtor may have potential claims, results in a
conflict of interest," the U.S. Trustee asserts.

According to the TCR, the U.S. Trustee says Rylander Clay is not
disinterested because its dual representation of the Debtors and
CEO Smith creates a situation where it may be dis-incentivized by
virtue of its relationship with Mr. Smith to take actions that may
be beneficial to the Debtors, but contrary to Mr. Smith's personal
interests.

As reported in the TCR on Aug. 27, 2014, the Debtors said they
require Rylander Clay to:

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

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

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

   (d) provide general accounting services;

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

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

Rylander Clay will be paid at these hourly rates:

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

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

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

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

                     About Falcon Steel Company

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

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

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

The Debtors' cases are jointly administered.  Judge D. Michael
Lynn presides over the cases.  Falcon Steel estimated assets and
debt of $10 million to $50 million.

The Debtors have tapped Forshey & Prostok, LLP, as general
bankruptcy counsel; Decker, Jones, McMackin, McClane, Hall &
Bates, P.C. as special corporate counsel; Western Operations, LLC
as financial consultant; and Greater Yield, Ltd. as management and
operations consultants.  James T. Taylor has also been tapped to
serve as chief restructuring officer for the Debtors.

The U.S. Trustee has appointed a five-member panel to serve as the
Official Committee of Unsecured Creditors in the Debtors' cases.
McCathern, PLLC, has been tapped as counsel of the Committee.


FISKER AUTOMOTIVE: Extra Fee for Lawyers Challenged
---------------------------------------------------
Katy Stech, writing for Daily Bankruptcy Review, reported that
Hong Kong investor Richard Li, whose firm lost an auction for
luxury hybrid car maker Fisker Automotive Inc. but still pays for
some of the manufacturer's bankruptcy costs, is protesting a
$1.7 million bill from several lawyers who worked in the case.
According to the report, citing court papers, officials for Mr.
Li's firm argued that several Brown Rudnick LLP lawyers who
represented Fisker Automotive's trade creditors and pushed for the
February auction where Mr. Li's offer was ultimately defeated were
already paid enough for their work in the case.

As previously reported by The Troubled Company Reporter, citing
Bill Rochelle, a bankruptcy columnist for Bloomberg News,
professionals representing the Official Committee of Unsecured
Creditors are seeking bonuses of 53.7% for opposing a quick sale
and ultimately arranging a recovery up to 100 times more than the
company's initial offer of $500,000.

Law firms Brown Rudnick LLP and Saul Ewing LLP and financial
adviser Emerald Capital Advisors Corp., who said they overcame
considerable odds and bore a constant risk of nonpayment to
achieve "spectacular" results, want bonuses aggregating about $2.5
million on top of about $4.6 million of fees they earned based on
hourly charges and some $45,500 for fees and expenses incurred
before their retentions because of their "substantial
contribution" during that time.

                      About Fisker Automotive

Fisker Automotive Holdings, Inc., developer of the Karma plug-in
hybrid electric sedan, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013.

Fisker estimated assets of more than $100 million and listed debt
of $500 million in its bankruptcy petition.  The assets include an
assembly plant purchased for $21 million from General Motors Corp.
The plant never operated.  The cars were assembled in Finland.

Fisker received a $529 million loan from the Department of
Energy's Advanced Technology Vehicles Manufacturing Loan Program
and drew down about $192 million before the department froze the
loan after Fisker failed to hit several development targets.  The
company defaulted on its loan in April 2013.

Bankruptcy Judge Kevin Gross presides over the case.  The Debtors
have tapped James H.M. Sprayregen, P.C., Esq., Anup Sathy, P.C.,
Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James
E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel;
Beilinson Advisory Group as restructuring advisors; and Rust
Consulting/Omni Bankruptcy, as notice and claims agent and
administrative advisor.

On Nov. 5, 2013, the Official Committee of Unsecured Creditors
was appointed. The members are: (a) David M. Cohen; (b) Sven
Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna
E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc.
The Committee is represented by William R. Baldiga, Esq., and
Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti,
Esq., at Saul Ewing LLP.  Emerald Capital Advisors Corp. is the
financial advisors for the Committee.

Fisker sought bankruptcy protection to pursue a private sale of
its business to Hybrid Tech Holdings, LLC.  The Committee,
however, wants a sale public sale, and has identified Wanxiang
America Corporation as stalking horse bidder.

Hybrid was initially under contract to buy Fisker in exchange for
$75 million of the $168.5 million government loan it acquired
immediately before the Debtor's Chapter 11 filing.  Hybrid later
raised its offer by adding an additional $1 million cash and
agreeing to share proceeds from the sale of a facility in Delaware
it doesn't intend to operate.  Hybrid also offered to pay real
estate taxes on the Delaware plant.  Hybrid also will waive $90
million in deficiency claims that otherwise would dilute unsecured
creditors' recovery.

Wanxiang, as stalking horse bidder, initially offered $25.8
million in cash.  However, Wanxiang has said it has raised its
offer by $10 million and is willing to go higher.

After the hearings on Jan. 10 and 13, the Court directed a public
auction, and capped Hybrid's credit bid to $25 million.

In response, Hybrid raised its offer to $55 million.

Hybrid is represented by Tobias Keller, Esq., and Peter
Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco,
California.

Wanxiang, which bought A123 Systems, Inc., a manufacturer of
lithium-ion batteries used in electric vehicles such as the Fisker
Karma, in a bankruptcy auction early in 2013 for $256.6 million,
is represented in Fisker's case by Sidley Austin LLP's Bojan
Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway
Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady,
Esq., and Kenneth J. Enos, Esq.

On Feb. 19, 2014, the Bankruptcy Court approved the sale of
Fisker's assets to Wanxiang America Corporation.  The sale closed
on March 24.  The sale to Wanxiang is valued at approximately $150
million, Fisker said in a news statement.

On March 27, 2014, the Court authorized Fisker Automotive Holdings
to change its name to FAH Liquidating Corp. and its affiliate,
Fisker Automotive Inc., to FA Liquidating Corp., following the
sale.

FA Liquidating Corp. (F/K/A Fisker Automotive, Inc.) and FAH
Liquidating Corp. (F/K/A Fisker Automotive Holdings, Inc.)
notified the U.S. Bankruptcy Court for the District of Delaware
that their Second Amended Chapter 11 Plan of Liquidation became
effective as of Aug. 13, 2014.


FORESIGHT ENERGY: S&P Raises Corp. Credit Rating to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on St. Louis-based Foresight Energy L.P. 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 facilities to
'BB' from 'B+' and revised the recovery rating on this debt to '1'
from '2', indicating S&P's expectation of very high recovery (90%
to 100%) in the event of a payment default.  In addition, S&P
raised its issue-level rating on senior unsecured notes to 'B'
from 'CCC+' and revised the recovery rating on this debt to '5'
from '6', indicating S&P's expectation of modest recovery (10% to
30%) in the event of a payment default.

"Our upgrades reflect our belief that Foresight Energy L.P.'s
credit measures will improve over the next 12 months due to steady
margins and new capacity additions while its low cash costs and
meaningful near-term contracts will provide support during a
period of low thermal coal prices," said Standard & Poor's credit
analyst William R Ferara.  "We believe the company's adjusted
leverage will generally be sustained below 5x, resulting in a
change in our financial risk profile assessment to 'aggressive'
from 'highly leveraged'," said Mr. Ferara."

The ratings on St. Louis-based coal miner Foresight reflect S&P's
"fair" business risk and "aggressive" financial risk profile
assessments.  Foresight has "adequate" sources of liquidity to
cover its needs over the next 12 to 18 months, in S&P's
assessment.

The stable outlook reflects S&P's view that Foresight will
continue to be a low-cost coal miner that can operate profitably
in a low-price environment.  Furthermore, a large contracted
position provides good visibility into near-term sales.  S&P
expects these factors to support leverage of about 4x EBITDA over
the next 12 months, which is adequate for the current rating.
However, S&P also expects discretionary cash flow to be weak,
after distributions to unitholders.

S&P could lower its rating over the next year if the company
adopts a more aggressive financial policy that causes debt
leverage to climb above 5x on a sustained basis or if its
distribution coverage were to be below 1x.

S&P could upgrade Foresight if the partnership demonstrated a more
conservative financial policy or if its asset position became
notably larger and more diversified while maintaining a solid
market position.  S&P would expect comfortable coverage of its
distributions of about 1.5x or debt leverage sustained markedly
below 4x.


FOX TROT: Hearing on Case Conversion or Dismissal Reset to Oct. 29
------------------------------------------------------------------
The Bankruptcy Court rescheduled to Oct. 29, 2014, at 1:30 p.m.,
the hearing to consider U.S. Trustee's motion to convert or
dismiss the Chapter 11 case of Fox Trot Corporation.

As reported in the Troubled Company Reporter on Sept. 29, 2014,
Forcht Bank, N.A., successor in interest to First National Bank of
Lexington, told the Bankruptcy Court that it does not object to
the U.S. Trustee's motion to the extent the request does not
interfere with Forcht Bank proceeding forward to foreclosure
sale.

Forcht Bank is a secured creditor of the Debtor.  As of the
Petition Date, Forcht Bank was owed $4,110,349 pursuant to a loan
agreement, promissory note, judgment, and agreed order of sale.
To secure the debt, Forcht Bank holds a perfected mortgage
security interest in real property titled in the Debtor's name
located on Sulphur Well Road and N. Cleveland Road in Lexington,
Kentucky, two parcels consisting of approximately 1,223 acres with
a personal residence located thereon (the "Farm").

In August 2014, Forcht Bank notified the Bankruptcy Court that the
Debtor failed to pay off the indebtedness due and owing as
provided under the Court's July 9, 2014 Order.  Forcht Bank then
proceeded to file a motion in state court proceedings to
reschedule a foreclosure sale of the Farm.  The motion was
sustained, and Forcht Bank is currently awaiting a sale date to be
scheduled by the Fayette County Master Commissioner.

Pursuant to previous orders, the Farm is to be sold in a certain
order by parcels, until all amounts due and owing to Forcht Bank,
as well as delinquent taxes and amounts due and owing the Master
Commissioner, are paid in full.

Daniel E. Hitchcock, Esq., at Wyatt, Tarrant & Combs, LLP, in
Lexington, Kentucky -- lexbankruptcy@wyattfirm.com -- contends
that in the event the Court deems conversion of the Debtor's case
to be appropriate, Forcht Bank should nevertheless be allowed to
continue forward with its foreclosure sale as authorized under the
July 9, 2014 Order entered by the Court.  The July 9 Order
provides in part that any excess proceeds realized from the sale
would be turned over to the Bankruptcy Estate, which could then be
distributed to creditors of the Estate.

                   About Fox Trot Corporation

Fox Trot Corporation, which maintains its principal place of
business in Lexington, Fayette County, Kentucky, sought protection
under Chapter 11 of the Bankruptcy Code on Oct. 12, 2013 (Case No.
13-52471, Bankr. E.D. Ky.).  The case is assigned to Judge Gregory
R. Schaaf.  Adam R. Kegley, Esq., at Frost Brown Todd LLC,
represents the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed $25,570,806.02 in total assets and
$3,913,035.20 in total liabilities.

The Debtor employed Duane Cook & Associates PLC as special counsel
to advise the Debtor with respect to all matters involved in the
prosecution of an appeal and counterclaims.  The Debtor hired
David Beck, CPA, as accountant.


FRANK W. GUSTINE: Objection to Asset Sale Due Oct. 22
-----------------------------------------------------
Chapter 11 debtor Frank W. Gustine seeks an Order from the
Bankruptcy Court to sell property in which 10th Street Business
Associates, LP, a Pennsylvania limited partnership, and Private
Wealth Advisors Real Estate Partnership III, LLC, its general
partner, may have an interest.

Anyone who objects must file a written response to Mr. Gustine's
Motion for Sale of Limited Partnership Interest Free and Clear of
All Liens, Claims and Encumbrances with the Clerk of the
Bankruptcy Court at 5414 U.S. Steel Tower, 600 Grant Street,
Pittsburgh, PA 15219 with a copy served on Counsel for the Debtor,
on or before Oct. 22, 2014.

A hearing will be held on Nov. 18, 2014 at 1:30 p.m., Courtroom B,
54th Floor, U.S. Steel Tower, 600 Grant Street, Pittsburgh, PA
15219.

The Court may entertain higher and better offers at the hearing
for the contemplated sale.

Mr. Gustine has agreed to sell his limited partnership interest in
10th Street Business Associates, L.P., and executed a Redemption
Agreement dated September 8, 2014 by and between Mr. Gustine as
Seller and 10th Street Business Associates, L.P., or its assigns
as Buyer for $45,500.

Debtor's Counsel may be reached at:

     Robert O. Lampl, Esq.
     960 Penn Ave., Suite 1200
     Pittsburgh, PA 15222
     Tel: 412-392-0330
     Fax: 412-392-0335
     E-mail: rlampl@lampllaw.com


GARLOCK SEALING: Coltec Supports Fee Examiner Appointment
---------------------------------------------------------
Coltec Industries Inc., parent of Garlock Sealing Technologies LLC
and its debtor-affiliates, informed the U.S. Bankruptcy Court for
the Western District of North Carolina that there is a need to
appoint a fee examiner for all professionals in the Debtors'
Chapter 11 cases because:

    i) this Court has ample authority to appoint a fee examiner,
       as has been routinely done in many other complex cases
       similar in size to the Garlock cases;

   ii) the sheer volume of the interim fee applications and
       monthly fee statements overtaxes the resources of the
       Bankruptcy Administrator and the Court;

  iii) a fee examiner will assist the transfer of the case to
       Judge Whitley, especially for the final fee applications
       hearings when he will need to make decisions that may
       require re-examination of previous interim fee awards;

   iv) a neutral third-party fee examiner can assist the parties
       in reaching out-of-court resolutions to fee disputes;
       and

    v) the cost of such examiner is de minimus in a case of this
       magnitude.

Hillary B. Crabtree, Esq., at Moore & Van Allen PLLC, said, unlike
most asbestos related bankruptcies with insolvent debtors, these
Debtors are solvent, and it is Coltec Industries that will end up
bearing the cost of all professional fees in this case.

Coltec Industries retained as counsel:

   Hillary B. Crabtree, Esq.
   MOORE & VAN ALLEN PLLC
   100 N. Tryon St., Suite 4700
   Charlotte, NC 28202-4003
   Tel: (704) 331-1000
   Email: hillarycrabtree@mvalaw.com

        -- and --

   Daniel G. Clodfelter, Esq.
   Ashley A. Edwards, Esq.
   PARKER POE ADAMS & BERNSTEIN, LLP
   Three Wells Fargo Center
   401 South Tryon Street, Suite 3000
   Charlotte, NC 28202
   Tel: (704) 335-9054
   Email: danclodfelter@parkerpoe.com
          ashleyedwards@parkerpoe.com

                      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.


GASPARI NUTRITION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Gaspari Nutrition, Inc.
        575 Prospect Street, Suite 301
        Lakewood, NJ 08701

Case No.: 14-30963

Chapter 11 Petition Date: October 14, 2014

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

Judge: Hon. Christine M. Gravelle

Debtor's Counsel: Joshua T. Klein, Esq.
                  FOX, ROTHSCHILD LLP
                  2000 Market Street, 20th Floor
                  Philadelphia, PA 19103-3291
                  Tel: 215-299-2000
                  Email: jklein@foxrothschild.com

                     - and -

                  Michael J. Viscount, Jr., Esq.
                  FOX ROTHSCHILD, LLP
                  1301 Atlantic Avenue, Suite 400
                  Midtown Building
                  Atlantic City, NJ 08401
                  Tel: (609) 572-2227
                  Email: mviscount@foxrothschild.com

Debtor's          HERITAGE EQUITY PARTNERS
Investment
Bankers:

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Marc B. Ross, chief restructuring
officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb14-30963.pdf


GEO GROUP: S&P Raises Corp. Credit Rating to 'BB-'; Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on private prison and detention facility operator and
specialty REIT The GEO Group Inc. to 'BB-' from 'B+'.  The outlook
is stable.

At the same time, S&P raised its rating on the company's senior
secured debt to 'BB+' (two notches above the corporate credit
rating) from 'BB'.  The recovery rating of '1', indicating that
lenders could expect very high (90%-100%) recovery in the event of
payment default or bankruptcy, remains unchanged.

In addition, S&P raised its rating on the company's senior
unsecured debt to 'BB-' (the same level as the corporate credit
rating) from 'B+'.  The recovery rating of '4', indicating that
lenders could expect average (30%-50%) recovery in the event of
payment default or bankruptcy, remains unchanged.

"The upgrade reflects our view that the company will not sustain a
more aggressive financial profile over the next two-three years,
and that it will continue to generate sufficient, stable free cash
flow to fund shareholder dividends and contract-supported capital
projects, such as the new 1,000 bed Ravenhall, Australia
facility," said Standard & Poor's credit analyst Rodney Olivero.
"Also, we do not believe the company will engage in speculative
building projects as we do not believe U.S. federal, state, and
local governments' use of private prison operators will rise above
10% of the total U.S. prison population over the next two-three
years."

The stable outlook reflects Standard & Poor's view that GEO's
credit ratios will likely remain near current levels.  S&P
believes the company can sustain its current level of operating
performance; however, it is unlikely that federal and state
governments will increase their use of private facilities to
manage inmate populations in the near-term.  This leads S&P to
expect organic growth and the probability of speculative building
to remain low.  S&P also believes debt reduction will remain
limited, given expected shareholder distributions.


GLOBAL AVIATION: Converted to Ch. 7; KCC Released as Claims Agent
-----------------------------------------------------------------
The Bankruptcy Court converted the Chapter 11 cases of Global
Aviation Holdings Inc., et al., to those under Chapter 7 of the
Bankruptcy Code.

The order also provided that Kurtzman Carson Consultants, LLC is
released as claims and noticing agent for the clerk of the
Bankruptcy Court, subject to completion of certain tasks.

As reported in the Troubled Company Reporter on Oct. 7, 2014,
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Global Aviation is being liquidated in Chapter
7, where a trustee is appointed automatically.

According to the report, Global sought conversion of its Chapter
11 case to Chapter 7 following the sale of its North American
assets to Omni Air International Inc. for $11 million.  Global
said there will be "very little" left to administer, the report
related.

                 About Global Aviation Holdings

Global Aviation Holdings Inc. -- http://www.glah.com-- the parent
company of North American Airlines and World Airways, sought
Chapter 11 bankruptcy protection on Nov. 12, 2013.  North American
Airlines, founded in 1989, operates passenger charter flights
using B767-300ER aircraft.  Founded in 1948, World Airways --
http://www.woa.com-- operates cargo and passenger charter flights
using B747-400 and MD-11 aircraft.

The parent of World Airways Inc. and North American Airlines Inc.
implemented a prior Chapter 11 reorganization in February 2013.
The new case is In re Global Aviation Holdings Inc., 13-12945,
U.S. Bankruptcy Court, District of Delaware (Wilmington).  The
prior case was In re Global Aviation Holdings Inc., 12-bk-40783,
U.S. Bankruptcy Court, Eastern District New York (Brooklyn).

Peachtree City, Georgia-based Global blamed the new bankruptcy on
decreased flying for the government that reduced revenue for the
first nine months of this year to $354 million from $486 million
in the same period of 2012.

The 2013 petition shows assets and debt both exceeding $500
million. In the first bankruptcy, Global listed $589.8 million in
assets and debt of $493.2 million.

In the 2013 case, the Debtors were represented by Kourtney Lyda,
Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher
A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware.

The first lien agent is represented by Michael L. Tuchin, Esq., at
Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California.

Wells Fargo Bank, National Association, agent to the second
lienholders and third lienholders, is represented by Mildred
Quinones-Holmes, Esq., at Thompson Hines LLP, in New York.

World Airways Inc. ceased operations on March 27, 2014, after its
bankrupt parent was unable to secure necessary funding to keep the
charter operator airborne.


GLOBAL COMPUTER: Sells 2 Procurement Systems to GSA for $9.5MM
--------------------------------------------------------------
Jill R. Aitoro, Senior Staff Reporter at Washington Business
Journal, reports that the General Services Administration will be
able to buy from Global Computer Enterprises, Inc., ownership of
procurement systems Federal Procurement Data System-Next
Generation and USASpending.gov for nearly $5 million less than the
$14.23 million originally expected.

Washing Business relates that GSA says the price tag will be far
less, and will enable the agency to take ownership of the systems
sooner than expected.  The report quoted GSA spokesperson as
saying, "As a result of GSA's negotiations the government was able
to significantly accelerate the project schedule as well as gain
more than $5 million in cost savings for the taxpayer.  The final
negotiated price of the contract was $9.5 million with a period of
performance of a two month base period and a one month option
period," or up to three months total.

                      About Global Computers

Global Computer Enterprises, Inc., dba GCE, is a cloud-based
"software as a service" provider, commonly referred to as a
"SAAS," offering financial management solutions primarily to
executive departments of the federal government and independent
federal government agencies.  GCE sought protection under Chapter
11 of the Bankruptcy Code (Case No. 14-13290, Bankr. E.D. Va.) on
Sept. 4, 2014.  The case is assigned to Judge Robert G. Mayer.

The Debtor's counsel is David I. Swan, Esq., at McGuirewoods LLP,
in McLean, Virginia.  The Debtor's financial advisor is Weinsweig
Advisors.  The petition was signed by Mike Freeman, interim chief
operating officer.

Judge Mayer designated Mike Freeman to perform duties imposed upon
GCE by the Bankruptcy Code.


GLOBAL NAPS: In Ch. 11 Years After Receivership
-----------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Global Naps Inc. sought Chapter 11 bankruptcy protection, years
after being placed into a receivership to satisfy a court loss to
Verizon New England Inc.  According to the report, bankrupt papers
signed by Frank Gangi estimate assets of $10 million to $50
million and debts of $50 million to $100 million for the company,
which was established as a competitive local exchange carrier.


GLOBAL GEOPHYSICAL: Plan Exclusivity Period Extended to Nov. 24
---------------------------------------------------------------
Judge Richard S. Schmidt of the U.S. Bankruptcy Court for the
Southern District of Texas granted the motion filed by Autoseis,
Inc., Global Geophysical Services, Inc. and their affiliated
debtors to extend the period within which they have the exclusive
right to file a plan of reorganization to November 24, 2014 and
the exclusive period to solicit acceptances of the plan to
February 27, 2015.

As reported by the Troubled Company Reporter, Global Geophysical
sought extension of the period within which it has the exclusive
right to file a plan of reorganization to Dec. 23, 2014 and the
exclusive period to solicit acceptances of the plan to Feb. 17,
2015.

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GLOBAL GEOPHYSICAL: Seeks Approval of Disclosure Statement
----------------------------------------------------------
Global Geophysical Services, Inc. and its affiliated debtors ask
the U.S. Bankruptcy Court for the Southern District of Texas to
approve the Disclosure Statement accompanying their Joint Chapter
11 Plan of Reorganization, dated September 23, 2014.

The Debtors also ask the Court to:

   (a) fix the first day of the Disclosure Statement Hearing
       (expected to be October 30, 2014) at 10:00 a.m.
       (prevailing Central Time)) as the voting record date for
       purposes of determining which holders of claims against
       the Debtors are entitled to vote on the Plan;

   (b) approve their proposed notice of hearing and objection
       procedures with respect to confirmation of the Plan;

   (c) approve the Solicitation Packages and procedures for
       distribution;

   (d) approve their proposed form of ballots, and establish
       procedures for voting on the Plan;

   (e) approve their proposed forms of notice to nonvoting
       classes under the Plan;

   (f) fix December 4, 2014, at 4:00 p.m. (prevailing Central
       Time) as the deadline by which creditors must:

       * vote to accept or reject the Plan;

       * file objections to the Plan; and

       * file objections to the proposed cure amounts with
         respect to the Potentially Assumed Contracts;

   (g) approve the form of notice to non-Debtor counterparties to
       the Potentially Assumed Contracts;

   (h) approve procedures for tabulating votes with respect to
       the Plan;

   (i) schedule a hearing to consider confirmation of the Plan
       for December 9, 2014, at 10:00 a.m. (Central Time); and

   (j) authorize amendments to the Plan and Disclosure Statement
       and shortening notice in the event of an Alternative
       Transaction.

A hearing will be held on October 30, 2014, at 10:00 a.m., to
consider the Motion.  Objections are due on October 22.

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GOLDEN LAND: Court to Hold Disclosure Statement Hearing Nov. 5
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York is
set to hold a hearing on Nov. 5 to consider approval of the
disclosure statement outlining Golden Land, LLC's Chapter 11
reorganization plan.

According to the Disclosure Statement, Golden Land will get
funding for the Plan from the refinance or sale of its condominium
in New York.  The Plan will also be funded with the cash on hand
with the receiver who manages the property.

The receiver was appointed pursuant to an order of the New York
Supreme Court where Chinatrust Bank filed a foreclosure action
after Golden Land failed to pay its loan from the bank.

Under the Plan, the $13.5 million secured claim of 37 Avenue
Realty Associates LLC, which bought the loan from Chinatrust, will
be paid in full once Golden Land closes the sale.

Meanwhile, AC Tower Condominium will be paid up to the allowed
amount of its claims.  The homeowner's association holds secured
claims aggregating $233,500.

Golden Land's unsecured creditors will receive a pro rata portion
of the remaining proceeds from the refinance or sale of the
property after payment of the secured creditors and holders of
administrative and priority claims.

Also to receive a pro rata portion of the remaining proceeds are
those that have membership interests in Golden Land.  They will
also retain their membership interests in the company.

In case Golden Land fails to close the sale or refinancing deal on
or before Dec. 14, 2014, a public auction of the property will be
conducted.  If the company is able to produce a written commitment
letter from a bona fide lender by Dec. 8, the auction and
subsequent sale closing date will be automatically extended for 30
days.

37 ARA has the right to credit bid the full amount of its secured
claim at the auction to be conducted on Dec. 15 at the New York-
based offices of Klestadt & Winters, LLP, according to the
disclosure statement.

A full-text copy of the Disclosure Statement is available without
charge at http://is.gd/ParYCa

                       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 disclosed $15,423,997 in assets and $13,459,740 in
lianbilities as of the Chapter 11 filing.  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.


GT ADVANCED: Executive Sold Shares After Trouble Surfaced
---------------------------------------------------------
Daisuke Wakabayashi, writing for Daily Bankruptcy Review, reported
that an executive from GT Advanced Technologies who oversaw its
troubled sapphire production facility set up a plan to sell part
of his shareholdings after the company failed to meet Apple's
technical milestones on time.  According to the report, citing
court filings, Daniel Squiller, GT Advanced Technologies' chief
operating officer and the point man at the Mesa, Ariz. sapphire
plant it opened in partnership with Apple, sold $1.2 million of
stock in May and set up a plan under which he sold another
$750,000 of shares over ensuing months before the company filed
for bankruptcy on Oct. 6.

                About GT Advanced Technologies

GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.


GT ADVANCED: Confidentiality Hearing With Apple Delayed
-------------------------------------------------------
Joseph Checkler and Peg Brickley, writing for The Wall Street
Journal, reported that GT Advanced Technologies Inc. has delayed a
challenge to a court order cloaking information about the troubles
believed to be responsible for the sapphire producer?s bankruptcy.
According to the report, at a court hearing on Oct. 15, U.S.
Bankruptcy Judge Henry Boroff in New Hampshire told Apple that
after reviewing the confidential documents, he is ?having some
difficulty? understanding what should be kept confidential in the
documents.  The judge added he was leaning toward unsealing as
much as he could, the Journal said.

                About GT Advanced Technologies

GT Advanced Technologies Inc. -- http://www.gtat.com/-- is a
diversified technology company producing advanced materials and
innovative crystal growth equipment for the global consumer
electronics, power electronics, solar and LED industries.
Headquartered in Merrimack, New Hampshire, GT is a publicly held
corporation whose stock is traded on NASDAQ under the ticker
symbol "GTAT."

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and 8 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. N.H. Lead Case No. 14-11916).
GT says that it has sought bankruptcy protection due to a "severe
liquidity crisis."

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.


HARGRAY COMMUNICATIONS: Moody's Keeps CFR Over $53MM Debt Tack On
-----------------------------------------------------------------
Moody's Investors Service affirmed Hargray Communications Group,
Inc.'s B2 Corporate Family Rating ("CFR") and B3-PD probability of
default rating upon the announcement of a $53 million tack-on to
its 1st Lien Term Loan and a $60 million dividend to existing
shareholders. Concurrently, the existing ratings on the 1st Lien
Term Loan and the Revolver are affirmed at B2. The ratings outlook
remains stable.

The proposed transaction will result in higher interest expense
and leverage resulting from the incremental $53 million of debt
that will be incurred post-transaction. However, Moody's expects
leverage (Moody's adjusted), which will peak below 5.25x, will
steadily decline as earnings continue to grow over the next few
years. Hargray's $25 million revolver is expected to remain
undrawn.

Summary of Ratings Actions:

Issuer: Hargray Communications Group, Inc.

1st Lien Term Loan due 2019 -- affirmed at B2 (LGD3)

$25 Million Revolver due 2018 -- affirmed B2 (LGD3)

Probability of Default Rating -- affirmed at B3-PD

Corporate Family Rating -- affirmed at B2

Outlook, stable

Ratings Rationale

The affirmation of Hargray's B2 CFR reflects the company's
moderate leverage, strong competitive position and the above-
average growth prospects of its service territory, including new
market expansions. In addition, the rating benefits from solid
execution as demonstrated by Hargray's ability to grow data and
broadband revenues, manage the decline in its mature ILEC voice
business while growing total revenues and expanding margins.
Moody's expect revenue growth to average about 3% over the next
two years while continued margin expansion is likely due to
additional operational improvements, Moody's believes that the
rate of margin improvement will slow as lower-margin services
(i.e. video compared to traditional voice) comprise a larger
portion of total revenues.

Geographic concentration and lack of scale constrain the rating.
The rating also reflects relatively high capex spend, which will
reduce free cash flow for debt repayments as the company migrates
the business profile away from its declining ILEC business.
Hargray is also expected to face higher programming expenses for
its TV service compared to larger competitors although the fact
that it is the sole triple-play provider to over 60% of the homes
it passes mitigates this risk. Finally, given the company's
private equity ownership, Moody's also remain concerned of a
potential debt financed sale or additional dividend transactions
over the next few years, which could negatively impact leverage.

Moody's expects Hargray to maintain a good liquidity profile over
the next 12 to 18 months due to the full availability of its $25
million revolver and Moody's expectation for it to generate free
cash flow before dividends. Moody's expect the company to generate
between $10 and $15 million in pre-dividend free cash flow for
fiscal year 2014 but have negative free cash flow due to the $60
million dividend to existing shareholders.

The stable rating outlook incorporates Moody's expectation that
Hargray will maintain good liquidity and leverage will remain
under 5x debt-to-EBITDA (Moody's adjusted). Moody's expect the
company to continue to manage the decline in access lines and USF
revenues through growth in data and video services.

Geographic concentration, potential for a sponsor driven
transaction, and lack of scale constrain the rating. Positive
rating pressure could develop if Hargray could sustain leverage
below 4.25x debt-to-EBITDA (Moody's adjusted), with free cash flow
exceeding 5% of debt and positive revenue and EBITDA growth.

Negative rating pressure could develop if the company is unable to
generate pre-dividend free cash flow or modifies its financial
policies in a way that sustains leverage above 5.5x debt-to-EBITDA
(Moody's adjusted).

The principal methodology used in this rating was 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.

Hargray operates rural telephone and cable companies providing
voice, high speed data, and video services to Hilton Head Island
and neighboring locations in South Carolina and Georgia. Hargray
serves as the incumbent local exchange carrier and incumbent cable
operator, and operates as a competitive local exchange carrier in
various territories in South Carolina and Georgia. Revenue for the
trailing twelve months ended June 30, 2014, was approximately $144
million.


HARGRAY HOLDINGS: S&P Keeps 'B+' CCR After $53MM Loan Tack-On
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B+' corporate
credit rating on Hilton Head, S.C.-based Hargray Holdings LLC
remains unchanged following the company's $53 million tack-on to
its outstanding $301 million first lien term loan B due 2019.  The
issue level rating on the upsized term loan remains 'B+' with a
'3' recovery rating indicating S&P's expectation of meaningful
(50% to 70%) recovery in the event of payment default.  Borrowers
are Hargray Holdings LLC and its subsidiaries, Hargray
Communications Group Inc. and HCP Acquisition LLC.  The outlook is
stable.

Hargray will use proceeds from the upsized loan along with $10
million of cash, to pay a $60 million dividend to its private
equity owners.  The transaction will increase leverage to the low
5x area from the mid-4x area.  That increase is consistent with
S&P's expectation for opportunistic capital returns, which is
incorporated in S&P's assessment of the "highly leveraged"
financial risk profile and supportive of the 'B+' corporate credit
rating.

Key analytical factors for recovery:

   -- S&P has completed a review of the recovery analysis, and the
      recovery and issue level ratings are unchanged.

   -- S&P's simulated default scenario envisions a default
      occurring in 2018 as a result of increased competition,
      decreased tourism to the Hilton Head Island area, and weaker
      business conditions.

   -- S&P has valued the company on a going concern basis using a
      5.5x multiple of S&P's projected emergence EBITDA of $42
      million.

Simulated default and valuation assumptions (Mil. US$)

   -- Simulated year of default: 2018
   -- EBITDA at emergence: 42.1
   -- EBITDA multiple: 5.5x

Simplified waterfall (Mil. US$)
   -- Net enterprise (after 3% administration costs): 224
   -- Collateral value available to secured creditors: 224
   -- Secured first-lien debt: 376
   -- Recovery expectations: 50% to 70% (upper half of range)

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

RATINGS LIST

Hargray Holdings LLC
Corporate credit rating                   B+/Stable/--

Hargray Communications Group Inc.
HCP Acquisition LLC
  $354 mil.(outstanding) first lien
   term loan B due 2019                    B+
   Recovery rating                         3
  $25 mil. revolving bank loan due 2018    B+
   Recovery rating                         3


HGGC CITADEL: S&P Assigns 'B' Corp. Credit Rating; Outlook Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to U.S.-based chemical company HGGC Citadel Plastics
Holdings Inc. (Citadel).  The outlook is stable.

At the same time, S&P assigned its 'BB-' senior secured debt
rating (two notches above the corporate credit rating) and a
recovery rating of '1', indicating S&P's expectation of very high
(90% to 100%) recovery in the event of a payment default, to
Citadel's $30 million six-year revolving credit facility and $300
million six-year term loan.  S&P also assigned its 'B-' issue-
level rating (one notch below the corporate credit rating) and a
recovery rating of '5', indicating S&P's expectation of modest
(10% to 30%) recovery in the event of a payment default, to the
company's $100 million second-lien seven-year term loan.  The
borrower of the debt is Citadel Plastics Holdings Inc.

The company plans to use the proceeds from the debt issuance to
fund the acquisition of The Composites Group (unrated), refinance
existing indebtedness and pay transaction fees and expenses.

"The ratings on Citadel reflect its significant exposure to
cyclical end markets, its limited diversity, the aggressive
financial policies of its private equity sponsor, and our
expectation of highly leveraged financial metrics," said Standard
& Poor's credit analyst Seamus Ryan.  Partially offsetting these
factors are the company's large market share positions in several
niche applications, long-standing relationships with key
customers, and scalable cost base.  S&P's assessment of the
company's business risk profile as "weak" and financial profile as
"highly leveraged" results in a 'b-/b' anchor score.  S&P has
selected 'b', reflecting its expectation that credit measures will
be maintained at the stronger end of the highly leveraged
financial risk band.

With pro forma annual revenues of about $530 million, Citadel is a
compounder of thermoplastic and thermoset resins.  Its materials
are used to make plastic components for use in products such as
automotive headlamps, circuit breakers, refrigerators, and
electrical connectors.  Citadel has a relatively narrow market
focus: products used in the housing and automotive end markets.
The significant declines in its volumes during the past recession
highlight its dependence on these cyclical end markets.
Geographic diversity is modest, with less than 20% of pro forma
revenues derived from outside of the U.S.  While the company has
solid positions in some of its niche markets, it's a relatively
small player in the overall industries it competes in,
particularly on the thermoplastics side.

One of Citadel's key strengths is its collaboration with customers
in product development--around 90% of sales are derived from
highly formulated, as opposed to lower-margin, commodity plastic
products.  The high level of technical service fosters the
company's long-standing relationships with its customers.  S&P
also expects the company to benefit over the next couple of years
from conversions in metals to plastics, particularly in the
automotive industry, given the push to reduce vehicle weight and
improve fuel efficiency.  Additionally, the acquisition of The
Composites Group gives the company exposure to an enhanced
customer base and a small footprint in a few end markets it
currently does not service, such as aerospace and defense.

The stable outlook reflects S&P's expectation that Citadel's end-
market demand will continue to improve modestly--in line with
gradual global economic growth.  The outlook also reflects S&P's
belief that the company will generate sufficient free cash flow to
fund debt servicing requirements and maintain adequate liquidity.
S&P expects Citadel will continue to complement organic growth
initiatives with growth through acquisitions, while maintaining
credit measures at levels which we consider appropriate for the
current rating, including adjusted debt to EBITDA of between 5x to
6x and FFO-to-debt of about 10%.

S&P could lower the ratings if free cash flow generation turns
negative or if liquidity deteriorates meaningfully.  Based on
S&P's downside scenario, it could lower the ratings if the
expected improvement in key end markets fails to materialize, or
competitive pressures led to organic revenue declines in excess of
10% combined with a deterioration in the company's EBITDA margins
of 200 basis points or more below S&P's expectations.  In such a
scenario S&P would expect adjusted debt to EBITDA approaching 7x.
S&P could also lower the rating if financial policy, including
large debt-funded dividends or acquisitions, reduced the company's
liquidity or stretch credit measures beyond a level S&P considers
appropriate for the current ratings.

Based on S&P's scenario forecasts, it could raise the ratings if
revenue growth remains steady and EBITDA margins increase by more
than 100 basis points beyond S&P's base case.  As a result, S&P
would expect debt to EBITDA to improve to below 5x and FFO to
total adjusted debt to increase to about 12%.  Before considering
an upgrade, S&P would need to expect credit measures to remain at
these improved levels even after factoring in management's growth
objectives and potential volatility in the company's key end
markets.


HOLT DEVELOPMENT: Files Final Report and Seeks Final Decree
-----------------------------------------------------------
Holt Development Co. LLC notified the U.S. Bankruptcy Court for
the Middle District of Tennessee that it has filed a final report
and motion for final decree in its Chapter 11 bankruptcy case.

The deadline to file a response is Oct. 21, 2014.  If a response
is timely filed, a hearing will take place on Oct. 28, 2014, at
9:00 a.m., Courtroom One, Customs House, 701 Broadway in
Nashville, Tennessee.

The Court has confirmed the Debtor's First Amended Plan of
Reorganization dated Nov. 1, 2013.  As reported in the TCR on Nov.
29, 2013, according to the Disclosure Statement, the primary
source of funding for distributions under the Plan to nonpriority
unsecured non-insider creditors is the ongoing revenue stream from
the operations of the Pleasant View Project.

The Plan provides for this treatment of claims:

   Class 3 Claims of Heritage Bank.  The reorganized Debtor will
execute and deliver to Heritage Bank a promissory note having a
principal amount equal to the Loan Balance EDOP.

   Class 4 Claims of Doris E. Napiwoski.  On the Effective Date of
the Plan, or as soon as practicable thereafter, the following
actions, terms and conditions will be performed and implemented:
By warranty deed the Debtor will sell, transfer and convey to M&D
Investments, LLC, a Tennessee limited liability company, all the
Debtor's right, title and interest in, under and to all real
properties, or interests therein, which remain subject to the
liens provided in the three (3) deeds of trust recorded
prepetition for the benefit of the Class 4 Claimant, as the same
may have heretofore been modified.

   Class 5 Unsecured Claims of Holt Construction, Inc. and Dannie
R. Holt and Melba Holt.  The legal, equitable and contractual
rights to which the claims of the Class 5 Claimants entitle the
holders thereof are not altered by the Plan, except as follows:
all such claims are subordinated to the rights of all other
holders of Allowed Claims in the Case.

   Class 6 Claims of Pleasant View Village Square, Inc.  The
legal, equitable and contractual rights to which the claims of the
Class 6 Claimant entitle the holder thereof are not altered by the
Plan.

   Class 7 Unsecured Claims not entitled to priority and not
expressly included in the definition of any other class.  In full
settlement, satisfaction and discharge of the allowed claims of
the Class 7 Claimants, the reorganized Debtor will remit to each
Class 7 Claimant on the Effective Date of the Plan cash equal to
one-half of the allowed amount of its claim.

   Class 8 Interests. The legal, equitable and contractual rights,
to which the interests of the Class 8 Interests entitle the
holders thereof, are not altered by the Plan.

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

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

A copy of the Plan order is available for free at

      http://bankrupt.com/misc/HoltDevelopment_127_planorder.pdf

                       About Holt Development

Holt Development Co., LLC, filed a Chapter 11 petition (Bankr.
M.D. Tenn. Case No. 13-06154) on July 16, 2013.  The petition was
signed by Dannie R. Holt as chief manager.  Judge Randal S.
Mashburn presides over the case.  The Debtor estimated assets of
at least $10 million and debts of at least $1 million.

In its schedules, the Debtor disclosed $12,577,049 in assets and
$10,342,933 in liabilities as of the Petition Date.  The Debtor is
in the business of developing improved and unimproved properties
in Pleasant View, Cheatham County, Tennessee.

The Debtor is represented by Thomas H. Forrester, Esq., at
GULLETT, SANFORD, ROBINSON & MARTIN, PLLC.

Heritage Bank is represented by Robert C. Goodrich, Jr., and
STITES & HARBISON, PLLC.


INDUSTRIAS VASSALLO: PR Court Rules in Rift Between PREPA & USIC
----------------------------------------------------------------
In the chapter 11 case of Industrias Vassallo, Inc., the
Bankruptcy Court in Puerto Rico issued its Opinion and Order on
December 19, 2013, which granted, in part, Defendant Puerto Rico
Electric Power Authority's Motions for Partial Summary Judgment
Against Intervenor United Surety & Indemnity Company as to the
counterclaim and the dismissal of USIC's complaint in
intervention.

The Court ordered the payment of $450,000 to PREPA under the bond,
and denied without prejudice PREPA's request for additional
interest and attorney's fees because it lacked evidence
demonstrating PREPA is entitled to such an award.  The parties
were ordered to simultaneously brief the court on this issue 30
days from the date of the Opinion.  After several procedural turns
not relevant to the Court's inquiry, the parties filed the briefs
together with numerous exhibits, oppositions and replies.

PREPA contends that USIC's failure to pay the claims that it
submitted to USIC on December 1, 2008 and September 15, 2009
within 90 days of their presentation constituted an unfair claims
adjustment practice under the Puerto Rico Insurance Code. Also,
that it amounted to obstinate and frivolous conduct, which
entitles PREPA to collect from USIC interest and attorney's fees.
The interest claimed by PREPA is (i) default interest at the rate
of 8% per year pursuant to 31 L.P.R.A. Sec. 3025; (ii) compound
interest at the rate of 6% per year over the default interest due
pursuant to 31 L.P.R.A. Sec. 3026; (iii) interest for temerity --
temeridad -- at the rate set by the Finance Board of the Office of
the Commissioner of Financial Institutions of Puerto Rico pursuant
to 32 L.P.R.A. Ap. V R. 44.3(b); and (iv) post-judgment interest
pursuant to 28 U.S.C. Sec. 1961.  PREPA alleges that interest
started to accrue on March 3, 2009.  PREPA's request for
attorney's fees for temerity is made pursuant to 32 L.P.R.A. Ap. V
R. 44.1(d). PREPA argues that neither the request for attorney's
fees nor the interest requires the submission of additional
evidence or involves genuine issues as to material facts.

USIC requests that the court reconsider its December 2013 Opinion.
PREPA argues that the part of USIC's motion in which USIC argues
for the request should be stricken from the record as they are not
entitled to what amounts to a second motion for reconsideration.
Moreover, the legal requirements under Fed.R.Civ.P. 59 were not
met, or even argued.

In response, USIC correctly asserts that Fed. R. Civ. P. 54(b)
allows a party to request revisions of an opinion/order at any
time prior to the entry of a judgment.

According to Bankruptcy Judge Brian K. Tester, the Rule is silent
as to the number of times a modification may be requested by a
party.  No Judgment has been entered in this proceeding.

"Accordingly, PREPA's request to strike USIC's request to
reconsider lacks basis and contravenes Fed. R. Civ. P. 54(b).
Regardless, the Court has on two previous occasions examined the
dispute between PREPA and USIC and finds its prior adjudications
to be legally sound. The Court will not do so a third time," Judge
Tester.

Hence, Judge Tester ruled that PREPA's Motion for Summary Judgment
against USIC is denied as to the awarding of pre-judgment
interest, attorney's fees and post judgment interest. Furthermore,
USIC's request to reconsider the court's Opinion and Order of
December 2013 is denied.

A copy of the Court's October 2, 2014 Opinion and Order is
available at http://bit.ly/1se5PYwfrom Leagle.com.

The case is, INDUSTRIAS VASSALLO, INC., Plaintiff, v. PUERTO RICO
ELECTRIC POWER AUTHORITY, Defendant(s), Adv. Proc. No. 09-00258
(Bankr. D.P.R.).

Industrias Vassallo, Inc., filed for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D.P.R. Case No. 08-07752) on Nov. 17,
2008.


KEY REHABILITATION: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Key Rehabilitation, Inc.
        c/o William L. Norton III
        BRADLEY ARANT BOULT CUMMINGS, LLP
        1600 Division St., Ste. 700
        Nashville, TN 37203

Case No.: 14-08206

Chapter 11 Petition Date: October 14, 2014

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Hon. Randal S Mashburn

Debtor's Counsel: Alexandra E. Dugan, Esq.
                  BRADLEY ARANT BOULT CUMMINGS, LLP
                  1600 Division Street, Suite 700
                  Nasville, TN 37203
                  Tel: 615-252-4638
                  Fax: 615-252-4705
                  Email: adugan@babc.com

                     - and -

                  William Norton, III, Esq.
                  BRADLEY ARANT BOULT CUMMINGS LLP
                  PO Box 340025
                  Nashville, TN 37203
                  Tel: 615 252-2397
                  Fax: 615-252-6397
                  Email: bnorton@babc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jan Irwin, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tnmb14-08206.pdf


LAKSHMI HOSPITALITY: EB&T Says Case Should Be in Missouri
---------------------------------------------------------
Enterprise Bank and Trust asks the U.S. Bankruptcy Court for the
Southern District of California to dismiss the Chapter 11 case of
Lakshmi Hospitality Group, LLC for lack of venue or in the
alternative, to transfer venue to the Eastern District of
Missouri.

Enterprise Bank, a secured creditor of Lakshmi, avers that:

   1. The Debtor is a Missouri limited liability company that
operates two hotels located in Fenton, Missouri;

   2. The Debtor owns two parcels of real estate, both of which
are located in Fenton, Missouri; and

   3. The Debtor owns two parcels of real estate, both of which
are located in Fenton, Missouri.

Enterprise asserts that venue is not proper in the Southern
District of California because the Debtor is located in Missouri,
and all of the Debtor's assets are located in Missouri.

                  About Lakshmi Hospitality Group

Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton,
Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal.
Case No. 14-07199) in San Diego, California, on Sept. 5, 2014.
Plyush Mehta signed the petition as authorized signatory.  The
Debtor disclosed total assets of $12.7 million and total
liabilities of $8.1 million.

The case is assigned to Judge Margaret M. Mann.  The Debtor has
tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in
Los Angeles, as counsel.


LAKSHMI HOSPITALITY: Gets Interim Access to Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court authorized, on an interim basis, Lakshmi
Hospitality Group, LLC's use of cash collateral for 60 days.

The Debtor is seeking authorization to use cash collateral
securing its prepetition indebtedness to defray necessary and
reasonable costs and expenses incurred in, and in connection with
the case, the purchase of inventory and the payment of wages and
utilities.

The principal assets of the Debtor's Chapter 11 estates are two
adjacent hotels located at 1662 and 1680 Fenton Business Court in
Fenton, Missouri.  The hotels, along with all of the assets of the
Estates, are encumbered by a senior priority deed of trust in
favor of Enterprise Bank and Trust and a junior priority deed of
trust in favor of Business Finance Corp. of St. Louis.

The aggregate balance on the obligations owed to Enterprise was,
as of the Petition Date, approximately $4,730,971.  The Debtor
said Enterprise's secured claim is protected by an equity cushion
of approximately $5,000,000 and the interest of Business Finance
Corp. is protected by an equity cushion of roughly $2,099,578.

In the cash collateral motion, the Debtor advised that it will be
making postpetition monthly payments to Enterprise in the amount
of $29,552.  Enterprise complained that this is not correct
monthly interest and principal payment due to Enterprise as the
correct postpetition interest payment is $31,781.  Enterprise
asserted that any interim order approving the Debtor's use of cash
collateral should be modified to clearly reflect the postpetition
payments to be made to Enterprise.

A copy of the budget is available for free at
http://bankrupt.com/misc/LakshmiHospitality_42_interimorderCC.pdf

                          *     *     *

Tiffany L. Carroll, Acting U.S. Trustee for Region 15, filed an
objection, asserting that the Debtor should identify specifically
any financial institution that does not comply with Section 345 of
the Bankruptcy Code and any investment practices that do not
comply with Section 345.  The U.S. Trustee also requested that the
requirement of opening and transferring of accounts into debtor-
in-possession accounts should not be waived.

                  About Lakshmi Hospitality Group

Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton,
Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal.
Case No. 14-07199) in San Diego, California, on Sept. 5, 2014.
Plyush Mehta signed the petition as authorized signatory.  The
Debtor disclosed total assets of $12.7 million and total
liabilities of $8.1 million.

The case is assigned to Judge Margaret M. Mann.  The Debtor has
tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in
Los Angeles, as counsel.


MEE APPAREL: Liquidating Plan Declared Effective
------------------------------------------------
Mee Apparel LLC and Mee Direct LLC notified the Bankruptcy Court
that the effective date of their Plan of Orderly Liquidation
occurred on Sept. 16, 2014.  Sean M. Beach, Esq., has been
selected, and will serve as Plan Administrator in accordance with
the Plan.

                        About MEE Apparel

Founded in 1993 by Marc Ecko, Gerszberg and Marci Tapper, MEE
Apparel LLC and MEE Direct LLC are providers of youth apparel and
streetwear under the "Ecko Unltd." and "Unltd." brands.  Evolving
from just six t-shirts and a can of spray paint, MEE has become a
full scale global fashion and lifestyle company.  In 2013, MEE
Apparel generated gross sales of approximately $50 million.

MEE Apparel LLC and MEE Direct LLC filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 14-16484 and 14-16486) on
April 2, 2014.  As of the Petition Date, the Debtors had assets of
approximately $30 million and liabilities of $62 million,
including $25 million of debt outstanding to unsecured creditors.
Judge Christine M. Gravelle presides over the Chapter 11 cases.
The petitions were signed by Jeffrey L. Gregg as chief
restructuring officer.

Cole, Schotz, Meisel, Forman & Leonard, P.A., serves as the
Debtor's counsel.  Prime Clerk LLC is the Debtor's claims and
noticing agent.  Innovation Capital, LLC, acts as the Debtor's
investment banker.

Suchman LLC closed the purchase of substantially all of MEE's
assets pursuant to the asset purchase agreement dated May 30,
2014.  The sale was valued at $12 million.

The U.S. Trustee for Region 3 has appointed five members to the
Official Committee of Unsecured Creditors.  Counsel for Committee
is David M. Posner, Esq., Otterbourg, P.C., in New York.  The
Committee also retains Capstone Advisory Group LLC as financial
advisor.


MINERAL PARK: Proposes Dec. 15 as General Claims Bar Date
---------------------------------------------------------
Mineral Park Inc. and its debtor-affiliates filed a motion asking
the Bankruptcy Court to set deadlines for creditors and
governmental units to file their proofs of claim.

The Debtors proposed Dec. 15, 2014, at 4:00 p.m., as deadline for
creditors to file proofs of claim, and Feb. 27, 2015, at 4:00
p.m., as deadline for governmental units to file their claims.

All proofs of claim can be submitted either by first class mail,
hand delivery or overnight mail:

   Mineral Park, Inc.
   Claims Processing Center
   c/o Prime Clerk LLC
   830 Third Avenue, 9th Floor
   New York, NY 10022
   Tel: (844) 276-3028

                       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.


MINERAL PARK: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Mineral Park Inc. filed its summary of schedules of assets and
liabilities in the U.S. Bankruptcy Court for the District of
Delaware, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property
  B. Personal Property          $286,362,131
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $167,196,182
  E. Creditors Holding
     Unsecured Priority
     Claims
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $98,839,326
                                ------------    -------------
        TOTAL                   $286,362,131     $266,035,508

A full-text copy of the summary of schedules is available for free
at http://is.gd/6sN0Sh

                       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.


MINERAL PARK: Gets Final Approval to Use Cash Collateral
--------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware gave Mineral Park Inc. and its debtor-
affiliates final authority to use cash collateral pursuant to a
budget.

Judge Carey allowed the Debtors to use cash collateral for:

   -- working capital requirements;

   -- general corporate purposes; and

   -- the costs and expenses including making adequate protection
      of administering these Chapter 11 cases incurred in the
      Chapter 11 cases; provided that the Debtors will not be
      authorized to use cash collateral to pay fees or expenses:

      x) in excess of $325,000 per month as provided in the budget
         on account of professional person retained by the
         Official Committee of Unsecured Creditors;

      y) in excess of $25,000 for the Committee to investigate
         claims and defense against the finance parties before the
         termination of the challenge period; or

      z) to initiate or prosecute proceedings or actions on
         account of any claims or defense against the finance
         parties.

The so-called Finance parties are entitled to adequate protection
of their interest in the prepetition collateral as of the Debtors'
bankruptcy filing date in an amount equal to the aggregate
postpetition diminution in value of such interest from and after
the Debtors' bankruptcy filing date.  Among other things, the
Finance parties are granted an allowed superpriority
administrative expense claims.

Finance parties are comprised of Societe Generale; Credit Suisse
International; WestLB AG, New York Branch; and Barclays Bank PLC.

                           Indebtedness

As reported in the Troubled Company Reporter on Sept. 3, 2014,
as of the Petition Date, Mineral Park has the following
outstanding indebtedness:

   -- Mineral Park's obligations under a credit agreement with
      Societe General, as administrative agent, totaled
      $86,786,667 in principal, plus accrued interest and fees.
      Mineral Park also has $16,183,108 outstanding to lenders
      under hedging agreements with Societe General, Portigon AG,
      New York Branch, Barclays Bank PLC, and Credit Suisse
      International.

   -- The face amount outstanding under the intercompany note held
      by Silver Wheaton (Caymans) Ltd. pursuant to a silver
      purchase agreement is $50 million.

   -- Principal obligations to Daselina Investments Ltd. on a
      bridge loan total $13 million.

Debtor-affiliate Bluefish Energy Corporation has $20.8 million in
principal outstanding under a secured loan from Trafigura AG.

A full-text copy of the final order together with the cash
collateral budget is available for free at http://is.gd/qtNmqL

                       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.


MOMENTIVE PERFORMANCE: Deloitte Approved to Provide Tax Services
----------------------------------------------------------------
The Bankruptcy Court authorized MPM Silicones, LLC, et al., to
employ Deloitte Tax LLP to provide global employer tax services
nunc pro tunc to May 15, 2014.

                   About Momentive Performance

Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics.  Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company.  In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.

As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.

Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.

As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings.  The Debtors
said that the restructuring will eliminate $3 billion in debt.

The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.

The Court entered an order confirming the Plan on Sept. 11, 2014.

The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases.   Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel.  FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.

Wilmington Trust, National Association, the Trustee for the
Momentive Performance Materials Inc. 10% Senior Secured Notes due
2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25,
2012, by and between Momentive Performance Materials Inc. and The
Bank of New York Mellon Trust Company, National Association, is
represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and
Stephen Moeller-Sally, Esq., at Ropes & Gray LLP.

U.S. Bank National Association -- as successor Indenture Trustee
under the indenture dated as of December 4, 2006, among Momentive
Performance Materials Inc., the Guarantors named in the Indenture,
and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5%
Senior Subordinated Notes due 2016 -- is represented in the case
by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L.
Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and
Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan,
LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at
Maslon Edelman Borman & Brand, LLP.

BOKF, NA -- as successor First Lien Trustee to The Bank of New
York Mellon Trust Company, N.A., as trustee under an indenture
dated as of October 25, 2012, for the 8.875% First-Priority Senior
Secured Notes due 2020 issued by Momentive Performance Materials
Inc. and guaranteed by certain of the debtors -- is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A.
Espana, Esq., at Dechert LLP.

Counsel to Apollo Global Management, LLC and certain of its
affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin,
Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L.
Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP.

Attorneys for Ad Hoc Committee of Second Lien Noteholders are
Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A.
Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP.


NAB HOLDINGS: Moody's Affirms B1 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed NAB Holdings, LLC's ("NAB", the
parent company of North American Bancard Holdings, Inc.) B1
corporate family rating (CFR), B2-PD probability of default
rating, and the B1 rating for the company's senior secured credit
facilities in connection with the company's plans to issue $25
million of incremental first lien term loan. The company will use
the proceeds from the add-on term loan and $25 million of equity
contribution to finance the proposed acquisition of Electronic
Payment Exchange ("EPX"), which is in a bankruptcy process. The
ratings outlook is stable.

Ratings Rationale

Moody's estimates that pro forma for the acquisition of EPX, NAB's
leverage (total debt/EBITDA, incorporating Moody's standard
analytical adjustments and PayAnywhere losses) will increase by
approximately 0.2x to near 4.0x, which is at the higher end of the
expected range for the B1 CFR. Although EPX has generated losses
over the last several years, the acquisition of EPX's payment
processing capabilities will enhance NAB's operating leverage
given the company's strong growth in payment processing volumes.
The company estimates that migration of payment processing to
EPX's platform will yield operating cost savings of approximately
$6 million annually by the end of 2016. However, EPX's history of
operating losses and the company's plans to migrate the majority
of its transaction processing volumes onto the new platform over
time could require additional investments and increase the
operational risks for NAB. The risks are partially mitigated by
NAB's good liquidity. The affirmation of NAB's B1 CFR additionally
reflects Moody's expectation that the company will maintain
revenue growth in the high single digit percentages and it should
produce free cash flow of about 10% of total debt (net of customer
acquisition costs). Moody's also expects NAB's leverage to decline
to about 3.5x by the end of 2015.

The B1 corporate family rating reflects NAB's highly recurring
transaction-based revenues from a diverse merchant base and its
historically low volume attrition rates. NAB has a good track
record of revenue growth, albeit on a smaller revenue base. Its
credit profile benefits from a growing market for electronic
payment processing services.

The B1 rating is constrained by NAB's modest operating scale and
it reflects the highly competitive market for merchant acquiring
and payment processing services to small and medium size
businesses. With its focus on small and medium size businesses,
NAB can be more susceptible to higher attrition rates and
chargeback liabilities during an economic downturn than merchant
acquirers that serve larger merchant customers. NAB's rating
incorporates "key man risk" given the importance of the company's
founder to the performance of the business and the potential for
financial policies to be increasingly directed towards shareholder
returns. Moody's also expects the company to prioritize spending
on growth. The stable ratings outlook reflects NAB's good
liquidity and Moody's view that leverage should decline from debt
repayment and EBITDA growth.

Given NAB's levels of earnings and expected leverage levels, a
ratings upgrade is not expected in the intermediate term. However,
the ratings could be upgraded if the company were to maintain
conservative financial policies and demonstrate meaningful growth
in market share and free cash flow over time. The ratings could be
downgraded if leverage increases from debt-funded distributions or
investments, or the company experiences declines in revenues or
profits. Specifically, Moody's could lower NAB's ratings if
leverage is expected to remain above 4.0x and the ratio of free
cash flow (net of customer acquisition costs) to debt falls below
10%.

Moody's has affirmed the following ratings:

Corporate Family Rating -- B1

Probability of Default Rating -- B2-PD

$25 million senior secured revolving credit facility due 2019 --
B1 (LGD3)

1st lien Term Loan (upsized to $225 million) due 2021 -- B1
(LGD3)

Outlook -- Stable

North American Bancard (NAB), with annual gross revenues of
approximately $463 million, provides merchant acquiring services
to small and mid-sized business merchants in the United States.

The principal methodology used in this rating was Global Business
& Consumer Service Industry Rating Methodology published in
October 2010. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.


NASSAU TOWER: Judge Grants TD Bank Stay Relief
----------------------------------------------
The bankruptcy judge overseeing Nassau Tower Realty, LLC's Chapter
11 case issued an order vacating the automatic stay to allow TD
Bank, N.A. to pursue its rights in these real properties:

     (1) 71-75 North Main Street, Lambertville, New Jersey,
         Hunterdon County;

     (2) 3245 North Route 35, Toms River, New Jersey, Ocean
         County;

     (3) 1015 Route 9, Bayville, Berkeley Township, New Jersey,
         Ocean County;

     (4) 1513 Richmond Avenue, Point Pleasant, New Jersey, Ocean
         County;

     (5) 1377 Woodside Road, Lower Makefield Township,
         Pennsylvania, Bucks County; and

     (6) 22 South Sixth Street, Stroudsburg, Pennsylvania, Monroe
         County.

The order signed by U.S. Bankruptcy Judge Michael Kaplan also
allows the bank to record the sheriff deeds to the Toms River and
Bayville properties, subject to the terms of a settlement
agreement it executed with Nassau Tower on Sept. 11, 2014.

                        About Nassau Tower

Bay Head, N.J.-based Nassau Tower Realty, LLC, filed for Ch. 11
relief (Bankr. D.N.J. Case No. 13-24984) on July 9, 2013.  The
Hon. Judge Michael B. Kaplan presides over the case.  Paul
Maselli, Esq., and Kimberly Pelkey Sdeo, Esq., at Maselli Warren,
P.C., represent the Debtor as counsel.  The Debtor estimated
assets of $10 million to $50 million and debts of $10 million to
$50 million.

The Debtor is the owner of 17 parcels of real estate.  It owns
13 parcels in New Jersey, 3 parcels in Pennsylvania, one parcel in
Maine.  Most of the properties generate income in the form of
rents paid by tenants.

The petition was signed by Louis Mercatanti, officer of Nassau
Holdings, Inc.

The Debtor filed a Plan of Reorganization dated Sept. 27, 2013,
that allows the Debtor to reorganize by continuing to operate, to
liquidate by selling assets of the estate, or a combination of
both.


NATCHEZ REGIONAL: No Rival Offer to CHS's $10-Mil. Bid
------------------------------------------------------
Natchez Regional Medical Center notified the Bankruptcy Court of
the (i) closing of sale of assets; and (ii) the final list of
agreements assumed, assigned and sold to the buyer under the
successful buyer purchase agreement.

The sale of assets of the Hospital was approved by the Board of
Supervisors of Adams County, Mississippi consistent with the
requirements of the Community Hospital Act.

The sales procedure order approved Natchez Hospital Company, LLC,
Natchez Clinic Company, LLC and Natchez HBP Services, LLC as the
stalking horse bidder.  The order also approved the stalking horse
purchase agreement among the sellers, the stalking horse bidder
and CHS/Community Health Systems, Inc.

The Debtor noted that no acceptable topping bid was received at
the auction, and the parties determined to close the sale.

As reported in the Troubled Company Reporter on Oct. 1, 2014,
Natchez Democrat reported that Judge Neil Olack said that he would
approve the sale of the Natchez Regional Medical Center, saying he
did not see another option for the county-owned hospital.

The hospital is being sold by Adams County, Miss., to Community
Health Systems for $10 million.  The buyer is also required to
prepay $8 million in ad valorem taxes.

                       About Natchez Regional

Based in Natchez, Mississippi, Natchez Regional Medical Center is
a full-service hospital offering comprehensive diagnostic and
treatment services for acute, subacute and ambulatory care.
Natchez Regional serves as a referral center for the five
Mississippi counties and two Louisiana parishes it serves, known
locally as the Miss-Lou.  The hospital is owned by Adams County.

Natchez Regional Medical Center filed for Chapter 9 bankruptcy
protection (Bankr. S.D. Miss. Case No. 14-01048) on March 26,
2014.  Eileen N. Shaffer, Esq., Attorney At Law, serves as
bankruptcy counsel.  In its petition, the Center listed total
assets of $27.8 million and total debts of $20.80 million.  The
petition was signed by Donny Rentfro, hospital CEO.

At the onset of the case, the 179-bed facility said intends to
have a term sheet outlining a sale of the facility to a "qualified
buyer."  The hospital blamed financial problems on "ill-timed and
poorly integrated acquisition of physicians' practices and new
clinical technologies," the report related.

This is the Center's second bankruptcy filing in six years.  It
filed a Chapter 9 petition on Feb. 12, 2009 (Bankr. S.D. Miss.
Case No. 09-00477).  Eileen N. Shaffer, Esq., also represented the
Debtor as counsel in the 2009 case.  The Debtor listed total
assets of between $10 million and $50 million, and total debts of
between $10 million and $50 million in the 2009 petition.  Nathcez
Regional exited bankruptcy in December 2009 after a court approved
its plan of adjustment, in which all unsecured creditors owed
$5,000 were to be paid in full.

In the 2014 case, Bankruptcy Judge Neil P. Olack, who presides
over the case, has held that appointment of a patient care
ombudsman is unnecessary.

The U.S. Trustee appointed three creditors to serve in the
official committee of unsecured creditors.  Douglas S. Draper,
Esq., and Heller, Draper, Patrick, Horn & Dabney, L.L.C., serve as
lead counsel.  David A. Wheeler, Esq., and Wheeler & Wheeler,
PLLC, serve as local counsel.


NATCHEZ REGIONAL: Plan of Adjustment Declared Effective
-------------------------------------------------------
Natchez Regional Medical Center notified the Bankruptcy Court that
the Effective Date of the Second Amended Chapter 9 Plan of
Adjustment occurred on Oct. 1, 2014.

In this relation, applications for allowance and payment of
administrative claims incurred prior to the effective date must be
filed with the Bankruptcy Court and served on Liquidation Trustee
no later than Nov. 17, 2014.

The TCR reported Oct. 8, 2014, on the Court's confirmation of the
Plan.

National Public Finance Guarantee Corporation and Regions Bank, as
trustee, filed with the Bankruptcy Court a joint statement in
support of the confirmation of the Plan of Adjustment.

The Plan is a plan of liquidation and provides for the
distribution of the proceeds from the Debtor's liquidation of its
assets.  Pursuant to the Plan, the Debtor ultimately will be
dissolved.  A Liquidating Trust will be established which will
become responsible for the collection and liquidation of the
remaining assets of the Hospital after the Allowed Claims of the
Secured Creditors are paid.

The Plan proposed these estimated percentage recovery for:

    * Class 1 -- Secured Claim of Regions Bank, as the Indenture
Trustee for the Bondholders and the Development Bank ($15,250,579)
-- 100%

    * Class 2 -- Secured Claim of United Mississippi Bank
($1,500,000, plus all interest, fees, and reasonable attorneys'
fees)  -- 100%

    * Class 3 -- General Unsecured Convenience Claims ($37,295) --
100%

    * Class 4 -- Unsecured Claim Claims ($4,672,824) ? 0% to 50%

    * Class 5 -- Tort Claims and Employment Claims (Unknown) -- 0%
(other than recoveries under General Liability Insurance Coverage
or EPLI Coverage)

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

       http://bankrupt.com/misc/NATCHEZREGIONAL_410_2ds.pdf

                       About Natchez Regional

Based in Natchez, Mississippi, Natchez Regional Medical Center is
a full-service hospital offering comprehensive diagnostic and
treatment services for acute, subacute and ambulatory care.
Natchez Regional serves as a referral center for the five
Mississippi counties and two Louisiana parishes it serves, known
locally as the Miss-Lou.  The hospital is owned by Adams County.

Natchez Regional Medical Center filed for Chapter 9 bankruptcy
protection (Bankr. S.D. Miss. Case No. 14-01048) on March 26,
2014.  Eileen N. Shaffer, Esq., Attorney At Law, serves as
bankruptcy counsel.  The Debtor disclosed $17,114,646 in assets
and $20,805,124 in liabilities as of the Chapter 11 filing.  The
petition was signed by Donny Rentfro, hospital CEO.

At the onset of the case, the 179-bed facility said intends to
have a term sheet outlining a sale of the facility to a "qualified
buyer."  The hospital blamed financial problems on "ill-timed and
poorly integrated acquisition of physicians' practices and new
clinical technologies," the report related.

This is the Center's second bankruptcy filing in six years.  It
filed a Chapter 9 petition on Feb. 12, 2009 (Bankr. S.D. Miss.
Case No. 09-00477).  Eileen N. Shaffer, Esq., also represented the
Debtor as counsel in the 2009 case.  The Debtor listed total
assets of between $10 million and $50 million, and total debts of
between $10 million and $50 million in the 2009 petition.  Nathcez
Regional exited bankruptcy in December 2009 after a court approved
its plan of adjustment, in which all unsecured creditors owed
$5,000 were to be paid in full.

In the 2014 case, Bankruptcy Judge Neil P. Olack, who presides
over the case, has held that appointment of a patient care
ombudsman is unnecessary.

The U.S. Trustee appointed three creditors to serve in the
official committee of unsecured creditors.  Douglas S. Draper,
Esq., and Heller, Draper, Patrick, Horn & Dabney, L.L.C., serve as
lead counsel.  David A. Wheeler, Esq., and Wheeler & Wheeler,
PLLC, serve as local counsel.


NAUTILUS HOLDINGS: Approved to Ink Restructuring Support Agreement
------------------------------------------------------------------
U.S. Bankruptcy Judge Robert D. Drain authorized Nautilus Holdings
Limited, et al., to enter into a Restructuring Support Agreement
dated as of Sept. 19, 2014, with Reminiscent Ventures S.A.,
Synergy Management Services Limited, Elektra Limited and DVB Bank
SE (f/k/a DVB Bank AG).

The Court also approved the RSA in all respects pursuant to
Sections 363 and 1125 of the Bankruptcy Code and Bankruptcy Rule
9019.

As reported in the Troubled Company Reporter on Sept. 26, 2014,
since the Petition Date, the Debtors have been responding to
various diligence requests and other demands for information from
their secured lenders while working to informally address and
resolve each of the lenders' concerns related to the Cash
Collateral Motion and the DIP Facility Motion.  Commencing on or
around Aug. 5, 2014, DVB, followed shortly thereafter by certain
other secured lenders, served discovery requests on the Debtors
and Synergy in connection with their respective objections to the
cash collateral motion and the DIP financing motion.  In addition
to responding to the various discovery demands from their lenders,
the Debtors also continued to engage in discussions with the
secured lenders in an effort to reach a global resolution of the
issues related to the Cash Collateral Motion and the DIP Financing
Motion.  Separately, the Debtors and their advisors have been
continuing their efforts to reach agreement on the terms of a
restructuring of all the Debtors' debt obligations.

The RSA is the culmination of extensive dialogue and negotiations
between the Debtors and one of their secured lenders -- DVB.  The
Restructuring Support Agreement and the Term Sheet put to rest
DVB's issues and objections related to the use of its cash
collateral and the DIP Facility, for the duration of the
Restructuring Support Agreement and the Term Sheet, and represent
the terms on which DVB will agree to support, subject to the terms
and conditions set forth in the Term Sheet, (i) a restructuring of
the Golden Knighthead Facility and Metropolitan Harbour Facility,
to be contained within a plan of reorganization proposed by the
Debtors and filed in connection with the Chapter 11 Cases, (ii)
the use of DVB?s cash collateral by Metropolitan Harbour, Golden
Knighthead, and/or Nautilus Shipholdings No. 2 Limited, and (iii)
the DIP Facility.

The RSA provides that the Debtors will pursue, in good faith and
subject to Bankruptcy Court approval, a plan of reorganization
consistent with the terms of the Term Sheet and otherwise
reasonably acceptable to DVB with respect to the terms that have a
material effect on DVB or the DVB Facilities.

In turn, DVB agrees to, among other things, support an Acceptable
Plan and consent to the Debtors' request to use the DVB Cash
Collateral consistent with the form of order negotiated among the
Debtors and all of their lenders so long as the Debtors adhere to
the terms of the  Term Sheet and to certain milestones set forth
therein and in the Restructuring Support Agreement, including the
following:

    (i) The Debtors file an Acceptable Plan and related disclosure
        statement on or before Oct. 15, 2014;

   (ii) The Bankruptcy Court enters an order approving the
        disclosure statement for an Acceptable Plan on or before
        Dec. 1, 2014;

  (iii) The Bankruptcy Court enters an order confirming an
        Acceptable Plan on or before January 15, 2015; and

   (iv) The Effective Date of an Acceptable Plan occurs on or
        before Jan. 31, 2015.

Failure by the Debtors to achieve any of the foregoing milestones
or to comply with the terms and conditions of the RSA will result
in the termination of the RSA, subject to the parties' rights to
waive such termination provisions and the end of DVB's consent to
the Debtors' use of DVB's cash collateral.

The Term Sheet sets forth the terms for the restructuring of the
DVB Facilities and other business aspects of the management of the
vessels over which DVB asserts a lien.  In addition, the Term
Sheet, subject to this Court's approval, requires the Debtors to
make certain payments to DVB within five days after approval of
the RSA.  In particular, the Term Sheet obligates the Debtors to
(a) pay all overdue Interest Rate Swap Payments and continue to
make payments thereafter in accordance with the applicable loan
documents; (b) pay all overdue interest payments and continue to
make payments thereafter in accordance with the applicable loan
documents; and (c) pay DVB's incurred fees and expenses to the
extent not previously paid.

Moreover, the Term Sheet contains a "Missed Milestone Payment"
provision whereby the Debtors undertake to pay DVB $1,500,000 to
be applied towards pay down of principal amounts outstanding under
the DVB Facilities in the event the Debtors are unable to achieve
the effective date milestone of Jan. 31, 2015.  Importantly,
the monies used to make these payments will come exclusively from
the Debtors' accounts that are controlled by DVB and over which
DVB asserts a lien, so that the payments will not negatively
impact any other lender's rights.

The RSA allows the Debtors to take this crucial first step without
impacting or altering their obligations under the other
prepetition facilities and, therefore, without prejudicing any
other parties-in-interest.  The Debtors believe that committing to
the milestones will allow them to advance the Chapter 11 Cases
efficiently and quickly.  DVB has indicated that meeting the
milestones in the RSA and cash collateral order is critical to
DVB's willingness to permit the expenditure by the Debtors of the
amounts set forth in the cash collateral budget and that DVB would
not have entered into the RSA or consented to the use of DVB cash
collateral under the proposed budget in the absence of the agreed
milestones.

                    About Nautilus Holdings

Nautilus Holdings Limited and 20 affiliated companies, including
Nautilus Holdings No. 2 Limited, filed bare-bones Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-22885) in
White Plains, New York, on June 23, 2014.

The affiliates are Nautilus Holdings No. 2 Limited; Nautilus
Shipholdings No. 1 Limited; Nautilus Shipholdings No. 2 Limited;
Nautilus Shipholdings No. 3 Limited; Able Challenger Limited;
Charming Energetic Limited; Dynamic Continental Limited; Earlstown
Limited; Findhorn Osprey Limited; Floral Peninsula Limited; Golden
Knighthead Limited; Magic Peninsula Limited; Metropolitan Harbour
Limited; Metropolitan Vitality Limited; Miltons' Way Limited;
Perpetual Joy Limited; Regal Stone Limited; Resplendent Spirit
Limited; Superior Integrity Limited; and Vivid Mind Limited.

The Debtors' cases have been assigned to Judge Robert D. Drain,
and are being jointly administered for procedural purposes.

Hamilton, Bermuda-based Nautilus estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.  Nautilus has tapped Jay
Goffman, Esq., Mark A. McDermott, Esq., Shana A. Elberg, Esq., and
Suzanne D.T. Lovett, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, as counsel; and AP Services, LLC, as financial
advisor.  Epiq Bankruptcy Solutions LLC serves as the claims and
noticing agent.


NAUTILUS HOLDINGS: Has Nod to Use Cash Collateral Until Jan. 15
---------------------------------------------------------------
Judge Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York entered a final order authorizing Nautilus
Holdings Limited, et al., to use cash collateral pursuant to a
budget, until the occurrence of the Termination Date.

To the extent a Debtor does not use the cash projected for a
particular week or for a particular purpose in a Budget, the Court
ruled that the Debtor will be authorized to use the Cash
Collateral in subsequent weeks, in addition to any amounts already
budgeted for the future weeks, and for any other purpose in the
Budget.

The Debtors' authorization to use Cash Collateral under the Final
Order will automatically terminate on the date, which is the
earlier to occur of (x) January 15, 2015, and (y) in the case of
Cash Collateral associated with any Prepetition Facility, the date
of occurrence of a Termination Event in respect of the Prepetition
Facility.

A copy of the Final Order is available for free at:

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

                     About Nautilus Holdings

Nautilus Holdings Limited and 20 affiliated companies, including
Nautilus Holdings No. 2 Limited, filed bare-bones Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-22885) in
White Plains, New York, on June 23, 2014.

The affiliates are Nautilus Holdings No. 2 Limited; Nautilus
Shipholdings No. 1 Limited; Nautilus Shipholdings No. 2 Limited;
Nautilus Shipholdings No. 3 Limited; Able Challenger Limited;
Charming Energetic Limited; Dynamic Continental Limited; Earlstown
Limited; Findhorn Osprey Limited; Floral Peninsula Limited; Golden
Knighthead Limited; Magic Peninsula Limited; Metropolitan Harbour
Limited; Metropolitan Vitality Limited; Miltons' Way Limited;
Perpetual Joy Limited; Regal Stone Limited; Resplendent Spirit
Limited; Superior Integrity Limited; and Vivid Mind Limited.

The Debtors' cases have been assigned to Judge Robert D. Drain,
and are being jointly administered for procedural purposes.

Hamilton, Bermuda-based Nautilus estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.  Nautilus has tapped Jay
Goffman, Esq., Mark A. McDermott, Esq., Shana A. Elberg, Esq., and
Suzanne D.T. Lovett, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, as counsel; and AP Services, LLC, as financial
advisor.  Epiq Bankruptcy Solutions LLC serves as the claims and
noticing agent.


NORTHSTAR MERGER: Moody's Assigns B2 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating to
Northstar Merger Sub Inc., the acquirer of Bluestem Brands, Inc.
Moody's also assigned a B2 rating to Northstar's proposed $300
million first lien term loan. The rating outlook is stable.

Proceeds from the proposed term loan along with $10 million of
borrowings under Northstar's proposed $80 million ABL credit
facility, a modest level of management equity, and approximately
$272 million of cash equity will be used to fund the purchase of
Bluestem by Capmark Financial Group Inc. ("Capmark"). Private
investment firm Centerbridge Partners, L.P. ("Centerbridge",
together with Capmark, the "Sponsors") will provide Capmark with
50% of its portion of the cash equity financing for the
transaction through the exercise of warrants pursuant to a
strategic relationship announced between the two companies in
March 2014.

Upon consummation of the transaction, Northstar will be merged
with and into Bluestem, with Bluestem being the surviving entity
and obligor under the proposed term loan. The assigned ratings are
subject to the completion of the transaction and Moody's review of
final documentation. All ratings on the current Bluestem Brands,
Inc., including the B2 Corporate Family Rating, are unaffected by
the actions, and will be withdrawn upon full repayment as part of
the transaction.

The following ratings are assigned:

Northstar Merger Sub Inc.:

Corporate Family Rating at B2;

Probability-of-Default Rating at B2-PD;

The ratings outlook is stable

Proposed $300 million first lien term loan maturing 2021 at B2
(LGD4)

Ratings Rationale

The B2 Corporate Family Rating assigned to Northstar reflects the
company's modest scale relative to other global rated retailers
and the inherent volatility of revenue and earnings due to the
discretionary nature of its products and high credit risk of its
subprime target demographic. The company offers financing to low
to middle income consumers who are more sensitive to economic
downturns and more prone to credit delinquency or default. Balance
sheet debt and leverage will be moderate, with proforma
debt/EBITDA (including rent capitalized at 8 times) exceeding 3.75
times for the twelve months ended August 1, 2014. However, Moody's
believes that the company's overall risk profile is significantly
increased by its reliance on customer financing for over 95% of
sales, subprime nature of its customers that can increase
volatility of the shared earnings within the credit portfolio, and
the limited number and relatively short relationship with the
receivables sales program's counterparties. Moody's accounts for
this risk by capitalizing the sold receivables balance using the
value of equity at a 5:1 debt/equity ratio, which would
effectively increase pro forma leverage to over 5.5 times.

Balancing these risks are the company's credible position in its
niche category, differentiated business model due to integration
of proprietary credit offerings with a broad general merchandise
offering that provides a significant barrier to entry, and
favorable demographics due to the large and underserved target
customer demographic. The company has a sizeable customer database
with significant number of customers making repeat purchases using
Bluestem's proprietary revolving credit lines. The rating is also
supported by the expectation for continued solid growth trends in
online retail spending and for very good liquidity, with a
sizeable cash balance, positive cash flow and excess revolver
availability expected to comfortably support seasonal working
capital needs, modest capital spending and debt amortization over
the next twelve months.

The B2 rating assigned to the proposed $300 million senior secured
term loan reflects its junior position to the proposed $80 million
asset-based revolver (unrated). The term loan will benefit from a
first lien on substantially all of the company's tangible and
intangible assets except for the ABL collateral, in which the term
loan will have second priority interest. The term loan will also
benefit from guarantees by Northstar's direct parent company,
Northstar Holdings Inc., and each of its wholly owned domestic
restricted subsidiaries. The term loan will not be guaranteed by
the Sponsors. Further, under the proposed term loan terms,
Northstar Holdings Inc., Northstar and any restricted subsidiaries
are prohibited from providing guarantees on any indebtedness under
the Note Purchase Agreement between Capmark and Centerbridge.

The stable rating outlook reflects the expectation for continued
growth in revenue and earnings, with excess free cash flow used to
steadily de-lever, and that the company will maintain good
liquidity.

Ratings could be downgraded if revenue or earnings were to
deteriorate due to economic or competitive pressures, more
aggressive financial policies or a material deterioration in
liquidity. Specific metrics include Moody's debt/EBITDA (including
the off-balance sheet receivables financing adjustment) exceeding
6.0 times or EBITA/interest falling below 1.75 times.

Ratings could be upgraded if the company maintains consistent
profitable growth, demonstrates the willingness and ability to
sustainably reduce debt and leverage, while significantly
diversifying its sources of customer financing. Specific metrics
include Moody's debt/EBITDA (including the off-balance sheet
receivables financing adjustment) sustained near 4.5 times and
EBITA/interest expense above 2.5 times.

Headquartered in Eden Prairie, MN, Bluestem Brands, Inc. is an
online retailer of general merchandise to low to middle income
consumers, with two core brands, Fingerhut and Gettington.com.
Revenue exceeded $900 million for the twelve months ended August
1, 2014.

Headquartered in Horsham, PA, Capmark Financial Group Inc. is a
holding company focused on the management of its existing assets
with a view of acquiring one or more businesses in order to
maximize shareholder value.

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


PHILLIPS INVESTMENTS: Can File Chapter 11 Plan Until Feb. 2015
--------------------------------------------------------------
The Hon. Mary Grace Diehl of the U.S. Bankruptcy Court for the
Northern District of Georgia extended the exclusive periods of
Phillips Investments LLC to:

  a) file a Chapter 11 plan until Feb. 6, 2015; and

  b) solicit acceptances from creditors of that plan through and
     including April 7, 2015.

                    About Phillips Investments

Phillips Investments, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ga. Case No. 14-61444) on June 11, 2014.  Ly Phillips
signed the petition as managing member.

Phillips Investments owns several parcels of improved commercial
real estate from which it operates two retail shopping centers.
The Debtor disclosed $29,558,424 in assets and $28,667,234 in
liabilities as of the Chapter 11 filing.  Scroggins & Williamson,
P.C., serves as the Debtor's counsel.  Judge Mary Grace Diehl
presides over the case.


PRETTY GIRL: Panel Taps Wilk Auslander as Conflicts Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Pretty Girl, Inc., asks permission from the U.S.
Bankruptcy for the Southern District of New York to retain Wilk
Auslander LLP as its conflicts counsel.

As conflicts counsel to the Creditors Committee, Wilk Auslander is
expected to provide these services:

   a. Negotiate with JP Morgan and Chase, the Debtor's alleged
      secured creditor, and the Debtor related to the Debtor's use
      of cash collateral and drafting any documents necessary to
      effectuate the use of cash collateral;

   b. Examine the loan documents executed by the Debtor and JP
      Morgan to determine if any causes of action exist under
      Title 11 affecting the extent, validity, and priority of the
      Bank's alleged lien in the Debtor's assets, if necessary;
      and

   c. Commence, prosecute and set any claims, actions or
      adversary proceedings against the Bank related to its
      alleged lien in the Debtor's assets.

The Firm's standard rates are:

    Position                  Hourly Rate
    --------                  ------------
    Partner                   $485 to $695
    Counsel                   $485
    Associates                $300 to $490
    Paralegal                 $225

Eric S. Snyder, Esq. -- esnyder@wilkauslander.com -- as chairman
at Wilk Auslander's Bankruptcy Department, assures the Court that
his Firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

         Eric S. Snyder, Esq.
         WILK AUSLANDER LLP
         1515 Broadway
         New York, NY 10036
         Tel: (212) 421-2233
         E-mail: esnyder@wilkauslander.com

Pretty Girl, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 14-11979) on July 2, 2014.  The petition was
signed by Albert Nigri as president.  The Debtor disclosed total
assets of $10.76 million and total liabilities of $12.27 million.
Rosen & Associates, P.C., acts as the Debtor's counsel.


RADIOSHACK CORP: Negotiates Store Closings With Lender
------------------------------------------------------
Richard Collings, writing for The Deal, reported that RadioShack
Corp. is continuing its negotiations with lender Salus Capital
Partners LLC over store closures and an agreement could be reached
within the next few weeks, according to sources familiar with the
situation.  The Deal, citing one source, said no definitive deal
has been struck although the source said that the odds are good
that the final agreement would allow RadioShack to close a greater
number of stores than Salus' second-lien term loan currently
allows.  A second source said that the store closings would be
limited to underperforming locations, The Deal added.

                    About Radioshack Corporation

RadioShack (NYSE: RSH) -- http://www.radioshackcorporation.com--
is a national retailer of innovative mobile technology products
and services, as well as products related to personal and home
technology and power supply needs.  RadioShack's retail network
includes more than 4,300 company-operated stores in the United
States, 270 company-operated stores in Mexico, and approximately
1,000 dealer and other outlets worldwide.

Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139.4 million in 2012, and net income of $72.2 million in
2011.  The Company's balance sheet at Aug. 2, 2014, showed $1.14
billion in total assets, $1.21 billion in total liabilities and a
$63 million total shareholders' deficit.

                           *     *     *

As reported by the TCR on Sept. 15, 2014, Standard & Poor's
Ratings Services lowered its corporate credit rating on Fort
Worth, Texas-based RadioShack Corp. to 'CCC-' from 'CCC'.

"The downgrade comes as the company announced it will seek
capital, and that such a transaction could include a debt
restructuring in addition to store closures and other measures,"
said Standard & Poor's credit analyst Charles Pinson-Rose.

In the Sept. 16, 2014, edition of the TCR, the TCR reported that
Fitch Ratings had downgraded the Long-term Issuer Default Rating
(IDR) for RadioShack Corporation (RadioShack) to 'C' from 'CC'.
The downgrade reflects the high likelihood that RadioShack will
need to restructure its debt in the next couple of months.

The TCR reported on March 13, 2014, that Moody's Investors Service
downgraded RadioShack Corporation's corporate family rating to
Caa2 from Caa1.  "The continuing negative trend in RadioShack's
sales and margins has resulted in a precipitous drop in
profitability causing continued deterioration in credit metrics
and liquidity," Mickey Chadha, Senior Analyst at Moody's said.


RB ENERGY: Hearing on Motion for CCAA Order Resumed Oct. 15
-----------------------------------------------------------
RB Energy Inc. on Oct. 14 disclosed that the hearing of the Motion
for an Order under the CCAA was slated to resume Oct. 15, 2014, in
the Quebec Superior Court.  In the interim, the Quebec Superior
Court has issued a Limited Initial Order under the Companies'
Creditors Arrangement Act in respect of the Company and certain of
its subsidiaries.  The Limited Initial Order provided for a stay
of all proceedings until 11:59 p.m. on Oct. 15, 2014 and appoints
KPMG LLP as monitor of the business and financial affairs of the
Company.  The Company is under the protection of the Court during
the period of the Limited Initial Order.

                       About RB Energy Inc.

RBI is a Canadian company formed pursuant to the arrangement
involving Sirocco Mining Inc. and Canada Lithium Corp. It
currently owns Aguas Blancas, an iodine producing mine in northern
Chile, and the Quebec Lithium Project near Val d'Or, the
geographical heart of the Quebec mining industry.


RESIDENTIAL CAPITAL: Reeds Granted $17,000 Allowed Claim
--------------------------------------------------------
Bankruptcy Judge Martin Glenn ruled that Frank and Christina Reed
are entitled to one allowed unsecured claim against GMAC Mortgage,
LLC in the amount of $17,469, on one of their claims under the New
Jersey Consumer Fraud Act -- the amount of attorneys' fees they
incurred ($5,823) in defending against the Foreclosure Action,
trebled.

The Reeds have not demonstrated that any other damages are
recoverable from GMACM on any of the theories asserted in their
Claims, the judge said.

Judge Glenn, however, noted that the case involves, on the one
hand, seemingly undeserving borrowers -- who have not paid their
mortgage, property taxes, or homeowners' insurance for over seven
years but continue to occupy their home -- and, on the other, a
loan servicer that was willing to cut corners and ignore
applicable law while proceeding with an improperly filed
foreclosure action.

The Reeds defaulted on their mortgage in early 2008; their default
led to two related prepetition lawsuits filed in New Jersey state
court: (1) a foreclosure action initiated by their then loan
servicer, GMACM, on May 19, 2008 and (2) a lawsuit filed by the
Reeds against GMACM and Residential Funding Corp. related to the
Foreclosure Action on May 10, 2010.  The Reeds filed four claims
in these bankruptcy cases: two claims against GMACM and two claims
against Residential Capital, LLC, based on the prepetition
lawsuits.

A copy of Judge Glenn's October 6, 2014 Memorandum Opinion and
Order is available at http://bit.ly/1vbflhtfrom Leagle.com.

                    About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.


ROSEVILLE SENIOR LIVING: Adequate Protection Payment Hiked to $70K
------------------------------------------------------------------
The Bankruptcy Court, for the third time, authorized Roseville
Senior Living Properties, LLC's use of cash collateral in which
CapitalSource Finance, LLC, asserts an interest.

The Court also ordered that the monthly adequate protection
payment will increase from $55,000 to $70,000 commencing Sept. 10,
2014.

A copy of the budget is available for free at:
http://bankrupt.com/misc/RosevilleSenior_195_3orderCC.pdf

As reported in the TR on Sept. 26, 2014, CapitalSource, holder of
first priority liens and security interests in the primary assets
of the Debtor, had asked the bankruptcy court to terminate the
Debtor's authority to use cash collateral.  It pointed out, among
other things, that the Debtor made substantial unbudgeted and
unauthorized disbursements in the aggregate amount of $154,728 in
June 2014.

                  About Roseville Senior Living

Roseville Senior Living Properties, LLC, owns and operates a
senior assisted living housing facility in Roseville, California.
It filed for Chapter 11 bankruptcy (Bankr. D.N.J. Case No. 13-
31198) on Sept. 27, 2013, in Newark.  Judge Donald H. Steckroth
presides over the case.  Walter J. Greenhalgh, Esq., at Duane
Morris, LLP, represents Roseville Senior Living Properties as
counsel.  Friedman LLP serves as the Debtor's accountant.

Roseville Senior Living Properties estimated $10 million to $50
million in assets, and $1 million to $10 million in liabilities.
In its schedules filed with the Bankruptcy Court, the Debtor
indicated total assets and total debts as "Unknown", a copy of
which is available for free at:

       http://bankrupt.com/misc/rosevillesenior.doc54.pdf

The petition was signed by Michael Edrei, managing director,
Meecorp Capital Markets, Inc.

The United States Trustee for Region 3 appointed Joseph Rodrigues,
State Long Term Care Ombudsman, California Department of Aging, as
the Patient Care Ombudsman in the Debtor's case.


SEARS METHODIST: Exclusive Plan Filing Date Extended Until Dec. 7
-----------------------------------------------------------------
The Bankruptcy Court extended Sears Methodist Retirement System,
Inc., et al.'s exclusive periods to file a Chapter 11 plan until
Dec. 7, 2014; and solicit acceptances for that Plan until Feb. 5,
2015.

The Court granted the Debtor's request to hear the extension
motion on an expedited basis.

As reported in the Troubled Company Reporter on Sept. 29, 2014,
the Debtors told the Court that they have not yet filed a plan
because negotiations and diligence concerning the plan remain on-
going.  The Debtors note they intend to file a plan within the
next few weeks.  In light of such progress and in order to allow
for additional time to continue such negotiations, the Debtors
believe their request for an extension of the exclusive periods is
justified.

The Debtors assured the Court that their requested extension of
the exclusive periods does not exceed the 18-month limitation for
the exclusive period to file a plan or the 20-month limitation for
the exclusive period to solicit acceptances of a plan set forth in
section 1121(d) of the Bankruptcy Code.

                       About Sears Methodist

As a leading Texas senior living icon established on Christian
principles, Sears Methodist Retirement System Inc. provides
secure, rewarding, and luxurious residency to seniors.  The system
includes: (i) eight senior living communities located in Abilene,
Amarillo, Lubbock, Odessa and Tyler, Texas; (ii) three veterans
homes located in El Paso, McAllen and Big Spring, Texas, managed
by Senior Dimensions, Inc., pursuant to contracts between SDI and
the Veterans Land Board of Texas; and (iii) Texas Senior
Management, Inc. ("TSM"), Senior Living Assurance, Inc. ("SLA")
and Southwest Assurance Company, Ltd. ("SWAC"), which provide, as
applicable, management and insurance services to the System.
Sears Methodist Senior Housing, LLC, is the general partner of,
and controls .01% of the interests in, Canyons Senior Living, L.P.
("CSL").

Sears Methodist and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14-
32821) on June 10, 2014.  The cases are assigned to Judge Stacey
G. Jernigan.

The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew
Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and
Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob
S. Frumkin, Esq., at DLA Piper LLP (US), in New York.  The
Debtors' financial advisor is Alvarez & Marsal Healthcare Industry
Group, LLC, while the Debtors' investment banker is Cain Brothers
& Company, LLC.  The Debtors' notice, claims and solicitation
agent is GCG Inc.

The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.

The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors.  The Committee is represented by
Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at
Greenberg Traurig, LLP, in Dallas, Texas.


SEARS METHODIST: Has Until Jan. 6 to Decide on Unexpired Leases
---------------------------------------------------------------
The Bankruptcy Court extended until Jan. 6, 2015, Sears Methodist
Retirement System, Inc., et al.'s time to assume or reject
unexpired leases of nonresidential real property.

The Court order also provided that if a motion requesting approval
of assumption or assumption and assignment of a lease of
nonresidential real property has been filed and remains pending
before the Court as of Jan. 6, the deadline will be deemed
extended solely as to the lease until entry of a final order
resolving such motion.

                       About Sears Methodist

As a leading Texas senior living icon established on Christian
principles, Sears Methodist Retirement System Inc. provides
secure, rewarding, and luxurious residency to seniors.  The system
includes: (i) eight senior living communities located in Abilene,
Amarillo, Lubbock, Odessa and Tyler, Texas; (ii) three veterans
homes located in El Paso, McAllen and Big Spring, Texas, managed
by Senior Dimensions, Inc., pursuant to contracts between SDI and
the Veterans Land Board of Texas; and (iii) Texas Senior
Management, Inc. ("TSM"), Senior Living Assurance, Inc. ("SLA")
and Southwest Assurance Company, Ltd. ("SWAC"), which provide, as
applicable, management and insurance services to the System.
Sears Methodist Senior Housing, LLC, is the general partner of,
and controls .01% of the interests in, Canyons Senior Living, L.P.
("CSL").

Sears Methodist and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14-
32821) on June 10, 2014.  The cases are assigned to Judge Stacey
G. Jernigan.

The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew
Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and
Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob
S. Frumkin, Esq., at DLA Piper LLP (US), in New York.  The
Debtors' financial advisor is Alvarez & Marsal Healthcare Industry
Group, LLC, while the Debtors' investment banker is Cain Brothers
& Company, LLC.  The Debtors' notice, claims and solicitation
agent is GCG Inc.

The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.

The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors.  The Committee is represented by
Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at
Greenberg Traurig, LLP, in Dallas, Texas.


SGK VENTURES: Has Until Oct. 31 to Access Cash Collateral
---------------------------------------------------------
SGK Ventures LLC, known as Keywell LLC before it sold its assets
in a court-sanctioned sale, has access to cash collateral until
Oct. 31, after the Bankruptcy Court earlier entered a Second Order
Amending the Second Final Order authorizing the use of cash
collateral.

NewKey Group, LLC and NewKey Group II, LLC consented to the Oct.
31 extension.

The Debtor has supplemented the budget to reflect use of cash
collateral for the period from Oct. 4, until Oct. 31.

The Court will convene a status hearing regarding the Debtor's
authorization for continued use of cash collateral on Oct. 29, at
10:00 a.m.  The Debtor is directed to file any proposed extension
of the use of cash collateral with the Court at least two days
prior to the status hearing.

                        About Keywell L.L.C.

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

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

Judge Eugene R. Wedoff presides over the case.

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

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

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

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

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


SHINGLE SPRINGS: Moody's Raises Corporate Family Rating to B2
-------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Shingle Springs
Tribal Gaming Authority (Shingle Springs or the Authority),
including its Corporate Family Rating to B2 from B3 and
Probability of Default Rating to B2-PD from B3-PD. At the same
time, Moody's upgraded the Authority's $15 million senior secured
first-out revolver due 2016 to B1 from B2, its $227 million senior
secured term loan due 2019 to B1 from B3, and also upgraded its
$260 million 9.75% senior unsecured notes due 2021 to B2 from B3.
The rating outlook is stable.

The upgrade reflects Shingle Springs' good operating performance
in the first half of 2014 despite the opening of the Graton Resort
and Casino in November 2013 -- a full service Las Vegas-style
casino located about 130 miles from Shingle Springs' Red Hawk
Casino. For the first six months of 2014, Shingle Springs was able
to grow revenue slightly (0.4%) versus the prior year. Also
supporting the upgrade is Moody's expectation that Shingle
Springs' debt/EBITDA will decline to about 3.5 times range, and
EBIT/interest will improve to about 3.0 times by the end of 2016,
from 3.9 times and 2.5 times, respectively, for the trailing
twelve months ended June 30, 2014. Shingle Springs' earnings will
improve as it continues to benefit from an August 2013 amendment
to its compact agreement with the state of California that exempts
the Authority from a roughly $25 million annual fee based on Class
III slots revenue. The exemption is valid through June 2015;
thereafter, the Authority is required to pay a reduced compact fee
through 2020. However, these fees will effectively be offset by
credits from the State of California.

Ratings upgraded:

Corporate Family Rating to B2 from B3

Probability of Default Rating to B2-PD from B3-PD

$15 million senior secured first out revolver expiring in 2016 to
B1 (LGD3) from B2 (LGD3)

$227 million senior secured term loan due 2019 to B1 (LGD3) from
B3 (LGD3)

$260 million senior unsecured notes due 2021 to B2 (LGD4) from B3
(LGD4)

Ratings Rationale

Shingle Springs' B2 Corporate Family Rating (CFR) also takes into
consideration the Authority's small size in terms of revenue and
single asset profile which subjects it to greater risks than a
multi-facility, more geographically diverse gaming company.
Shingle Spring's lack of diversification increases its
vulnerability to regional economic swings, market conditions,
promotional activity, and earnings compression. Shingle Springs,
like other regional operators, has seen weakness in certain parts
of its player database, reflected in fewer trips to casinos or
lower spending per visit. Other rating constraints comprise credit
risks common to Native American gaming issuers, including
uncertainty as to enforceability of lender's claims in bankruptcy
or liquidation. Moody's notes there is still a $30 million
judgment against the Authority related to the Sharp litigation.
While the Sharp litigation is still outstanding, Moody's
recognizes that an adverse decision would decrease the Authority's
financial flexibility; however, there is sufficient liquidity
between the unused $15 million committed revolver and approximate
$70 million of cash on hand at June 29, 2014 to mitigate such an
outcome.

Positive rating consideration includes Shingle Springs' low
leverage and good interest coverage. Moody's expects debt/EBITDA
will improve to about 3.5 times and EBIT/interest will be about
3.0 times by the end of 2016, both considered strong relative to
rated peers. Deleveraging is expected to come from improved
earnings along with absolute debt reduction through scheduled debt
amortization of roughly $7 million per year on its term loan and
through its 50% excess cash flow sweep. Moody's notes that the
excess cash flow sweep is calculated after both priority and
certain discretionary tribal distributions, but Moody's expects
the cash flow sweep will result in debt pay-down of about $20-$25
million in 2015 and thereafter. The rating is also supported by
Shingle Springs' very good liquidity profile.

The stable rating outlook reflects Moody's view that despite the
addition of new gaming supply in Shingle Springs' market, the
Authority will be able to generate good free cash flow and
maintain debt/EBITDA of about 3.5 times and EBIT/interest expense
of about 3.0 times.

Shingle Spring's ratings could be downgraded if earnings
deteriorate for any reason such that debt/EBITDA approaches 5.0
times or EBIT/interest approaches 2.0 times. Shingle Spring's
ratings could be upgraded if the company can improve earnings,
maintain positive free cash flow and good liquidity, as well as
continue to exhibit conservative financial policy in terms of its
tribal distributions.

The principal methodology used in this rating was Global Gaming
Industry published in June 2014. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009.

The Shingle Springs Tribal Gaming Authority is an unincorporated
governmental authority of the Shingle Springs Band of Miwok
Indians. The Authority was formed to develop, own and operate the
Red Hawk Casino, which opened on December 17, 2008 near
Sacramento, California. The casino features over 2,350 gaming
machines, 60 table games, a six-table poker room, and other
amenities.


ST. FRANCIS' HOSPITAL: DFC Acted as Advisor in Section 363 Sale
---------------------------------------------------------------
Deloitte Corporate Finance LLC on Oct. 14 disclosed that it acted
as exclusive financial advisor to Poughkeepsie-based St. Francis
Hospital in its Section 363 sale to Westchester Medical Center, an
advanced medical care and referral hospital located in Valhalla,
NY.  The acquisition closed in May 2014.

St. Francis Hospital filed for Chapter 11 bankruptcy protection in
December 2013, and DCF advised the hospital in connection with its
subsequent bankruptcy sale process.  The sale to Westchester
Medical Center was approved by the U.S. Bankruptcy Court in
February 2014.

"DCF's efforts in providing us the necessary market insight and
deal advice were critical to the completion of this transaction,"
said Art Nizza, CEO of St Francis Hospital.

"It has been a pleasure to work with the management team at
St. Francis on this transaction with Westchester Medical Center.
We are delighted that St. Francis will remain open and look
forward to seeing it continue to serve the community," said Simon
Gisby, managing director, Deloitte Corporate Finance LLC.

               About Westchester Medical Center

Founded in 1918, Westchester Medical Center --
http://www.westchestermedicalcenter.com-- is an advanced medical
care and referral hospital located in Valhalla, NY.  The center
has 643 beds and provides care in every clinical specialty through
its main hospital, the Maria Fareri Children's Hospital, and the
Behavioral Health Center.  Westchester Medical Center's services
are also accessible to residents of New York City and portions of
Fairfield County, Connecticut.

            About Deloitte Corporate Finance LLC

Deloitte Corporate Finance LLC (DCF) --
http://www.investmentbanking.deloitte.com/-- provides strategic
advisory services and M&A advice that help corporate,
entrepreneurial and private equity clients create and act upon
opportunities for liquidity, growth and long-term advantage.  With
an in-depth understanding of the marketplace and access to a
global network of investment bankers, DCF helps clients
confidently pursue strategic transactions in both domestic and
global markets.  DCF, together with the Corporate Finance Advisory
practices within the Deloitte Touche Tohmatsu Limited network of
member firms, include in excess of 1,900 professionals, who work
collaboratively across 150 international locations.  With its
significant experience providing investment banking services
across key industries, DCF is able to offer its clients solutions
that help them to achieve their strategic objectives.

The acquisition of St. Francis Hospital's assets by Westchester
Medical Center is a finalist for the M&A Advisor's M&A Deal of the
Year (over $25mm to $50mm), Restructuring Deal of the Year
(between $10mm and $100mm) and Healthcare/Life Sciences Deal of
the Year (up to $250mm).

Prior engagement performance is no guarantee of future performance
and may not be representative of the experience of other clients.
This communication is for informational purposes only and is not
intended as an offer or solicitation for the purchase or sale of a
security.

Deloitte Corporate Finance LLC, an SEC registered broker-dealer
and member of FINRA and SIPC is s an indirect wholly-owned
subsidiary of Deloitte Financial Advisory Services LLP and
affiliate of Deloitte Transactions and Business Analytics LLP.
Investment banking products and services within the United States
are offered exclusively through Deloitte Corporate Finance LLC.

                    About St. Francis Hospital

Founded in 1914, St. Francis Hospital -- http://www.sfhospital.org
-- is a general medical and surgical hospital located in
Poughkeepsie, NY.  The hospital has 333 beds and provides various
services including behavioral health programs, addiction recovery
services, a special needs preschool, a Level Two Trauma Center,
joint replacement and physical rehabilitation, the latest robotic
surgery procedures, and a comprehensive cancer program.

St. Francis' Hospital, Poughkeepsie, New York, and its four
affiliates sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 13-37725) on Dec. 17, 2013.
The case is assigned to Judge Cecelia G. Morris.  The Debtors'
counsel is Christopher M. Desiderio, Esq., at Nixon Peabody LLP,
in New York.


TACTICAL INTERMEDIATE: Plan Confirmation Hearing Set for Nov. 13
----------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware approved Tactical Intermediate Holdings, Inc., et al.'s
Disclosure Statement explaining their First Amended Chapter 11
Plan of Liquidation.

The Disclosure Statement is approved and all objections to it are
overruled.  The Ballots and Confirmation Hearing Notice are also
approved.

The Court also set these dates:

   -- Voting Record Date: September 19, 2014;

   -- Solicitation Date: October 3, 2014;

   -- Voting Deadline: November 6, 2014;

   -- Plan Objection Deadline: November 6, 2014;

   -- Deadline for filing responses to Plan Objections:
      November 11, 2014; and

   -- Confirmation Hearing: November 13, 2014, at 11:00 a.m.

The Plan reflects an agreement among the Debtors, the Prepetition
Senior Secured Lender, the Secured Noteholder, the Sponsor, and
the Official Committee of Unsecured Creditors, pursuant to which a
cash fund of $300,000 will be provided for payment of allowed
general unsecured claims.  In addition, holders of general
unsecured claims will receive their pro rata share of any
recoveries from Third-Party Claims not released under the Plan.
The Prepetition Senior Secured Lender and the Secured Noteholder
have also agreed to waive their right to receive a distribution on
account of their deficiency claims, which totaled more than $43
million in the aggregate.

Under the Plan, holders of general unsecured claims will recover
approximately 3.3% of the total amount of their allowed claims,
while the Prepetition Senior Secured Claim will recover
approximately 27% of the total amount of its allowed claim.

Copies of the Disclosure Statement Order and the Blacklined
version of the Disclosure Statement are available for free at:

* http://bankrupt.com/misc/TacticalIntermediate_DS_Order.pdf
* http://bankrupt.com/misc/TacticalIntermediate_1DS_Redlined.pdf

                   About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TARGA RESOURCES: Moody's Affirms Ba1 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service affirmed Targa Resources Partners LP's
(Targa) Ba1 Corporate Family Rating (CFR), Ba1-PD Probability of
Default Rating (PDR), Ba2 senior unsecured note rating and SGL-3
Speculative Liquidity Rating. Targa's rating outlook remains
positive. At the same time, Moody's placed Atlas Pipeline
Partners, L.P.'s (APL) and Atlas Energy, L.P.'s (ATLS) ratings on
review for upgrade. The rating outlooks for APL and ATLS were
previously stable.

Targa and its general partner (GP) Targa Resources Corp. (TRC,
unrated) announced on October 13, 2014 that they've entered into
agreements to acquire APL and APL's GP ATLS, respectively, for
approximately $7.7 billion. These transactions are expected to
close in the first quarter of 2015 subject to regulatory
clearance, customary closing conditions and unitholder/shareholder
votes. The acquisition of ATLS by TRC is also contingent on ATLS
completing a spin-off of its non-midstream assets prior to closing
and Targa's successful acquisition of APL.

"The acquisition of APL will significantly boost Targa's scale,
geographic diversity and growth prospects and position the
combined entity as one of the premiere midstream service providers
in the Permian Basin," commented Arvinder Saluja, Moody's
Assistant Vice President. "While Targa's consolidated leverage
(including new debt issued at TRC) will increase to 4.3x based on
projected 2015 EBITDA and there are inherent integration and
execution risks associated with an acquisition of this size,
Moody's believe there will be significant organic growth and
synergy opportunities over the next 12-18 months that will help
reduce leverage and maintain the positive rating momentum."

Affirmations:

Issuer: Targa Resources Partners LP

  Corporate Family Rating, Affirmed Ba1

  Probability of Default Rating, Affirmed Ba1-PD

  Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 (LGD4)

  Speculative Grade Liquidity Rating, Affirmed SGL-3

On Review for Upgrade:

Issuer: Atlas Pipeline Partners, L.P.

  Corporate Family Rating, Placed on Review for Upgrade, currently
B1

  Probability of Default Rating, Placed on Review for Upgrade,
currently B1-PD

  Senior Unsecured Regular Bond/Debenture, Placed on Review for
Upgrade, currently B2 (LGD4)

Issuer: Atlas Energy, L.P.

  Corporate Family Rating, Placed on Review for Upgrade, currently
B3

  Probability of Default Rating, Placed on Review for Upgrade,
currently B3-PD

  Senior Secured Bank Credit Facility, Placed on Review for
Upgrade, currently B3 (LGD4)

Outlook Actions:

Issuer: Targa Resources Partners LP

  Outlook, Remains Positive

  Issuer: Atlas Pipeline Partners, L.P.

   Outlook, Changed To Rating Under Review From Stable

  Issuer: Atlas Energy, L.P.

   Outlook, Changed To Rating Under Review From Stable

Ratings Rationale

Targa will benefit from APL's recent acquisitions, organic
expansion projects and complementary geographic footprint in Texas
and Oklahoma. APL on the other hand, will have better access to
capital, customers and markets. While APL's fee-based revenues are
not as high as Targa's, APL does have long term contract
arrangements with several large upstream players in some of the
most active drilling areas in the US that provide revenue
visibility.

Targa will assume approximately $1.8 billion of APL debt and
borrow an additional $200 million to cover transaction fees and
one-time cash payments to APL unitholders. TRC will take on $865
million of incremental debt to acquire ATLS that Moody's included
in Moody's consolidated leverage calculations given that TRC debt
has to be supported by cash distributions from Targa. Targa does
not intend to take out the APL bonds or provide a direct guarantee
to APL bondholders at this time.

Targa's positive outlook reflects Moody's expectation that it will
achieve its projected EBITDA in 2015 and remain committed to
reducing leverage. If leverage increases above 4.5x, the outlook
will likely be changed to stable.

An upgrade to Baa3 will be considered if Targa could sustain
leverage near 4x and continue to increase the proportion of fee-
based revenues and EBITDA. The CFR could be downgraded if Targa's
Debt/EBITDA rises over 5x because of a leveraging transaction
and/or weaker than expected earnings.

The review of APL's and ATLS's ratings reflects their acquisition
by a higher rated company. In the absence of a guarantee from
Targa, APL's notes will most likely be rated higher than the B2
level, but will not equalize with Targa's Ba2 senior unsecured
note rating. Moody's review of APL will focus on: 1) how APL is
folded under Targa , 2) whether Targa provides a direct guarantee
to APL's bondholders or redeems all or a portion of APL's debt, 3)
the implied support and ratings uplift attributable to Targa, 4)
the strategic direction of APL post closing, and 5) whether
competing bids for APL emerge. Moody's will also assess whether
the level of operational and financial disclosure available post
closing is sufficient to maintain Moody's separate ratings on APL.

ATLS's $238 term loan will likely be paid in full prior to closing
and will be acquired debt free by TRC, and in that case Moody's
will withdraw all of Moody's ratings on ATLS.

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

Targa Resources Partners LP is a midstream master limited
partnership headquartered in Houston, Texas, and is controlled by
Targa Resources Corp.


TEM ENTERPRISES: Submits Second Amended Plan of Reorganization
--------------------------------------------------------------
TEM Enterprises dba Xtra Airways submitted to the Bankruptcy Court
its Second Amended Plan of Reorganization, which among other
things, provides that the San Antonio Airport permit will be
assumed under the Plan.  A red-lined version of the Second Amended
Plan is available for free at:

        http://bankrupt.com/misc/TEMEnterprises_DS_Oct7.pdf

As reported in the Troubled Company Reporter on Oct. 10, 2014,
the Debtor asked the Bankruptcy Court to confirm its Second
Amended Plan of Reorganization as all classes of claims that have
voted and which are entitled to vote have accepted the Plan and
the Plan is feasible.

On Aug. 25, 2014, the Debtor filed its proposed Plan of
Reorganization and Disclosure Statement.  On Aug. 29, the
Bankruptcy Court entered an order conditionally approving the
Disclosure Statement.  On Sept. 10, the Debtor filed its First
Amended Disclosure Statement and First Amended Plan of
Reorganization to incorporate its exhibits and to make several
revisions.

The Debtor said in an Oct. 2 filing that will file its
Second Amended Disclosure Statement and Second Amended Plan of
Reorganization to incorporate changes requested by the Department
of Justice and the United States Trustee's Office and to make
other minor changes.  The Debtor said that due to ongoing
negotiations between the Debtor and Triton Aviation California
which could alter the information contained in the Disclosure
Statement and Plan, the Debtor intends to file its amendments to
such documents as soon as the issues relating to the Triton lease
are resolved.

In its amended brief in support of plan confirmation, the Debtor
stated that it has one impaired consenting class voting in favor
of its Plan (Class 3 General Unsecured Claims).  The Debtor
received 29 votes from 29 claimants with respect to the Plan.  All
but one of the claimants in Class 3 voted to accept the Plan and
99.46% in amount voted to accept the Plan.  Holders of priority
claims (Class 1), secured claims (Class 2) and equity interests
(Class 4) did not vote on the Plan; however classes 1 and 2 are
being paid in full and are therefore unimpaired and deemed to
accept the Plan.  Class 4 will receive nothing under the Plan and
therefore, is deemed to reject the Plan.

General unsecured creditors will receive a pro rata share of a new
capital contribution to the Debtor and are slated to recover 5% to
10% of their claims.

Triton is represented by:

         Michael Lynch, Esq.
         LYNCH LAW PRACTICE, PLLC
         8275 S. Eastern Avenue, Suite 200
         Las Vegas, NV 89123
         Tel: (702) 413-8282
         Fax: (702) 543-3279
         E-Mail: michael@lynchlawpractice.com

                    About Tem Enterprises

Tem Enterprises dba Xtra Airways is an operating charter airline
based in Boise, Idaho and incorporated in the State of Nevada.  In
the business for more than 23 years, the company primarily
provides commercial aircraft charter services to third party
charterers including: (a) Bahamas Air, up and down the East Coast;
and (b) U.S. Immigration and Customs Enforcement  deporting
illegal immigrants out of the United States from San Antonio,
Texas.  It also provides ad hoc charter flight services to various
contracting parties when available.

Tem Enterprises leases four aircraft in its charter operations.
On and prior to June 4, 2014, the company operated charter flights
out of Santiago, Chile, transporting Chilean mine-workers;
however, due to non-payment by the charterer, OneSpa, among other
reasons, the company was unable to pay rent under its lease with
the Vx Lessor.  It received a notice of termination from the Vx
Lessor on May 29, 2014.  The company was also a party to two other
leases, one with Triton Aviation California and one with AWAS.
The AWAS lease was rejected, and the Aircraft was purchased by
AerLine Holdings LLC and leased back to the company.

Tem Enterprises filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 14-13955) on June 4, 2014.  Judge August B. Landis
oversees the case.  The Debtor disclosed $6,129,714 in assets and
$18,386,432 in liabilities as of the Chapter 11 filing.  Lisa
Dunn, the president, signed the petition.

McDonald Carano Wilson LLP serves as the Debtor's counsel.


TMT GROUP: B Whale May Have Breached Iranian Regulations
--------------------------------------------------------
Eric Martin Stamford at TradeWinds reports that Adam Szubin,
director of the U.S. Treasury Department's Office of Foreign Asset
Control (Ofac), wrote to TMT Group chairperson Nobu Su, accusing
affiliate B Whale Corp of breaching the Iranian Transactions and
Sanctions Regulations during a ship-to-ship transfer in September
2013 by loading a cargo from National Iranian Tanker Co's
blacklisted crude carrier Nainital.

Mr. Szubin says in the letter -- a copy of which was submitted to
the U.S. Bankruptcy Court for the Southern District of Texas --
that the B Whale ore oiler allegedly received almost 2.09 million
barrels of "condensate crude oil" from Nainital.

TradeWinds relates that Nainital is one of several NITC ships
named on Ofac's list of Specially Designated Nationals and Blocked
Persons.  According to Mr. Szubin's letter, Ofac's finding that B
Whale violated sanctions is final unless it is challenged within
30 days.

TradeWinds reports that Ofac ruled out issuing monetary penalties
against TMT Group.

                           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.


TRIPLANET PARTNERS: Has Until Jan. 5 to Propose Chapter 11 Plan
---------------------------------------------------------------
The Bankruptcy Court extended Triplanet Partners, LLC's exclusive
periods to file a Chapter 11 plan until Jan. 5, 2015; and the time
to solicit acceptances for that Plan until March 6.  In seeking
its first exclusivity extension, the Debtor said it needed more
time as it has been embroiled in litigation with a former
employee, Benjamin Roberts, who has moved to dismiss the case.

                  About Triplanet Partners LLC

Triplanet Partners LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014.  Sophien
Bennaceur signed the petition as manager.  The Debtor disclosed
$19,946,560 in assets and $33,663,525 in liabilities.  Arnold
Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese &
Gluck, P.C., serves as the Debtor's counsel.  Judge Robert D.
Drain oversees the case.

No official committee of unsecured creditors has been appointed in
the case.

The Court entered an order extending until Oct. 15, 2014,
Triplanet Partners, LLC's time to assume or reject a non-
residential real property lease with Regus Management Group.


TRIPLANET PARTNERS: Hearing on Case Dismissal Bid Adjourned Dec. 8
------------------------------------------------------------------
The Bankruptcy Court adjourned to Dec. 8, 2014, the hearing to
consider the Internal Revenue Service's motion to dismiss the
Chapter 11 case of Triplanet Partners LLC; or, in the alternative,
convert the case to one under Chapter 7.

In its motion, the IRS explained that it has no way of accurately
assessing the Debtor's tax liabilities because the Debtor failed
to file its quarterly tax return in 2008 and has not filed
partnership tax forms for the last five years.

                      About Triplanet Planet

Triplanet Partners LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014.  Sophien
Bennaceur signed the petition as manager.  The Debtor disclosed
$19,946,560 in assets and $33,663,525 in liabilities.  Arnold
Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese &
Gluck, P.C., serves as the Debtor's counsel.  Judge Robert D.
Drain oversees the case.

No official committee of unsecured creditors has been appointed in
the case.


TRUMP ENTERTAINMENT: Icahn Says Labor Unrest Won't Disrupt Plan
---------------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
Carl Icahn will move ahead on his plan to take over the Trump Taj
Mahal even if the union representing more than 1,100 casino
workers goes on strike, Allan Brilliant, attorney for the
billionaire, told a bankruptcy judge.  According to the report,
U.S. Bankruptcy Judge Kevin Gross in Delaware said in a hearing on
Oct. 14 that he was concerned Mr. Icahn hadn?t made a firm
commitment to hold up his end of a potential bargain to bail the
company out of bankruptcy.

                About Trump Entertainment Resorts

Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to shutter its casinos.

TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey.  TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104.

The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only.  Judge Kevin Gross presides
over the Chapter 11 cases.

The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.

TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.

The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan.  The
Debtors also have trade debt in the amount of $13.5 million.


US CAPITAL: Files for Chapter 7 Liquidation
-------------------------------------------
Brian Bandell, Senior Reporter at the South Florida Business
Journal, reports that U.S. Capital Holdings has filed Chapter 7,
listing both its assets and debts between $10 million and $50
million each.

Accrdoing to the Business Journal, Wei Chen -- the manager of
Mapuche LLC, the entity that controls the Debtor -- signed the
Chapter 7 liquidation petition on Tuesday on behalf of Mapuche,
the Debtor and U.S. Capital/Fashion Mall.

Mapuche said in a news release, "It is the hope that the
bankruptcy filing will put the asset back into productive use
faster -- and with less disruption to all the non-owners, that is
the employees, subcontractors and our Plantation neighbors -- than
a state court liquidation."  Mapuche, according to Business
Journal, said they will pursue a bankruptcy auction.  Sun Sentinel
relates that Brett Lieberman, Esq., an attorney for Mapuche, said
his client will bid on the property at a public auction.

Mapuche, Business Journal reports, wanted to construct a mixed-use
321 North project in place of the closed Fashion Mall at
Plantation.  Sun Sentinel relates that a series of financial
problems and delays related to the recession hampered the
redevelopment.  Sun Sentinel states that Lord & Taylor pulled out
of Fashion Mall in 2003, Macy's shut its store in the mall in
2005, and the mall itself closed in 2007.  Sun Sentinel says that
Muvico's planned 14-screen theater at the mall which the Debtor
disclosed in 2008 didn't push through.  The report adds that
recent progress on the redevelopment was stalled after a
disagreement between the Debtor and its parent.

Business Journal says a Broward County judge recently ruled that a
key document regarding ownership of Mapuche was forged.  The
report states that Tangshan Ganglu Iron & Steel Co. chief Zhen
Zeng Du claims that the $158 million he sent to Mapuche for the
project was misappropriated by Mr. Chen.  According to the report,
Mr. Du filed a lawsuit seeking to oust Mr. Chen.

Mr. Du was not consulted about the Chapter 7 filing, Business
Journal reports, citing Mr. Lieberman.  Mr. Lieberman, according
to Business Journal, explained that by going into bankruptcy
court, Mr. Chen has effectively agreed to step aside.

Kenneth Welt was appointed as trustee in the case, Business
Journal states.

                    About US Capital Holdings

US Capital Holdings, LLC, and an affiliate, US Capital/Fashion
Mall, LLC, filed Chapter 11 petitions (Bankr. S.D. Fla. Case Nos.
12-14517 and 12-14519) in Forth Lauderdale, Florida, on Feb. 24,
2012.

US Capital/Fashion Mall is the owner of the former "Fashion Mall
at Plantation", now vacant, located at 321 N. University Drive, in
Plantation, Florida.  US Capital Holdings is the 100% owner of US
Capital/Fashion Mall.  The mall -- http://www.321north.com-- is
presently dormant, in part, as a result of a redevelopment plan
for the mall of a project called 321 North, which is intended to
be a major, retail, office and residential project.  The mall
suffered extensive hurricane damage from Hurricane Wilma, and has
yet to be paid on its insurance claim.

Judge John K. Olson presides over the case.

The Debtor listed assets of $11,496 and liabilities of
$22,777,428.


VINCE YOUNG: Tries to Sell Royal Oaks House for $815,000
--------------------------------------------------------
Barbara Kuntz, writing for Culturemap, reports that Vince Young is
selling his Royal Oaks house in Houston for $815,000.  The report
says that the house initially was put on sale in July for $849,000
after Mr. Young filed for Chapter 11 bankruptcy protection.

As reported by the Troubled Company Reporter on Jan. 23, 2014,
former University of Texas and NFL quarterback Vince Young filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No.
14- 30400), estimating assets between $500,001 and $1 million and
liabilities between $1,001,000 and $10 million.  U.S. Bankruptcy
Judge David Jones oversees the case.

The TCR reported on Feb. 12, 2014, that Mr. Young sought Chapter
11 protection because Pro Player Funding was about to seize his
assets.  Brian Kilmer, Esq., serves as Young's bankruptcy lawyer.
Sean Bellew, Esq., represents Pro Player Funding.


WASHINGTON MUTUAL: Trust Files Suit v. Former Directors, Officers
-----------------------------------------------------------------
WMI Liquidating Trust, formed pursuant to the confirmed Seventh
Amended Joint Plan of Affiliated Debtors under Chapter 11 of the
United States Bankruptcy Code of Washington Mutual, Inc., on
Oct. 14 filed a lawsuit in King County Superior Court in the State
of Washington against 16 former officers and directors of WMI.
The complaint alleges that the Defendants breached their fiduciary
duties to WMI and committed corporate waste by squandering the
company's financial resources.

On September 10, 2008, the Defendants implemented, approved or
acquiesced to a transaction that transferred $500 million of WMI's
capital to Washington Mutual Bank, a wholly-owned subsidiary of
WMI that was distressed and facing imminent seizure by the Federal
Deposit Insurance Corporation due to inadequate liquidity.  The
funds from WMI were already on deposit at WMB, so the transfer
increased the amount of regulatory capital on WMB's balance sheet
but did not address WMB's liquidity shortage.  On September 25,
2008, WMB and the $500 million of capital it received just 15 days
earlier from WMI were seized by the FDIC.  WMI filed for Chapter
11 the next day.

WMI Liquidating Trust is seeking damages, costs and reasonable
attorneys' fees, and other relief as the court deems just and
proper, including prejudgment interest at the legal rate.

A copy of the complaint and additional information about WMI
Liquidating Trust can be found at http://www.wmitrust.com/

                   About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on September 25, 2008, by
U.S. government regulators.  The next day, WaMu and its affiliate,
WMI Investment Corp., filed separate petitions for Chapter 11
relief (Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu
owns 100% of the equity in WMI Investment.


WHEATLAND MARKETPLACE: Sells Property, Exits Chapter 11
-------------------------------------------------------
Micah Maidenberg at Chicagobusiness.com reports that Wheatland
Market Place, LLC, has sold the 60,427-square-foot-square-foot
portion of the Wheatland Marketplace Shopping Center to a venture
of ArciTerra Group LLC for more than $10.1 million, allowing the
Debtor to pay off a loan balance of about $6.5 million.

As reported by the Troubled Company Reporter on Sept. 23, 2014,
the U.S. Bankruptcy Court for the Northern District of Illinois
ordered the dismissal of the Debtor's Chapter 11 case.  The Debtor
requested the dismissal in August, saying it expects the sale of
its assets to occur on Sept. 26, and that the proceeds of the sale
are enough to pay all creditors in full.

Chicagobusiness.com relates that the Debtor's manager, Paul
Lehman, said that there was some interest in financing the
shopping center "but nothing that was acceptable to the ownership
group."  The report says that instead of taking out a new loan,
the Debtor filed for Chapter 11 bankruptcy protection in 2013 to
give it time to find a buyer.

"The filing of the bankruptcy was purely a business move to keep
the lender, who was kept current on the loan, to keep them at bay
while we marketed the property and sold the property, for
significantly more than the debt," Chicagobusiness.com quoted Mr.
Lehman as saying.

                 About Wheatland Marketplace

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.


WOLF SANCTUARY: Files for Bankruptcy in Colorado Due to Wildfire
----------------------------------------------------------------
Katy Stech, writing for The Wall Street Journal, reported that
W.O.L.F. (Wolves Offered Life & Friendship) Sanctuary in Colorado
filed for bankruptcy, blaming the devastation from the High Park
wildfire that scorched roughly a third of the 162-acre property
where its 30 wolves roam.  According to the report, sanctuary
officials had to leave the nonprofit?s LaPorte, Colo., property
for nearly a month after the fire broke out in June 2012 and is
still fighting an insurer to pay for $60,000 to cover the damage.


WOLF MOUNTAIN PRODUCTS: Gets Court Approval to Sell Excess Assets
-----------------------------------------------------------------
Wolf Mountain Products LLC received approval from the U.S.
Bankruptcy Court for the District of Utah to sell some of its
excess assets through a private transaction.

The assets, which include equipment, vehicles, and other personal
properties, were not included in the sale transaction entered into
by the company and Hyponex on July 4, and approved by the court on
August 14.

The proceeds from the sale of the assets will be used to repay
creditors of the company, according to court filings.

A copy of the court order signed by U.S. Bankruptcy Judge Joel
Marker is available for free at http://is.gd/YaKI0f

                   About Wolf Mountain Products

Wolf Moutain Products' business consists of harvesting buried wood
and bark fines from property it owns in Panguitch, Utah and in
Lindon, Utah, and from leased property in Fredonia, Arizona and
thereafter selling its products to its customers.

Wolf Mountain Products, L.L.C., filed a Chapter 11 petition
(Bankr. D. Utah Case No. 13-33869) in Salt Lake City on Dec. 12,
2013.  Bryce J. Burns signed the petition as manager.

The Orem, Utah-based company disclosed $40,666,583 in assets and
$5,627,349 in liabilities as of the Petition Date.  Anna W.
Drake, Esq., at the law firm of Anna W. Drake, P.C., in Salt Lake
City, serves as the Debtor's counsel.  Judge Joel T. Marker
presides over the case.

The U.S. Trustee for Region 19 has selected three creditors to the
Official Committee of Unsecured Creditors for the case of the
Debtor.


* DFC Admits Five Practitioners as Principal or Partner
-------------------------------------------------------
Deloitte Financial Advisory Services recently admitted five
practitioners as principal or partner and named four as directors.

"Our newly-admitted principals and partner, as well as our newly-
promoted directors, have helped companies create opportunities for
growth, resilience and long-term advantage," said David Williams,
chief executive officer, Deloitte Financial Advisory Services LLP.
"I'm confident they'll continue to take a dedicated, disciplined
approach to their work as we continue to grow our business."

Deloitte Financial Advisory Services professionals focus in fields
that include advising clients on managing business controversy and
conflict, executing deals and maintaining regulatory compliance.

The promoted professionals are as follows:

Scott Bonin
Principal, Deloitte Transactions and Business Analytics LLP
Houston

Nathan Florio
Principal, Deloitte Transactions and Business Analytics LLP
Jersey City, N.J.

Jeff Griffiths
Principal, Deloitte Transactions and Business Analytics LLP
Chicago

Josh Johnston
Director, Deloitte Financial Advisory Services LLP
Dallas

Samantha Parish
Principal, Deloitte Financial Advisory Services LLP
San Francisco

George Psarianos
Director, Deloitte Transactions and Business Analytics LLP
New York

Holly H. Tucker
Partner, Deloitte Financial Advisory Services LLP
Dallas

Michael Taylor
Director, Deloitte Transactions and Business Analytics LLP
Boston

Sachin Verma
Director, Deloitte Financial Advisory Services LLP
Washington, D.C.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re Jessie Paul Ogle
   Bankr. D. Ariz. Case No. 14-11428
      Chapter 11 Petition filed July 24, 2014

In re Juvernaldo Cordon Cruz
   Bankr. C.D. Cal. Case No. 14-24085
      Chapter 11 Petition filed July 24, 2014

In re H. Tim Hoffman
   Bankr. N.D. Cal. Case No. 14-43085
      Chapter 11 Petition filed July 24, 2014

In re Eduardo E. Orozco
   Bankr. S.D. Fla. Case No. 14-26725
      Chapter 11 Petition filed July 24, 2014

In re Mark Richard Felts and Rita Felts
   Bankr. S.D. Fla. Case No. 14-26740
      Chapter 11 Petition filed July 24, 2014

In re Peter S. Tocco Building + Remodeling, LLC
   Bankr. D.N.J. Case No. 14-25163
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/njb14-25163.pdf
         represented by: Ellen M. McDowell
                         MCDOWELL POSTERNOCK LAW, P.C.
                         E-mail: emcdowell@mrpattorneys.com

In re Corehealth Medical Care, PLLC
   Bankr. E.D.N.Y. Case No. 14-43766
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/nyeb14-43766.pdf
         represented by: Harvey J. Cavayero, Esq.
                         HARVEY J. CAVAYERO & ASSOCIATES
                         E-mail: hcavayero@aol.com

In re NYNY Property Group Inc.
   Bankr. S.D.N.Y. Case No. 14-12154
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/nysb14-12154.pdf
         represented by: Gary Ginsburg, Esq.
                         LAW OFFICES OF GARY GINSBURG, ESQ.
                         E-mail: gginsburgesq@yahoo.com

In re LOHA Investments, Inc.
        dba Marshall's Automotive
   Bankr. D. Ore. Case No. 14-34240
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/orb14-34240.pdf
         represented by: Anthony V. Albertazzi, Esq.
                         ALBERTAZZI LAW FIRM
                         E-mail: a.albertazzi@albertazzilaw.com

In re Frankford Cleaners of Grant Avenue Inc.
   Bankr. E.D. Pa. Case No. 14-15924
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/paeb14-15924.pdf
         represented by: John M. Franklin, Esq.
                         KASHKASHIAN & ASSOCIATES
                         E-mail: JohnFranklin@comcast.net

In re Pezantes, Inc.
   Bankr. E.D. Pa. Case No. 14-70533
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/pawb14-70533.pdf
         Filed Pro Se

In re Tyson Paul Maples and Jennifer Kristina Maples
   Bankr. E.D. Tenn. Case No. 14-32357
      Chapter 11 Petition filed July 24, 2014

In re LifeSpan Resources of Texas, Inc.
   Bankr. N.D. Tex. Case No. 14-33528
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/txnb14-33528.pdf
         represented by: Robert M. Nicoud, Jr., Esq.
                         OLSON, NICOUD & GUECK, LLP
                         E-mail: rmnicoud@dallas-law.com

In re Trinity Development Corp.
   Bankr. W.D. Wash. Case No. 14-15591
     Chapter 11 Petition filed July 24, 2014
         See http://bankrupt.com/misc/wawb14-15591.pdf
         represented by: Andrew O. Carrington, Esq.
                         CARRINGTON LAW OFFICES P.C.
                         E-mail: Acarr2@aol.com

In re MMM Home Care, Inc.
   Bankr. W.D. Tex. Case No. 14-31431
      Chapter 11 Petition filed September 2, 2014
         represented by: Carlos A. Miranda, III, Esq.
                         MIRANDA & MALDONADO, P.C.
                         E-mail: cmiranda@mirandafirm.com

In re Angie Rose Jimenez
   Bankr. D. Ariz. Case No. 14-13709
      Chapter 11 Petition filed September 5, 2014

In re Unitas Fit Concepts, LLC
        aw Anytime Fitness
   Bankr. C.D. Cal. Case No. 14-15411
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/cacb14-15411.pdf
         represented by: Elaine Nguyen, Esq.
                         WEINTRAUB & SELTH, APC
                         E-mail: elaine@wsrlaw.net

In re Mildred P. Newsom
   Bankr. C.D. Cal. Case No. 14-21269
      Chapter 11 Petition filed September 5, 2014

In re Charles Andrew
   Bankr. S.D. Cal. Case No. 14-07189
      Chapter 11 Petition filed September 5, 2014

In re Steven Miller
   Bankr. D. Conn. Case No. 14-31675
      Chapter 11 Petition filed September 5, 2014

In re 903 Asylum Realty, LLC
   Bankr. D. Conn. Case No. 14-51387
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/ctb14-51387.pdf
         Filed Pro Se

In re Robert Jeffrey Monoson and Lisa Marie Monoson
   Bankr. M.D. Fla. Case No. 14-04344
      Chapter 11 Petition filed September 5, 2014

In re Lisa F. Lake
   Bankr. S.D. Fla. Case No. 14-30056
      Chapter 11 Petition filed September 5, 2014

In re ACC-Q-DATA, INC.
   Bankr. S.D. Fla. Case No. 14-30060
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/flsb14-30060.pdf
         represented by: Aaron A. Wernick, Esq.
                         FURR & COHEN
                         E-mail: awernick@furrcohen.com

In re A Happy Place Alf Inc.
   Bankr. S.D. Fla. Case No. 14-30081
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/flsb14-30081.pdf
         represented by: Janet C. Tacoronte, Esq.
                         JC LAW, P.A.
                         E-mail: janet@jclawmiami.com

In re S. Gail Force, LLC
   Bankr. S.D. Fla. Case No. 14-40514
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/flnb14-40514.pdf
         represented by: Allen Turnage, Esq.
                         ALLEN TURNAGE, P.A.
                         E-mail: service@turnagelaw.com

In re Daniel Jerry Troyer and Annell Mae Troyer
   Bankr. N.D. Ind. Case No. 14-12263
      Chapter 11 Petition filed September 5, 2014

In re Jeffrey E Carter
   Bankr. D.N.J. Case No. 14-28314
      Chapter 11 Petition filed September 5, 2014

In re MS & Sons Corp.
   Bankr. E.D.N.Y. Case No. 14-44547
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/nyeb14-44547.pdf
         Filed Pro Se

In re VIP Bar & Lounge, Inc.
   Bankr. E.D.N.Y. Case No. 14-44548
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/nyeb14-44548.pdf
         Filed Pro Se

In re Rhynes Antiques Co., LLC
   Bankr. M.D.N.C. Case No. 14-11040
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/ncmb14-11040.pdf
         represented by: J. Marshall Shelton, Esq.
                         LAW OFFICE OF J. MARSHALL SHELTON
                         E-mail: jmshelton006@jmsheltonlaw.com

In re Dart Ventures, LLC
   Bankr. W.D. Pa. Case No. 14-10959
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/pawb14-10959.pdf
         represented by: Michael J. Henny, Esq.
                         LAW OFFICES OF MICHAEL J. HENNY
                         E-mail: m.henny@hennylaw.com

In re Arthur C. Zeiber and Darlene M. Zeiber
   Bankr. W.D. Pa. Case No. 14-10958
      Chapter 11 Petition filed September 5, 2014

In re Douglas J. Hillegass
   Bankr. W.D. Pa. Case No. 14-70634
      Chapter 11 Petition filed September 5, 2014

In re Forty five 18 Ventures, LLC
        dba The Establishment/Smyth
   Bankr. N.D. Tex. Case No. 14-34358
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/txnb14-34358.pdf
         represented by: Eric A. Liepins, Esq.
                         ERIC A. LIEPINS, P.C.
                         E-mail: eric@ealpc.com

In re Thirteen 26 Ventures, LLC
        dba The Cedars Social
   Bankr. N.D. Tex. Case No. 14-34359
      Chapter 11 Petition filed September 5, 2014
         See http://bankrupt.com/misc/txnb14-34359.pdf
         represented by: Eric A. Liepins, Esq.
                         ERIC A. LIEPINS, P.C.
                         E-mail: eric@ealpc.com

In re In-Viro Technical Services, Inc.
        aka In-Viro Care Technical Services Inc.
   Bankr. D.P.R. Case No. 14-07374
      Chapter 11 Petition filed September 6, 2014
         See http://bankrupt.com/misc/prb14-07374.pdf
         represented by: Luis D. Flores Gonzalez, Esq.
                         LUIS D. FLORES GONZALEZ LAW OFFICE
                         E-mail: ldfglaw@coqui.net

In re Elizabeth Lisa Guemiksizian
   Bankr. C.D. Cal. Case No. 14-27125
      Chapter 11 Petition filed September 7, 2014

In re Richard E. Schrier
   Bankr. E.D.N.Y. Case No. 14-74105
      Chapter 11 Petition filed September 7, 2014

In re John Michael Chain
   Bankr. W.D. Pa. Case No. 14-23630
      Chapter 11 Petition filed September 7, 2014

In re David P. Jones
   Bankr. D. Ariz. Case No. 14-15019
      Chapter 11 Petition filed October 1, 2014

In re Lotus Consulting Engineers
   Bankr. C.D. Cal. Case No. 14-15911
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/cacb14-15911.pdf
         represented by: Mukunda V. Raghavan, Esq.

In re The Sutton Foundation
   Bankr. C.D. Cal. Case No. 14-15934
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/cacb14-15934.pdf
         represented by: Michael Jones, Esq.
                         M. JONES & ASSOICATES, PC
                         E-mail: mike@mjthelawyer.com

In re Charles Benjamin Bates, Jr.
   Bankr. M.D. Fla. Case No. 14-04828
      Chapter 11 Petition filed October 1, 2014

In re Sharon L. Haldes
   Bankr. N.D. Ill. Case No. 14-35752
      Chapter 11 Petition filed October 1, 2014

In re Daniel Zolkowski and Amy Williamson
   Bankr. N.D. Ill. Case No. 14-35832
      Chapter 11 Petition filed October 1, 2014

In re Mid-South Produce Company
   Bankr. D. Miss. Case No. 14-13699
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/msnb14-13699.pdf
         represented by: Craig M. Geno, Esq.
                         LAW OFFICES OF CRAIG M. GENO, PLLC
                         E-mail: cmgeno@cmgenolaw.com

In re Fabian D. Olivera, Inc.
        dba Mendoza Marble & Granite
   Bankr. D.N.J. Case No. 14-30134
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/njb14-30134.pdf
         represented by: Melinda D. Middlebrooks, Esq.
                         MIDDLEBROOKS SHAPIRO, P.C.
                      E-mail: middlebrooks@middlebrooksshapiro.com

In re Richard E. Cole, Jr. and Lynn E. Cole
   Bankr. D.N.J. Case No. 14-30137
      Chapter 11 Petition filed October 1, 2014

In re Vascular Radiology Associate, PLLC
   Bankr. E.D.N.Y. Case No. 14-45038
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/nyeb14-45038.pdf
         represented by: Harvey J. Cavayero, Esq.
                         HARVEY J CAVAYERO & ASSOCIATES
                         E-mail: hcavayero@aol.com

In re Schuylkill Rail Car, L.P.
   Bankr. M.D. Pa. Case No. 14-04585
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/pamb14-04585.pdf
         represented by: Markian R. Slobodian, Esq.
                         LAW OFFICES OF MARKIAN R. SLOBODIAN
                         E-mail: law.ms@usa.net

In re Plastic Home Products Inc.
   Bankr. D.P.R. Case No. 14-08152
      Chapter 11 Petition filed October 1, 2014
         See http://bankrupt.com/misc/prb14-08152.pdf
         represented by: Modesto Bigas Mendez, Esq.
                         BIGAS & BIGAS
                         E-mail: modestobigas@yahoo.com

In re Juan M. Maldonado Rabelo
   Bankr. D.P.R. Case No. 14-08157
      Chapter 11 Petition filed October 1, 2014

In re Roland Clark Colton
   Bankr. C.D. Cal. Case No. 14-15969
      Chapter 11 Petition filed October 3, 2014

In re Paul Lin Chen
   Bankr. C.D. Cal. Case No. 14-28889
      Chapter 11 Petition filed October 3, 2014

In re Ravinder Singh Gill
   Bankr. E.D. Cal. Case No. 14-29905
      Chapter 11 Petition filed October 3, 2014

In re Kristin M. Neeley
   Bankr. N.D. Cal. Case No. 14-11421
      Chapter 11 Petition filed October 3, 2014

In re Harold D. Garrison
   Bankr. S.D. Ind. Case No. 14-09237
      Chapter 11 Petition filed October 3, 2014

In re Joseph E. Miera
   Bankr. D. N.M. Case No. 14-12972
      Chapter 11 Petition filed October 3, 2014

In re VSAC, LLC
   Bankr. W.D. Pa. Case No. 14-24011
     Chapter 11 Petition filed October 3, 2014
         See http://bankrupt.com/misc/pawb14-24011.pdf
         represented by: Francis E. Corbett, Esq.
                         E-mail: fcorbett@fcorbettlaw.com

In re John Patrick Welsh
   Bankr. W.D. Pa. Case No. 14-24018
      Chapter 11 Petition filed October 3, 2014

In re Gary Allen Washington and Michele Anne Washington
   Bankr. D. S.C. Case No. 14-05589
      Chapter 11 Petition filed October 3, 2014

In re Michael T. Powers
   Bankr. D. S.C. Case No. 14-05595
      Chapter 11 Petition filed October 3, 2014

In re Eddie Hall Express LLC
   Bankr. E.D. Tenn. Case No. 14-14467
     Chapter 11 Petition filed October 3, 2014
         See http://bankrupt.com/misc/tneb14-14467.pdf
         represented by: Richard L. Banks, Esq.
                         RICHARD BANKS & ASSOCIATES, P.C.
                         E-mail: bmerriman@rbankslawfirm.com

In re Juan M Jimenez and Vivian Jimenez
   Bankr. D. N.M. Case No. 14-12976
      Chapter 11 Petition filed October 5, 2014

In re John Raymond Zarzynski and Georgia Anne Wilder
   Bankr. D. Ariz. Case No. 14-15176
      Chapter 11 Petition filed October 6, 2014

In re Anthony Arnold
   Bankr. E.D. Ark. Case No. 14-15365
      Chapter 11 Petition filed October 6, 2014

In re Dave Glenn Henry and Susan K. Henry
   Bankr. C.D. Cal. Case No. 14-28930
      Chapter 11 Petition filed October 6, 2014

In re Jeffrey Paul Browning
   Bankr. N.D. Cal. Case No. 14-31463
      Chapter 11 Petition filed October 6, 2014

In re Param S. Dhillon
   Bankr. N.D. Cal. Case No. 14-31464
      Chapter 11 Petition filed October 6, 2014

In re Marion C. Ramcharan
   Bankr. S.D. Fla. Case No. 14-32323
      Chapter 11 Petition filed October 6, 2014

In re Regine Barosy
   Bankr. S.D. Fla. Case No. 14-32296
      Chapter 11 Petition filed October 6, 2014

In re Edward Lee Bouie and Wendolyn Bouie
   Bankr. N.D. Ga. Case No. 14-69637
      Chapter 11 Petition filed October 6, 2014

In re Lynch Land Holdings LLC
   Bankr. N.D. Ga. Case No. 14-69788
     Chapter 11 Petition filed October 6, 2014
         See http://bankrupt.com/misc/ganb14-69788.pdf
         represented by: M. Denise Dotson, Esq.
                         M. DENISE DOTSON, LLC
                         E-mail: ddotsonlaw@me.com

In re Second Chance of Springfield Inc.
        aka Second Chance of Jacksonville Inc
   Bankr. S.D. Ill. Case No. 14-31659
     Chapter 11 Petition filed October 6, 2014
         See http://bankrupt.com/misc/ilsb14-31659.pdf
         Filed Pro Se

In re The American Legion, Department of MD,
Jackson-Johnson Memorial Post #263, Inc.
   Bankr. D. Md. Case No. 14-25464
     Chapter 11 Petition filed October 6, 2014
         See http://bankrupt.com/misc/mdb14-25464.pdf
         represented by: Karen H. Moore, Esq.
                         LAW OFFICE OF LORI SIMPSON, LLC
                         E-mail: kmoore@lsimpsonlaw.com

In re Dawn Ellen Shrum
   Bankr. M.D. Tenn. Case No. 14-07965
      Chapter 11 Petition filed October 6, 2014

In re George E. Fowler, III
   Bankr. N.D. Tex. Case No. 14-44049
      Chapter 11 Petition filed October 6, 2014

In re Christian Discipleship Outreach, Inc.
   Bankr. S.D. Tex. Case No. 14-10376
     Chapter 11 Petition filed October 6, 2014
         See http://bankrupt.com/misc/txsb14-10376.pdf
         represented by: Abelardo Limon, Jr., Esq.
                         LIMON LAW OFFICE PC
                         E-mail: alimon@limonlaw.com

In re OK, LLC
   Bankr. S.D. Tex. ase No. 14-20407
     Chapter 11 Petition filed October 6, 2014
         See http://bankrupt.com/misc/txsb14-20407.pdf
         represented by: Jesse Blanco, Jr, Esq.
                         E-mail: jesseblanco@sbcglobal.net

In re Centro Medico Community Clinic, Inc.
   Bankr. C.D. Cal. Case No. 14-22467
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/cacb14-22467.pdf
         represented by: Reem J. Bello, Esq.
                         WEILAND, GOLDEN, SMILEY, WANG EKVAL
                         E-mail: rbello@wgllp.com

In re Charles Martinez
   Bankr. E.D. Cal. Case No. 14-30023
      Chapter 11 Petition filed October 7, 2014

In re W.O.L.F.
        aka W.O.L.F., a Colorado Non-Profit Corporation
   Bankr. D. Colo. Case No. 14-23662
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/cob14-23662.pdf
         represented by: Jeffrey Weinman, Esq.
                         WEINMAN & ASSOCIATES, P.C.
                         E-mail: jweinman@epitrustee.com

In re Richard George Beach
   Bankr. N.D. Cal. Case No. 14-54096
      Chapter 11 Petition filed October 7, 2014

In re Craig A. Foster
   Bankr. S.D. Fla. Case No. 14-32449
      Chapter 11 Petition filed October 7, 2014

In re Gadson Herndon Woodall III
   Bankr. N.D. Ga. Case No. 14-69832
      Chapter 11 Petition filed October 7, 2014

In re Buffalo EG Property Management LLC
        dba Buffalo EG Property, LLC
   Bankr. W.D.N.Y. Case No. 14-12326
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/nywb14-12326.pdf
         Filed Pro Se

In re Buffalo EGM, LLC
        dba Buffalo EGM Property, LLC
   Bankr. W.D.N.Y. Case No. 14-12327
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/nywb14-12327.pdf
         Filed Pro Se

In re Alice M. Redding
   Bankr. E.D.N.C. Case No. 14-05812
      Chapter 11 Petition filed October 7, 2014

In re John Joseph Louis Johnson, III
   Bankr. S.D. Ohio Case No. 14-57104
      Chapter 11 Petition filed October 7, 2014

In re E F L Partners X
   Bankr. E.D. Pa. Case No. 14-18043
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/paeb14-18043.pdf
         Filed Pro Se

In re Shake, Rattle & Roll, Inc.
   Bankr. S.D. Tex. Case No. 14-35594
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/txsb14-35594.pdf
         represented by: Margaret Maxwell McClure, Esq.
                         LAW OFFICE OF MARGARET M. MCCLURE
                         E-mail: margaret@mmmcclurelaw.com

In re Performing Arts Valuing Excellence
   Bankr. D. Md. Case No. 14-25548
      Chapter 11 Petition filed October 7, 2014
         See http://bankrupt.com/misc/mdb14-25548.pdf
         Filed Pro Se

In re Natural Health Care Alternatives, P.C.
   Bankr. D. Ariz. Case No. 14-15325
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/mdb14-15325.pdf
         represented by: Patrick F. Keery, Esq.
                         HAGUE KEERY & MCCUE, PLLC
                         E-mail: pfk@hkmaz.com

In re Frank B. Hatch and Mary Lou Hatch
   Bankr. D. Ariz. Case No. 14-15326
      Chapter 11 Petition filed October 8, 2014

In re JDB LLC
   Bankr. D. Colo. Case No. 14-23711
      Chapter 11 Petition filed October 8, 2014
         Filed Pro Se

In re Matthew D Lilly
   Bankr. D. Conn. Case No. 14-21997
      Chapter 11 Petition filed October 8, 2014

In re RB Miami Place, LLC
   Bankr. S.D. Fla. Case No. 14-32497
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/flsb14-32497.pdf
         represented by: Michael S. Hoffman, Esq.
                         HOFFMAN, LARIN & AGNETTI, P.A.
                         E-mail: Mshoffman@hlalaw.com

In re Devault Corner, LLC
   Bankr. S.D. Ind. Case No. 14-09350
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/insb14-09350.pdf
         represented by: KC Cohen, Esq.
                         KC COHEN, LAWYER, PC
                         E-mail: kc@esoft-legal.com

In re Paul Shkrelja and Sharon Shkrelja
   Bankr. E.D. Mich. Case No. 14-55824
      Chapter 11 Petition filed October 8, 2014

In re To-Do Development, LLC
   Bankr. N.D.N.Y. Case No. 14-12210
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/nynb14-12210.pdf
         represented by: Christian H. Dribusch, Esq.
                         THE DRIBUSCH LAW FIRM
                         E-mail: cdribusch@chdlaw.net

In re Porous Power Technologies, LLC
   Bankr. E.D. Pa. Case No. 14-18083
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/paeb14-18083.pdf
         represented by: Brian Joseph Smith, Esq.
                         BRIAN J. SMITH & ASSOCIATES, P.C.
                         E-mail: bsmith@lawbjs.com

In re Delicias Rikenas, Inc.
   Bankr. D.P.R. Case No. 14-08339
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/prb14-08339.pdf
         represented by: Jesus Enrique Batista Sanchez, Esq.
                         THE BATISTA LAW GROUP, PSC
                         E-mail: rosafblg@gmail.com

In re Texas Mining Ventures LLC
   Bankr. S.D. Tex. Case No. 14-35624
      Chapter 11 Petition filed October 8, 2014
         See http://bankrupt.com/misc/txsb14-35624.pdf
         Filed Pro Se

In re Robert Coleman
   Bankr. W.D. Wis. Case No. 14-14346
      Chapter 11 Petition filed October 8, 2014

In re Chizuco Coleman
   Bankr. W.D. Wis. Case No. 14-14347
      Chapter 11 Petition filed October 8, 2014

In re Christopher Okoronkwo
   Bankr. N.D. Cal. Case No. 14-54131
      Chapter 11 Petition filed October 9, 2014

In re Oreo Chasseur LLC
   Bankr. M.D. Fla. Case No. 14-11370
      Chapter 11 Petition filed October 9, 2014
         See http://bankrupt.com/misc/flmb14-11370.pdf
         represented by: Christopher P. Hancock, Esq.
                         MORRIS & HANCOCK, PA
                         E-mail: c.hancock@morrishancock.com

In re Carol Stenstrom
   Bankr. M.D. Fla. Case No. 14-11957
      Chapter 11 Petition filed October 9, 2014

In re Ruby Davis
   Bankr. N.D. Ill. Case No. 14-36769
      Chapter 11 Petition filed October 9, 2014

In re Miguel A. Morales and Sandra Luz Morales
   Bankr. D. Nev. Case No. 14-16796
      Chapter 11 Petition filed October 9, 2014

In re Rito Valtierrez
   Bankr. D. Nev. Case No. 14-16813
      Chapter 11 Petition filed October 9, 2014

In re Jorge Luis Valentin Diaz
   Bankr. D.P.R. Case No. 14-08363
      Chapter 11 Petition filed October 9, 2014

In re Ecsem, Corporation
   Bankr. D.P.R. Case No. 14-08379
      Chapter 11 Petition filed October 9, 2014
         See http://bankrupt.com/misc/prb14-08379.pdf
         represented by: Mary Ann Gandia, Esq.
                         GANDIA FABIAN LAW OFFICE
                         E-mail: gandialaw@gmail.com

In re AZ Real Deal, Inc.
        fdba Rolling Cars Auto Center, Inc.
   Bankr. D. Ariz. Case No. 14-15404
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/azb14-15404.pdf
         represented by: Allan D. Newdelman, Esq.
                         ALLAN D NEWDELMAN, P.C.
                         E-mail: anewdelman@adnlaw.net

In re Joseph Youseffia
   Bankr. C.D. Cal. Case No. 14-14636
      Chapter 11 Petition filed October 10, 2014

In re 5709 Glencoe LLC
   Bankr. S.D. Cal. Case No. 14-08070
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/casb14-08070.pdf
         represented by: J. Daniel Holsenback, Esq.
                         HOLSENBACK, APC
                         E-mail: dan@holsenbackapc.com

In re Global Gate Controls, Inc.
        dba Remote Replacers
   Bankr. D. Colo. Case No. 14-23818
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/cob14-23818.pdf
         represented by: David Warner, Esq.
                         SENDER WASSERMAN WADSWORTH, P.C.
                         E-mail: david.warner@sendwass.com

In re NIYA Avenues, LLC
   Bankr. M.D. Fla. Case No. 14-04997
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/flmb14-04997.pdf
         represented by: Jason A. Burgess, Esq.
                         THE LAW OFFICES OF JASON A. BURGESS, LLC
                         E-mail: jason@jasonaburgess.com

In re Meredith M Daniels
   Bankr. M.D. Fla. Case No. 14-11981
      Chapter 11 Petition filed October 10, 2014

In re Thomas Land Investments
   Bankr. D. Hawaii Case No. 14-01363
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/hib14-01363.pdf
         represented by: Walter R. Schoettle, Esq.
                         WALTER R. SCHOETTLE, AAL
                         E-mail: papaaloa@umich.edu

In re Basic Fire Protection, Inc.
   Bankr. N.D. Ill. Case No. 14-36834
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/ilnb14-36834.pdf
         represented by: Thomas R. Fawkes, Esq.
                         FREEBORN & PETERS
                         E-mail: tfawkes@freeborn.com

In re Reivax Distributions, LLC
   Bankr. W.D. Ky. Case No. 14-33787
      Chapter 11 Petition filed October 12, 2014
         See http://bankrupt.com/misc/kywb14-33787.pdf
         represented by: Gordon A. Rowe, Jr., Esq.
                         LAW OFFICE OF GORDON ROWE
                         E-mail: g3rowelaw@aol.com

In re Roger Shane Carroll
   Bankr. N.D. Okla. Case No. 14-12227
      Chapter 11 Petition filed October 10, 2014

In re LGD Real Estate Partners, LP
   Bankr. E.D. Pa. Case No. 14-18143
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/paeb14-18143.pdf
         represented by: Michael Anthony Bowman, Esq.
                         BOWMAN & PARTNERS, LLP
                         E-mail: MBowman@bowmanltd.com

In re TLH Foods, LLC
   Bankr. S.D. W.Va. Case No. 14-20534
      Chapter 11 Petition filed October 10, 2014
         See http://bankrupt.com/misc/wvsb14-20534.pdf
         represented by: Andrew S. Nason, Esq.
                         PEPPER & NASON
                         E-mail: andyn@peppernason.com

In re Batteries in a flash.com, Inc.
   Bankr. D. Nev. Case No. 14-16837
      Chapter 11 Petition filed October 12, 2014
         See http://bankrupt.com/misc/nvb14-16837.pdf
         represented by: Randy M. Creighton, Esq.
                         BOGATZ LAW GROUP
                         E-mail: rcreighton@isbnv.com

In re Garth A. MacLeod
   Bankr. W.D. Wash. Case No. 14-17526
      Chapter 11 Petition filed October 12, 2014

In re Alvaro Garcia
   Bankr. C.D. Cal. Case No. 14-29342
      Chapter 11 Petition filed October 13, 2014

In re Kenneth David Gonzales
   Bankr. N.D. Cal. Case No. 14-54150
      Chapter 11 Petition filed October 13, 2014

In re Palm Beach Realty Sales, LLC
   Bankr. S.D. Fla. Case No. 14-32762
      Chapter 11 Petition filed October 13, 2014
         See http://bankrupt.com/misc/flsb14-32762.pdf
         represented by: Barry S. Mittelberg, Esq.
                         BARRY S MITTELBERG, P.A.
                         E-mail: barry@mittelberglaw.com

In re Cosmopolitan Church of God in Christ, Independent, Inc.
   Bankr. N.D. Ill. Case No. 14-37015
      Chapter 11 Petition filed October 13, 2014
         See http://bankrupt.com/misc/ilnb14-37015.pdf
         represented by: Timothy C. Culbertson, Esq.
                         LAW OFFICES OF TIMOTHY C. CULBERTSON
                         E-mail: tcculb@yahoo.com

In re Floyd G. Goodman
   Bankr. W.D. Mich. Case No. 14-06560
      Chapter 11 Petition filed October 13, 2014



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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
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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