TCR_Public/141021.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Tuesday, October 21, 2014, Vol. 18, No. 293

                            Headlines

ACCELPATH INC: EIP Cancels Agreement and Plan of Reorganization
ADVANCED MICRO DEVICES: Posts $17MM Profit in Third Quarter
ALCO STORES: Store Closing Procedures Approval Sought
ALCO STORES: Has Interim Authority to Obtain $50-Mil. in DIP Loans
ALCO STORES: Has Authority to Pay AWG's $2.1-Mil. Claim

ALCO STORES: Schedules Filing Date Extended to Nov. 14
ALCO STORES: Court Issues Joint Administration Order
ALLEGIAN INSURANCE: A.M. Best Cuts Fin. Strength Rating to B(fair)
ALLIED IRISH: Irish High Court Approves Capital Reduction
AMERICAN COMMERCE: Incurs $98,000 Net Loss in Second Quarter

ANDREWS COUNTY WASTE: Voluntary Chapter 11 Case Summary
ARAMARK SERVICES: Moody's Affirms B1 Corporate Family Rating
ARAMID ENTERTAINMENT: Seeks Jan. 2015 Extension of Exclusivity
ARC GROUP: Receives Nasdaq Listing Non-Compliance Notice
ASPEN SIERRA: Friends of ArrowCreek Acquiring Golf Course

ASSOCIATED WHOLESALERS: Gets Final OK of $193-Mil. Financing
BION ENVIRONMENTAL: Senate Bill 994 to be Re-Introduced in 2015
BROWN PUBLISHING: EDNY Court Rules on Appeal in Trust Suit v. AXA
BUCCANEER ENERGY: Bid & Sale Terms Meet Objection From Cook Inlet
CASTLETON APARTMENT: Utility Cos. Compelled to Continue Services

CHC-CHESTNUT RIDGE: Case Summary & 20 Largest Unsecured Creditors
CLIFFS NATURAL: Moody's Lowers Corporate Family Rating to Ba2
CAESARS ENTERTAINMENT: Affords Secured Creditors Lien on Cash
CANNERY CASINO: Moody's Affirms B3 CFR & Changes Outlook to Neg.
CHINA GINSENG: Incurs $4.7 Million Net Loss in Fiscal 2014

CLOUDEEVA INC: Evidentiary Hearing Set on Case Dismissal Order
COMMUNITY ACTION: No Longer Head Start Program's Local Grantee
EAGLE BULK: Plan Effective Date Occurred on Oct. 15
EDGENET INC: Oct. 27 Hearing to Approve Disclosure Statement
ELIZABETH ARDEN: Moody's Lowers Corporate Family Rating to B2

ENDEAVOUR INT'L: Nov. 10 Hearing on Proposed Adequate Protection
ENDEAVOUR INT'L: Has Interim Authority to Pay Royalties
ENDEAVOUR INT'L: Has Interim Approval of Trading Protocol
ENDEAVOUR INT'L: Can Employ KCC as Claims & Noticing Agent
ENDEAVOUR INT'L: Obtains Interim Stock & Trading Claims Order

ENERGY FUTURE: Gets Judge's Nod For $20M Executive Bonus Plan
ENERGY FUTURE: May Pay $20 Million in Executive Bonuses
FALCON STEEL: Ryan LLC Approved as Property Tax Consultant
FALCON STEEL: Wants Plan Exclusivity Extended Until Dec. 26
FALCON STEEL: Has Until Dec. 31 to File Claims vs. Lender

FALCON STEEL: Gets Approval of Consulting Deal With Former CEO
FRONTIER INSURANCE: Bankr. Judge Won't Dismiss Liquidator's Suit
GARLOCK SEALING: Court Adjourns Disclosure Statement Hearing
GENERAL MOTORS: Fitch Rates Amended Unsecured Facilities 'BB+'
GENERAL MOTORS: Hit With $10B Defect Claims Over Resale Value

GREEN AUTOMOTIVE: CEO Ian Hobday Quits; New CFO Named
GREYSTONE LOGISTICS: Posts $214,000 Net Income in Aug. 31 Qtr.
ISC8 INC: Appointment Chief Reorganizing Officer
GRIDWAY ENERGY: Trustee Objects To Exclusivity Extension
GT ADVANCED: Judge Doubts Need For Secrecy

GT ADVANCED: Delisted From NASDAQ; To Fire 727 Mesa Plant Workers
HARDWARE HOLDINGS: S&P Raises Rating on $100MM 1st Lien Loan to B
HAYES LARGE ARCHITECTS: Case Summary & 20 Top Unsecured Creditors
INTELLIPHARMACEUTICS INT'L: Incurs $1.7MM Net Loss in 2nd Quarter
INVERSIONES ALSACIA: Court Sets Dec. 4 Plan Hearing

INVERSIONES ALSACIA: Wins Approval of First Day Motions
INVERSIONES ALSACIA: Wants to Pay $36.8-Mil. to Critical Vendors
INVERSIONES ALSACIA: Seeks to Assume Plan Support Agreement
ITR CONCESSION: 4 Groups Mull Offers; Auction Expected in October
J.C. PENNEY: At Risk of Bankr.; Taps Marvin Ellison as CEO

LAKE CHARLES RETAIL: Bankr. Judge Won't Hear Suit Over Foreclosure
LAMSON & GOODNOW: 2 Investors Try to Help Co. Out of Bankruptcy
LEHMAN BROTHERS: Merrill Lynch Can't Shake $21M Swaps Demand
LDK SOLAR: Creditors OK Cayman, Hong Kong Schemes of Arrangement
LONGVIEW POWER: Exclusive Plan Filing Date Extended to Dec. 31

MID-CONTINENT UNIVERSITY: Sued by Teachers for Contract Breach
MOUNTAIN PROVINCE: Closes C$100-Mil. Bought Deal Financing
COMSTOCK MINING: Incurs $1.9 Million Net Loss in Third Quarter
MS MARK SHALE: Tries to Generate Revenue Through Referral Links
MPM SILICONES: Bankr. Judge Rules in Bond Trustees' Suit v. JPM

MARY SANTIAGO: New York High Court Considers Rent-Regulated Leases
MATAGORDA ISLAND: Amends Top 20 Unsecured Creditors List
NAARTJIE CUSTOM: Gets Approval of Agreement With Great American
AMSTERDAM HOUSE: Working With Nassau to Issue $221MM IDA Bonds
NATIONAL AIR CARGO: Case Summary & 20 Largest Unsecured Creditors

NBRS FINANCIAL: Howard Bank Assumes All Deposits
NEW TESTAMENT CHURCH: Case Summary & 6 Top Unsecured Creditors
NORTHWEST GF MUTUAL: A.M. Best Affirms 'B-' Fin. Strength Rating
NOVA CHEMICALS: Moody's Assigns Ba2 Rating on New $500MM Sr. Notes
NOVA CHEMICALS: S&P Assigns BB+ Rating on Proposed $500MM Notes

ORANGE REGIONAL: Fitch Affirms 'BB+' Rating on $248MM 2008 Bonds
PANTECH CO: Asks for U.S. Recognition of Korean Bankruptcy
PETTERS COMPANY: Trustee Taps Kobre & Kim as Special Counsel
PETTERS COMPANY: Trustee Taps Gaffney, Gallagher as Investigator
PRIME TIME: To Sell Assets to Prime Time Acquisition for $8.15MM

PROSPECT SQUARE 07: Seeks Approval of Settlement With MSCI
PVA APARTMENTS: Voluntary Chapter 11 Case Summary
SAINT FRANCIS' HOSPITAL: To Remain Open, Financial Advisor Says
ROSETTA GENOMICS: Three More Items Added on Meeting Agenda
XZERES CORP: Incurs $3 Million Net Loss in Second Quarter

SANDORD AND SON: Voluntary Chapter 11 Case Summary
SEARS HOLDINGS: Sears Canada Files Form F-10 Prospectus
SEARS METHODIST: Texas Tech Objects to Asset Sale
SHOTWELL LANDFILL: LSCG Fund Files 3rd Amended Liquidation Plan
SHOTWELL LANDFILL: Files Supplement to Reorganization Plan

SHREE ARIHANT: Economy Inn Sold for $1.29MM at Foreclosure Auction
SRKO FAMILY: Hearing to Consider Plan Approval Is on Oct. 24
STANLEY THAW: Non-Bankrupt Spouse's Homestead Can Be Sold
STARR PASS: Wants Plan Filing Deadline Moved to December 9
SUNGARD DATA: Moody's Rasies Unsecured Notes Rating to B3

TERESA GIUDICE: Pleads Guilty Over Fake License
TRIGEANT HOLDINGS: Files 1st Amended Plan & Disclosure Statement
TRINET HR: S&P Raises CCR to 'B+' on Good Operating Performance
TRUMP ENTERTAINMENT: Says Union Is 'Sacrificing' Workers' Jobs
UNI-PIXEL INC: To Hold Third Quarter Conference Call on Nov. 6

UNIVERSAL HEALTH: Court Amends Gregory Sharer Retention Order
URS CORP: Moody's Lowers Senior Secured Debt Rating to B1
US STEEL CANADA: Has Tentative Deal on Hamilton Works Contract
VARIANT HOLDING: Amends List of Top 20 Unsecured Creditors
VEDE JACOB MILLER: Means Test Includes Salary Received

VIGGLE INC: To Issue 3.3MM Shares Under 2011 Incentive Plan
WATERFORD SPEEDBOWL: Owner Could Lose Track at Foreclosure Auction
WEST CORP: To Redeem Outstanding 7.875% Senior Notes Due 2019
WESTMORELAND COAL: Agrees to Buy Oxford Resource General Partner

* Fed Official Calls for End of Gov't Rescue of Large Fin'l Firms

* Large Companies With Insolvent Balance Sheet


                             *********


ACCELPATH INC: EIP Cancels Agreement and Plan of Reorganization
---------------------------------------------------------------
On Oct. 24, 2013, AccelPath and Energy Innovative Products entered
into an Agreement and Plan of Reorganization in which EIP was to
become a wholly-owned subsidiary of AccelPath.  On Oct. 9, 2014,
EIP gave notice to Accelpath of its intention to terminate the
Agreement.  As a result, the parties will take all action required
to unwind the transaction, including the return and surrender by
Accelpath of the common stock its holds in EIP, and the return and
surrender by EIP of its 3,500 shares of Series I Preferred Stock
of AccelPath. Accelpath will retire all shares of Series I
Preferred Stock to treasury.

                   Securities Purchase Agreement

On Oct. 16, 2014, AccelPath entered into a Securities Purchase
Agreement with the common stock and preferred stock shareholders
of Village Tea Distributors, Inc., holding seventy percent (70%)
of common stock and all the Series A Preferred Stock of Village
Tea.  Upon the closing of the transaction, Village Tea will become
a majority-owned subsidiary of AccelPath.  Accelpath agrees to
issue 1,525 shares of a newly designated series of convertible
preferred stock to the Sellers, which will be designated as Series
J Preferred Stock.  The Series J Preferred Stock will have a
stated value per share equal to $1,000, will pay an annual
dividend of 10% in cash or common stock, and will be convertible
at the holder's option, subject to beneficial ownership
limitations, into shares of the common stock of Accelpath at a
conversion price equal to eighty percent (80%) of the lowest
closing bid price for the Common Stock during the thirty (30)
trading days immediately preceding a Conversion Date.  Accelpath
agrees to assume $538,500 worth of the debt obligations of Village
Tea in connection with the Agreement.  The Parties anticipate the
closing to occur on or before Dec. 1, 2014.

                          About AccelPath

Gaithersburg, Md.-based AccelPath has two primary businesses:
AccelPath, LLC, and Digipath Solutions, LLC, are in the business
of enabling pathology diagnostics and Technest, Inc. (a 49% owned
subsidiary) is in the business of the design, research and
development, integration, sales and support of three- dimensional
imaging devices and systems.

John Scrudato CPA expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
had an accumulated deficit at June 30, 2014, a net loss and net
cash used in operating activities for the fiscal year then ended.

The Company reported a net loss of $2.51 million on $216,000 of
revenues for the fiscal year ended June 30, 2014, compared with a
net loss of $1.99 million on $334,616 of sales in the prior year.

The Company's balance sheet at June 30, 2014, showed $1.13 million
in total assets, $2.75 million in total liabilities and a
stockholders' deficit of $1.63 million.


ADVANCED MICRO DEVICES: Posts $17MM Profit in Third Quarter
-----------------------------------------------------------
Advanced Micro Devices, Inc., reported net income of $17 million
on $1.42 billion of net revenue for the three months ended
Sept. 27, 2014, compared to net income of $48 million on $1.46
billion of net revenue for the three months ended Sept. 28, 2013.

For the nine months ended Sept. 27, 2014, the Company reported a
net loss of $39 million on $4.26 billion of net revenue compared
to a net loss of $172 million on $3.71 billion of net revenue for
the nine months ended Sept. 28, 2013.

As of Sept. 27, 2014, the Company had $4.32 billion in total
assets, $3.69 billion in total liabilities and $535 million in
total stockholders' equity.

"AMD's third quarter financial performance reflects progress in
diversifying our business," said Dr. Lisa Su, AMD president and
CEO.  "Our Enterprise, Embedded and Semi-Custom segment results
were strong; however, performance in our Computing and Graphics
segment was mixed based on challenging market conditions that
require us to take further steps to evolve and strengthen the
financial performance of this business.  Our top priority is to
deliver leadership technologies and products as we continue to
transform AMD."

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

                        http://is.gd/ka9np0

                    About Advanced Micro Devices

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

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

                          *     *     *

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

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

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


ALCO STORES: Store Closing Procedures Approval Sought
-----------------------------------------------------
BankruptcyData reported that ALCO Stores filed with the U.S.
Bankruptcy Court an emergency motion for a comprehensive sale
process relating to store closing sales.  According to BData, a
joint venture among Tiger Capital Group, SB Capital Group and
Great American Group WF will serve as the stalking horse
liquidator.

The Debtors propose to solicit bids for the Subject Assets and to
conduct an auction for the assets under the following time line:

   (A) the deadline to submit competing bids will be on or before
       Nov. 17, 2014;

   (B) if one or more competing bids are received, the Debtors
       will conduct an Auction, beginning on Nov. 19, 2014, at the
       offices of DLA Piper LLP (US), in New York, or an
       alternative location to be mutually agreed upon by the
       Debtors, Wells Fargo, and, if appointed, the Official
       Committee of Unsecured Creditors.

                       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: Has Interim Authority to Obtain $50-Mil. in DIP Loans
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, gave Alco Stores, Inc., et al., interim authority
to obtain secured, superpriority postpetition loans up to an
aggregate amount of $50,000,000, from Wells Fargo Bank, National
Association, as administrative agent and collateral agent.

The Debtors are also given interim authority to use cash
collateral securing their prepetition indebtedness.  The Debtors
have outstanding secured debt to various lenders pursuant to a
credit agreement dated as of May 30, 2014, with Wells Fargo, as
administrative agent and collateral agent.  As of the Petition
Date, the aggregate outstanding principal amount owed by the
Debtors was not less than $93,517,482, consisting of revolving
credit loans in the outstanding principal of $76,092,482, a term
loan in the outstanding principal of $12,675,000, and a real
estate term loan in the outstanding principal amount of
$4,750,000.

The Interim DIP Order provides that Associated Wholesale Grocers,
Inc., of which the lead borrower is a member, will continue to
hold a valid, perfected lien and security interest in and to the
AWG Equity to secure all obligations owing to AWG.  The liens and
security interests of the DIP Agent on behalf of the DIP Secured
Parties granted by the Interim Order in any AWG Equity will be
junior and inferior to those of AWG.

Moreover, the Interim DIP Order provides that the relief granted
is without prejudice to any rights of the Texas Comptroller of
Public Accounts to funds which do not constitute property of the
estate but which may qualify as tax trust funds.  The Comptroller
is not precluded from pursuing funds, if any, by the Interim
Order, nor is any party in interest precluded from contesting any
action of the Comptroller to recover alleged trust funds.  The
Texas Comptroller objected to the DIP financing and cash
collateral motions to address the tax trust fund issues.  The
Texas Comptroller said on Oct. 9, 2014, ALCO Stores filed its
sales tax return for the month of September 2014 reflecting sales
taxes collected in the amount of $407,795.  The Debtor did not pay
or remit the sales tax trust funds to the Comptroller.

A full-text copy of the Interim DIP Order is available at
http://bankrupt.com/misc/ALCOdipord1016.pdf

The hearing to consider entry of a final order is scheduled for
Nov. 12, 2014, at 1:30 p.m. (Central Time).  Objections must be
submitted on or before Nov. 7.

The Texas Comptroller is represented by:

         Jay W. Hurst, Esq.
         Assistant Attorney General
         Bankruptcy & Collection Division
         P. O. Box 12548
         Austin, TX 78711-2548
         Tel: (512) 475-4861
         Fax: (512) 936-1409
         E-mail: jay.hurst@texasattorneygeneral.gov

                         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, Deloitte as restructuring
advisors 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.


ALCO STORES: Has Authority to Pay AWG's $2.1-Mil. Claim
-------------------------------------------------------
Alco Stores, Inc., et al., sought and obtained authority from the
U.S. Bankruptcy Court for the Northern District of Texas, Dallas
Division, to pay the prepetition claims of Associated Wholesale
Grocers, Inc., as a critical vendor.

AWG and the Debtors, which are parties to a membership agreement,
dated Aug. 25, 2010, have agreed to "critical vendor" treatment
subject to the Debtors' payment to AWG the sum of $2,079,434 to be
applied against the Debtors' Prepetition Open Account.  The
Debtors and AWG agree that the balance of the Prepetition Open-
Account will be satisfied without the need for offset or
recoupment from AWG Equity.

According to Vincent P. Slusher, Esq., at DLA Piper LLP (US), in
Dallas, Texas, AWG accounts for approximately 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, Mr. Slusher tells the Court.  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, Mr. Slusher adds.

If the Debtors were not able to continue to do business with AWG,
it would be very difficult and time consuming for the Debtors to
find replacement suppliers, arrange for transportation to its
distribution center and set up new fulfillment procedures, Mr.
Slusher says.  In addition, because of AWG's fulfillment
schedules, the Debtors typically don't carry excess inventory, and
therefore do not have the excess inventory to carry them through
this period of transition, he asserts.

                         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, Deloitte as restructuring
advisors 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.


ALCO STORES: Schedules Filing Date Extended to Nov. 14
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, extended Alco Stores, Inc., et al.'s time to file
their schedules of assets and liabilities and statements of
financial affairs through and including Nov. 14, 2014.

The Debtors originally sought extension of their Schedules filing
date Nov. 21, but the Court only gave them until Nov. 14.

In support of the extension request, Vincent P. Slusher, Esq., at
DLA Piper LLP (US), averred that "cause" exists for an extension
of the deadline given the substantial burdens already imposed on
the Debtors' management by the commencement of the chapter 11
cases, the limited number of employees available to collect the
information, the competing demands upon such employees, and the
time and attention the Debtors must devote to the restructuring
process.

                         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, Deloitte as restructuring
advisors 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.


ALCO STORES: Court Issues Joint Administration Order
----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, issued an order directing the joint
administration of the Chapter 11 cases of Alco Stores, Inc., and
its debtor affiliates under the lead case no. 14-34941.

                         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, Deloitte as restructuring
advisors 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.


ALLEGIAN INSURANCE: A.M. Best Cuts Fin. Strength Rating to B(fair)
------------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to
B(Fair) from B+ (Good) and the issuer credit rating to "bb+" from
"bbb-" for Allegian Insurance Company (AIC) (San Antonio, TX), and
placed these ratings under review with negative implications.  AIC
-- formerly known as Valley Baptist Insurance Company -- does
business as Allegian Health Plan.  The parent company of AIC was
acquired by Tenet Healthcare Corporation (Tenet) [NYSE: THC] on
Oct. 1, 2013.

The rating actions primarily reflect A.M. Best's concern regarding
AIC's material weakness in internal control over financial
reporting identified during the 2013 year-end audit.  As disclosed
in the company's statutory financials, material errors resulted in
the company having to amend its 2013 annual statement.
Additionally, AIC increased its incurred but not reported (IBNR)
and premium deficiency reserve (PDR) due to higher-than-expected
claims experience.  A.M. Best notes that Tenet infused $9 million
of capital into AIC in the third quarter 2014 and is committed to
supporting AIC going forward.

A.M. Best acknowledges that AIC's operating results improved
during the first six months of 2014 and that growth initiatives
are being pursued in select counties in Texas.  Moreover, the
organization has been proactive in establishing and implementing a
corrective action plan to resolve the internal control issues that
followed the transition of the financial reporting function from a
third party vendor.

The under review with negative implications status reflects A.M.
Best's concern that until the material weakness is fully
remediated, the potential exists for additional reserve increases
and/or material adjustments to AIC's financial statements.  As
AIC's operating performance improves and its balance sheet
strengthens due to the company's efforts to remediate the internal
control deficiencies, A.M. Best will reassess the ratings.


ALLIED IRISH: Irish High Court Approves Capital Reduction
---------------------------------------------------------
Allied Irish Banks announced that the Irish High Court has
approved the Company's application to confirm a special resolution
to a) cancel (i) the capital redemption reserve of
EUR3,926,055,941 resulting from the cancellation of the Deferred
Shares created by the subdivision of ordinary shares and (ii) an
amount of EUR1,073,944,058 standing to the credit of the Bank's
share premium account, and b) treat the EUR5 billion reserve
resulting from (i) and (ii) as profits available for distribution,
as defined by section 45 of the Companies (Amendment) Act 1983.
The taking of any action that utilizes distributable reserves at a
future date, as and when conditions permit will be subject to all
relevant approvals.  The reduction will become effective when the
High Court order is registered with the Companies Registration
Office.

The reduction of the share capital has no impact on ordinary
shareholders, the operating performance of the bank or the Group's
capital ratios.

AIB currently has 523,438,445,437 ordinary shares in issue, of
which 99.8% are held by the National Pensions Reserve Fund
Commission, with 500 billion of the ordinary shares issued to the
NPRFC in July 2011 at a price of EUR0.01 per share.  Based on the
number of shares currently in issue and the closing share price at
Oct. 14, 2014, AIB trades on a valuation multiple of c. 7x
(excluding 2009 Preference Shares) 30 June 2014 Net Asset Value
(NAV).  The Group continues to note that the median for comparable
European banks is c.1x NAV.

For further information, please contact:

   David O'Callaghan,
   Company Secretary,
   Allied Irish Banks, p.l.c.
   Tel: +353-1-660 0311

                      About Allied Irish Banks

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

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

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

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

Allied Irish Banks reported a loss of EUR1.59 billion on EUR1.34
billion of net interest income for the year ended Dec. 31, 2013,
as compared with a loss of EUR3.55 billion on EUR1.10 billion of
net interest income in 2012.  Allied Irish incurred a net loss of
$2.32 billion in 2011.

At Dec. 31, 2013, the Company had EUR117.73 billion in total
assets, EUR107.24 billion in total liabilities and EUR10.49
billion in total shareholders' equity.


AMERICAN COMMERCE: Incurs $98,000 Net Loss in Second Quarter
------------------------------------------------------------
American Commerce Solutions, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $98,468 on $474,336 of net sales for the
three months ended Aug. 31, 2014, compared to a net loss of
$17,573 on $695,174 of net sales for the three months ended
Aug. 31, 2013.

The Company also reported a net loss of $38,511 on $1.08 million
of net sales for the six months ended Aug. 31, 2014, compared to a
net loss of $65,696 on $1.37 million of net sales for the same
period a year ago.

The Company's balance sheet at Aug. 31, 2014, showed $4.80 million
in total assets, $2.99 million in total liabilities and $1.81
million in total stockholders' equity.

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

                        http://is.gd/QfYqhP

                      About American Commerce

American Commerce Solutions, Inc., headquartered in Bartow,
Florida, is primarily a holding company with one wholly owned
subsidiary; International Machine and Welding, Inc., is engaged in
the machining and fabrication of parts used in heavy industry, and
parts sales and service for heavy construction equipment.

As previously reported, Messineo & Co., CPAs LLC, in Clearwater,
Florida, issued a "going concern" qualification on the
consolidated financial statements for the year ended Feb. 28,
2014.  The independent auditors noted that the Company has
recurring losses resulting in an accumulated deficit and is in
default of several notes payable.  These conditions raise
substantial doubt about its ability to continue as a going
concern.


ANDREWS COUNTY WASTE: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Andrews County Waste Disposal, LLC
        4508 SW 5001
        Andrews, TX 79714

Case No.: 14-70115

Chapter 11 Petition Date: October 17, 2014

Court: United States Bankruptcy Court
       Western District of Texas (Midland)

Judge: Hon. Ronald B. King

Debtor's Counsel: Max R. Tarbox, Esq.
                  TARBOX LAW, PC
                  2301 Broadway
                  Lubbock, TX 79401
                  Tel: (806) 686-4448
                  Fax: (806) 368-9785
                  Email: max@tarboxlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jerome Richter, managing member.

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


ARAMARK SERVICES: Moody's Affirms B1 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service affirmed Aramark Services, Inc.'s
ratings. The Corporate Family rating (CFR) was affirmed at B1, the
Probability of Default rating (PDR) was affirmed at B1-PD, the
senior secured was affirmed at B1, the senior unsecured was
affirmed at B3 and the Speculative Grade Liquidity rating was
affirmed at SGL-2. The ratings outlook was revised to positive
from stable.

Issuer: Aramark Services, Inc.

Corporate Family Rating, Affirmed B1

Probability of Default Rating, Affirmed B1-PD

Senior Secured, Affirmed B1

Senior Unsecured, Affirmed B3

Speculative Grade Liquidity Rating, Affirmed SGL-2

Outlook, Changed To Positive From Stable

Ratings Rationale

"The revision of the outlook to positive reflects Moody's
expectation that Aramark's financial metrics will improve in 2015
on the back of the improving U.S. economy," said Edmond DeForest,
Moody's Senior Credit Officer.

The B1 CFR reflects Aramark's high leverage, and Moody's
expectations for moderate free cash flow and revenue growth in the
low single digits. The ratings benefit from Aramark's operating
scale, highly predictable and recurring revenues and steady profit
margins. Moody's expects debt to EBITDA to decline to less than 5
times and EBITDA less capital expenditures to interest to improve
to over 2 times over the next year. Profitability as measured by
EBITA margins should remain about 6%. Moody's anticipates free
cash flow could recover to about $300 million (with free cash flow
to debt of about 4% to 5%) as non-recurring cash uses in fiscal
2014 (ended September), including those associated with the
December 2013 initial public offering, are eliminated; however,
Moody's expects Aramark's free cash flow to remain seasonal, with
most cash coming in the fiscal fourth quarter (ends September).
Good liquidity is provided by expected free cash flow, cash
balances expected to remain above $100 million and a $770 million
revolver (steps down to $730 million in 2015) with at least $450
million available at all times. All financial metrics reflect
Moody's standard adjustments.

The positive ratings outlook reflects Moody's expectation of low
single digit revenue growth, steady EBITA margins and free cash
flow of over $300 million in fiscal 2015 driven by improving
business conditions in the U.S. and a continued focus on cost
management and business process improvements. The ratings could be
upgraded if Aramark achieves sustained revenue and profitability
growth and demonstrates conservative financial policies such that
Moody's expect debt to EBITDA to be sustained at about 4.5 times.
The ratings could be downgraded if, as a result of some
combination of poor results from operations, acquisitions or
shareholder-friendly actions, Moody's comes to expect debt to
EBITDA to be maintained above 5.5 times or free cash flow to debt
to be sustained below 2%.

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.

Aramark is a provider of food and related services to a broad
range of institutions and the second largest uniform and career
apparel business in the United States. Aramark is owned by public
shareholders and a consortium of affiliates of private equity
sponsors (GS Capital Partners, CCMP Capital Advisors, J.P. Morgan
Partners, Thomas H. Lee Partners and Warburg Pincus) and the
company's management team. Moody's expects fiscal 2015 (ends
September) revenue of about $15 billion.


ARAMID ENTERTAINMENT: Seeks Jan. 2015 Extension of Exclusivity
--------------------------------------------------------------
Aramid Entertainment Fund Limited asks the Bankruptcy Court to
extend the exclusivity period through and until January 9, 2015,
to file a Chapter 11 plan, and through and until March 20, 2014 to
solicit acceptances of the Plan.  The motion was filed and entered
on October 9, 2014.

In the first four months of the case, the Debtors have made
substantial progress in the conduct of reorganizing their
business.  The duly appointed joint voluntary liquidators
investigated and understood the assets and liabilities of the
Debtors. Their findings show that the litigation between the
Debtors and the parties David Molner and David Bergstein had
historically, and continued to, consume an extraordinary amount of
the Debtors' time and resources.

Based on the number and intensity of the Actions, the Debtors
concluded that if they were not resolved, the Actions would result
in debilitating distraction and material and unlikely costs to the
Debtors.

Due to the number, complexity and expense associated with the
Actions, the Debtors' strategy with respect to the Actions is a
threshold issue in these cases that should logically be resolved
before the Debtors proceed with the proposal of the plan.

Hearing on the extension of exclusivity period is set on November
18, 2014. Objections should be lodged on or before November 11,
2014.

Aramid Entertainment Fund is represented by:

     James C. McCarroll, Esq.
     Jordan W. Siev, Esq.
     Richard A. Robinson, Esq.
     Michael J. Venditto, Esq.
     REED SMITH LLP
     599 Lexington Avenue
     New York, NY  10022-7650
     Telephone: (212) 521-5400
     Facsimile: (212) 521-5450
     E-mail: jmccarroll@reedsmith.com
             jsiev@reedsmith.com
             rrobinson@reedsmith.com
             mvenditto@reedsmith.com

                    About Aramid Entertainment

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

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

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

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

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


ARC GROUP: Receives Nasdaq Listing Non-Compliance Notice
--------------------------------------------------------
ARC Group Worldwide, Inc. on Oct. 17 disclosed that on October 15,
2014, it received a notice from the Listing Qualifications
Department of The Nasdaq Stock Market LLC notifying the Company
that it is not in compliance with Nasdaq Listing Rule 5250(c)(1),
Obligation to File Periodic Financial Reports, because it did not
timely file its Annual Report on Form 10-K for the fiscal year
ended June 30, 2014 with the Securities and Exchange Commission.
As previously disclosed in the Company's press release dated
October 14, 2014, the Company determined that it needs to delay
the filing of its Annual Report on Form 10-K for the fiscal year
ended June 30, 2014.

The Company has been provided an initial grace period of 60
calendar days, or until December 15, 2014, to submit a plan to
regain compliance and if Nasdaq accepts the Company's plan, an
additional grace period of up to 180 calendar days from the
original due date, or until April 13, 2015, can be provided to
regain compliance.  In the event Nasdaq determines that the
Company's plan is not sufficient to regain compliance, Nasdaq
staff will send written notice that the Company's common stock
will be subject to delisting.  At that time, the Company may
appeal the delisting determination to a Nasdaq hearings panel.
The Company is working diligently on this matter and intends to
file its Annual Report on Form 10-K as soon as reasonably
possible.

                 About ARC Group Worldwide, Inc.

ARC Group Worldwide -- http://www.ArcGroupWorldwide.com-- is a
global advanced manufacturing and 3D printing service provider.
Founded in 1987, the Company offers its customers a compelling
portfolio of advanced manufacturing technologies and cutting-edge
capabilities to improve the efficiency of traditional
manufacturing processes and accelerate their time to market.  In
addition to being a world leader in metal injection molding
("MIM"), ARC has significant expertise in 3D printing and imaging,
materials science, advanced tooling, automation, machining,
stamping, plastic injection molding, lean manufacturing, and
robotics.


ASPEN SIERRA: Friends of ArrowCreek Acquiring Golf Course
---------------------------------------------------------
Marcella Corona at the Reno Gazette-Journal reports that local
homeowner group Friends of ArrowCreek is finalizing a deal to
acquire Aspen Sierra Leasing Company's ArrowCreek Country Club
golf course.

Citing Friends of ArrowCreek chairperson Gary Pestello and Rew
Goodnow, Esq., an attorney with Parsons Behle & Latimer, which
represents the group, RGJ relates that the group will assume about
$2 million of liability, which includes more than $1.4 million of
unpaid water bills, special assessment district fees, unpaid taxes
and interest penalties.

According to RGJ, Mr. Pestello said that Friends of ArrowCreek had
paid a $100,000 down payment in September and expect to close
escrow by the end of October or sooner.  The Friends of ArrowCreek
has been working on acquiring the course since December 2013, the
report states, citing Mr. Pestello.

Reno, Nevada-based Aspen Sierra Leasing Company, aka Arrocreek
Country Club, filed for Chapter 11 bankruptcy protection (Bankr.
D. Nev. Case No. 14-50087) on Jan. 21, 2014, estimating its assets
and liabilities at $1 million to $10 million each.  Judge Bruce T.
Beesley presides over the case.  Stephen R Harris, Esq., at Harris
Law Practice LLC, serves as the Debtor's counsel.


ASSOCIATED WHOLESALERS: Gets Final OK of $193-Mil. Financing
------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware has granted final authority to AWI Delaware, Inc., et
al., to obtain $193 million in debtor-in-possession financing with
financial institutions, including C&S Wholesale Grocers, Inc., and
Bank of America, N.A., in its capacity as "issuing bank."

The Court also authorized and directed the Debtors to execute and
deliver the DIP Loan Documents and to perform the DIP Obligations.
The Court said that for avoidance of doubt, the Unused Line Fee
will be payable to the DIP Lenders pursuant to the DIP Credit
Agreement as calculated based upon the Revolving Credit
Commitment, which amount will be $175 million as if the entry of
the Final Order.

As reported by the Troubled Company Reporter, the DIP facility
generally consists of (i) from the Bank Lenders, secured revolving
loans with a maximum available amount of $152,110,000 plus the
amount of the letter of credit obligations outstanding as of the
Petition Date, and (ii) from C&S, a secured revolving loan of up
to $18 million.

All objections to the motion, to the extent not withdrawn or
resolved, are overruled.

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

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

                    Objections to DIP Motion

Prior to the entry of the Final Order, the Ad Hoc Committee and
Official Committee of Unsecured Creditors filed separate
objections.

The Ad Hoc Committee told the Court signing the then proposed
final order would have given the Debtors and DIP Lenders the
unfettered ability to control the payment of administrative
expense claims, and usurp the Court's discretion in the process.

The Creditors Committee said that while it does not object to the
DIP Facility in general, there are specific provisions of the DIP
Agreement and the Interim Order, which, if continued into the
Final Order, would improperly benefit the Pre-Petition Secured
Parties and the DIP Secured Parties at the expense of the Debtors'
estates and their creditors.

Bank of America, N.A., as administrative agent under the DIP
Facility and prepetition credit facility, asserted that the
Creditors Committee's objection was unfounded.  BofA argued that
the Committee's Objection demonstrates a short-sighted view of the
bankruptcy cases and the benefits that the DIP Lenders are
providing to the Creditors Committee's constituency.

                  About Associated Wholesalers

Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. services 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products.  AWI, which owns distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, serves the mid-
Atlantic United States.  AWI is owned by its 500 retail members,
who in turn operate supermarkets.  AWI has 1,459 employees.

White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area.  The company traces its
origins to 1886, when brothers Joseph and Sigel Seeman founded
Seeman Brothers & Doremus to provide grocery deliveries throughout
New York City.  White Rose carries out its operations through
three leased warehouse and distribution centers, two of which are
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey.  White Rose has 777 employees.

Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers.

The Debtors have sought joint administration of their Chapter 11
cases for procedural purposes, seeking to maintain all pleadings
on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No.
14-12092.

As of the Petition Date, the Debtors owe the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest.  The
Debtors estimate trade debt of $72 million.

Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal
advisors to the Debtors, Lazard Middle Market is serving as
financial advisor, and Carl Marks Advisors is serving as
restructuring advisor to AWI.  Carl Marks' Douglas A. Booth has
been tapped as chief restructuring officer.  Epiq Systems serves
as the claims agent.


BION ENVIRONMENTAL: Senate Bill 994 to be Re-Introduced in 2015
---------------------------------------------------------------
Senator Elder Vogel, Chairman of the Pennsylvania Senate
Agriculture Committee, recently announced plans to re-introduce PA
Senate Bill (SB) 994, the Major Watershed Improvement Act, in
January 2015.  The Bill, which has the support of the Pennsylvania
Farm Bureau, PennAg and the National Milk Producers Federation, is
projected to save Pennsylvania up to $1.5B annually in Chesapeake
Bay (CB) mandated nutrient reduction costs by 2025, according to a
study by the Pennsylvania Legislative and Budget Finance Committee
(LBFC).

Dominic Bassani, Bion Environmental Technologies, Inc.'s CEO,
stated, "When the legislature's own study projects a reduction in
compliance costs by up to 80 percent, by injecting private sector
competition through competitive bidding into the solutions
toolkit, it is a wake-up call.  The potential for cost reductions
of this magnitude cannot be ignored, considering the
Commonwealth's requirements to ensure cost-effective solutions for
taxpayer-funded activities."

Pennsylvania recently announced it failed to meet its 2013 CB
nitrogen reduction targets by 2M pounds; some forecasts project
the default will grow to 6M pounds by the 2017 water year.
Shortfalls related to federal environmental compliance mandates
will result in additional compliance costs to tax- and rate-
payers.  In light of these looming costs, legislation to reform
the existing system and support private sector competition that
focuses on accountability and low-cost nutrient reductions from
agriculture, is both timely and needed.

Bassani added, "The reason the private sector is interested in
this market is because it is massive and, now that verified
credits can be generated from agriculture, the existing public
authority cost of delivering nutrient reductions is so much higher
than these alternatives."

Until recently, verified credits such as those Bion is approved to
produce from agricultural projects were simply not available.  The
concern on the part of municipalities and other regulated sources
was that modeled credits, such as best management practices, were
not achieving the reductions that were claimed.  EPA Region III
completed a technical assessment that concluded significant
divergence between modeled and actual nutrient reductions and has
recommended a 50 percent uncertainty factor be applied to modeled
reductions to allow their use as verified offsets.

A cost-effective nutrient strategy in Pennsylvania (and other
affected watersheds) must include policy reform in support of an
SB 994-type solution.  The Susquehanna watershed is facing
billions of dollars in stormwater costs if the existing approach
to the CB compliance mandate is allowed to continue.  More
importantly, reductions from stormwater will only provide a small
portion of the nutrient reductions necessary to meet the
Commonwealth's current mandate, leaving tax and ratepayers exposed
to the economic consequences of further mandated nutrient
reductions.

Bion's proven and patented technology platform provides
comprehensive environmental treatment of livestock waste and
recovers renewable energy and valuable nutrients from the waste
stream.  For more information, visit www.biontech.com.

                     About Bion Environmental

Bion Environmental Technologies Inc.'s patented and proprietary
technology provides a comprehensive environmental solution to a
significant source of pollution in US agriculture, large scale
livestock facilities known as Confined Animal Feeding Operations.
Bion's technology produces substantial reductions of nutrient
releases (primarily nitrogen and phosphorus) to both water and air
(including ammonia, which is subsequently re-deposited to the
ground) from livestock waste streams based upon the Company's
operations and research to date (and third party peer review).

In its report on the consolidated financial statements fo rthe
year ended June 30, 2014, GHP Horwath, P.C., expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has not generated significant revenue and
has suffered recurring losses from operations.

The Company reported a net loss of $5.76 million on $5,931 of
revenue for the fiscal year ended June 30, 2014, compared with a
net loss of $8.25 million on $11,862 of revenue in 2013.

The Company's balance sheet at June 30, 2014, showed $4.59 million
in total assets, $12.02 million in total liabilities, Series B
Redeemable Convertible Preferred stock of $23,400, and a
stockholders' deficit of $7.46 million.


BROWN PUBLISHING: EDNY Court Rules on Appeal in Trust Suit v. AXA
-----------------------------------------------------------------
Eastern District of New York Judge Sandra J. Feuerstein affirmed
in part, and denied in part, a bankruptcy court order granting
summary judgment in favor of AXA Equitable Life Insurance Company
in a lawsuit commenced against it by The Brown Publishing Company
Liquidating Trust, the successor in interest to The Brown
Publishing Company.

On April 30, 2012, the Trust commenced an adversary proceeding
against AXA Equitable, seeking to avoid $300,000 transfers on the
basis, inter cilia, that they were fraudulent conveyances by BPC
on behalf of B's Nest.

On June 16, 2011, the bankruptcy court confirmed BPC's Plan of
Reorganization, which became effective on June 22, 2011. The Plan
and Confirmation Order vested in the Trust and the Liquidating
Trustee to pursue, settle, compromise or abandon claims and Causes
of Action as he determines is in the best interests of the
beneficiaries of the Trust.

AXA Equitable generally denies the allegations in the complaint
and raises 13 defenses, including, inter cilia, that AXA "may not
recover the alleged [T]ransfers described in the Complaint
pursuant to 11 U.S.C. Section 550(b)."

In his ruling, Judge Feuerstein ruled that (1) the bankruptcy
court's decision to deny the Trust's request to delay
consideration of the motion for summary judgment to allow it to
conduct formal discovery is affirmed; (2) so much of the
memorandum decision and order of the bankruptcy court as granted
AXA Equitable's motion for summary judgment and dismissed the
Trust's claim seeking recovery against AXA Equitable on the basis
that it was an "initial transferee" of the Transfers within the
meaning of Section 550(a)(1) of the Bankruptcy Code is affirmed;
and (2) so much of the memorandum decision and order of the
bankruptcy court as sua sponte granted summary judgment on AXA
Equitable's affirmative defense under 11 U.S.C. Sec. 550(b) and
dismissed the Trust's claim seeking recovery against AXA Equitable
as an "immediate or mediate transferee of [an] initial transferee"
of the Transfers within the meaning of Section 550(a)(2) of the
Bankruptcy Code is vacated and remanded with instructions for
further proceedings as set forth in the Order.

The case is, THE BROWN PUBLISHING COMPANY LIQUIDATING TRUST,
Appellant, v. AXA EQUITABLE LIFE INSURANCE COMPANY, Appellee, No.
13 CV 4651(SJF) (E.D.N.Y.).  A copy of the Court's September 30,
2014 Order is available at http://is.gd/yTYObqfrom Leagle.com.

AXA Equitable Life Insurance Company is represented by:

     Wendy G. Marcari, Esq.
     EPSTEIN BECKER & GREEN, P.C.
     250 Park Avenue
     New York, NY 10177-1211
     Tel: 212-351-3747
     Fax: 212-878-8719
     E-mail: wmarcari@ebglaw.com

                      About Brown Publishing

The Brown Publishing Company, Brown Media Holdings Company and
their subsidiaries filed for Chapter 11 bankruptcy (Bankr.
E.D.N.Y. Lead Case No. 10-73295) on April 30, 2010 and May 1,
2010.  BPC estimated $10 million to $50 million in assets and
debts in its Chapter 11 petition.  Edward M. Fox, Esq., and Eric
T. Moser, Esq., at K&L Gates LLP, served as counsel for the
Debtors.

BPC is a privately held community news and information
corporation, organized under the laws of the State of Ohio that,
prior to the sale of its assets, had been one of the largest
newspaper publishers in Ohio, and also operated publications in
Illinois, South Carolina, Texas and Utah.

Roy E. Brown, former CEO, shareholder, and director of each of the
debtors, and other insiders of the Debtors formed Brown Media
Corporation to acquire the assets and serve as stalking horse
bidder.  BMC offered a stalking horse bid of $15.3 million cash
plus additional consideration.  The auction commenced July 19,
2010 and lasted into the early morning hours of July 20.  With the
exception of certain assets of the Debtors located in Van Wert,
Ada and Putnam, Ohio that were sold to Delphos Herald, Inc., BMC
was the successful bidder with respect to substantially all of the
Debtors's remaining assets after making the highest and best offer
for $22.4 million cash plus additional consideration.  PNC Bank,
N.A., a secured creditor of the Debtors, was the next successful
bidder after BMC.

BMC, however, lost financing and failed to close on the sale.  The
insiders had obtained a commitment from Guggenheim Corporate
Funding, LLC and/or one of its affiliates for financing.

Subsequently, the Court approved the asset purchase agreements for
the sale of the Debtors' assets to PNC's assignee, Ohio Community
Media LLC, and to ISIS Ventures Partners LLC pursuant to orders
dated Sept. 3, 2010.  ISIS formed Dan's Papers Holdings LLC to
purchase the assets of one of the Debtors, Dan's Papers, for
$1,750,000.  PNC agreed to pay $21,750,000 for substantially all
of the Debtors remaining assets.  The total purchase price
tendered for the Debtors' assets, including cash and debt
forgiveness, was about $27.09 million.

On June 16, 2011, the Court entered an order confirming the
Debtors' chapter 11 plan which provided that any remaining assets
of the Debtors' bankruptcy estate that were not sold pursuant to
the Auction Sale, including all claims and causes of action, would
vest in a trust.


BUCCANEER ENERGY: Bid & Sale Terms Meet Objection From Cook Inlet
-----------------------------------------------------------------
Cook Inlet Region Inc. has filed with the U.S. Bankruptcy Court
for the Southern District of Texas an objection to Buccaneer
Energy Limited's proposed bid and sale terms for the Debtor's
assets.

Cook Inlet claims in its court filing that the Debtor's motion,
which asks that its assets be sold together under one bid with a
"naked" auction, won't draw fair market value.  According to
Elwood Brehmer at the Alaska Journal of Commerce, the Debtor's
only producing asset is its small Kenai Loop natural gas field in
the City of Kenai.  Alaska Journal relates that Cook Inlet owns
land adjacent to the Kenai Loop pad parcel and is seeking
substantial royalties from Kenai Loop production.  Cook Inlet, the
report states, claims that the Kenai Loop production has drained
gas from Cook Inlet's portion of the reservoir.

According to Alaska Journal, Cook Inlet is also against the
suggested handing off of responsibility to the winning bidder of
an escrow account to hold Kenai Loop production funds while the
royalty dispute is pending.  Objections to the winning bid must be
filed by Oct. 29, 2014, Alaska Journal states.  Cook Inlet argued
that the deadline should be at least a week given the complexity
of the case, the report says.

Alaska Journal relates that Cook Inlet Energy parent Miller Energy
Resources Inc. and AIX Energy LLC, which bought debt from a major
creditor of the Debtor earlier this year, are interested to bid on
the assets.  The report adds that bids could be in the $50 million
range based on statements from Miller Energy and AIX Energy.

                     About Buccaneer Energy

Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.

Buccaneer Resources' primary business is the exploration for and
production of oil and natural gas in North America and their
operations are focused on both onshore and offshore activities in
the Cook Inlet of Alaska as well as the development of offshore
projects in the Gulf of Mexico and onshore oil opportunities in
Texas and Louisiana.

Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC".  Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.

CEO Curtis Burton was terminated in May 2014.  Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.

The bankruptcy cases are assigned to Judge David R Jones.  The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.  The other debtors are
Buccaneer Energy Limited, Buccaneer Energy Holdings, Inc.,
Buccaneer Alaska Operations, LLC, Buccaneer Alaska, LLC, Kenai
Land Ventures, LLC, Buccaneer Alaska Drilling, LLC, Buccaneer
Royalties, LLC, and Kenai Drilling, LLC.

The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel.  Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd.  Epiq Systems is the claims and notice
agent.

The U.S. Trustee for Region 7 on June 10, 2014, appointed five
creditors to serve on the official committee of unsecured
creditors.  The Committee retained Greenberg Traurig, LLP as legal
counsel to the Committee, and Alvarez & Marsal North America, LLC
as financial advisors.


CASTLETON APARTMENT: Utility Cos. Compelled to Continue Services
----------------------------------------------------------------
New Castle News reports that the Hon. Jeffery A. Deller of the
U.S. Bankruptcy Court for the Western District of Pennsylvania has
prohibited utility companies from altering, refusing or
discontinuing service at Castleton Apartment Complex Associates.

According to New Castle News, the Court ruled that the Debtor will
provide each utility that requests a deposit in writing within 30
days of the order a cash deposit equal to 50% of the average
monthly bill or estimated bill.

Headquartered in New Castle, Pennsylvania, Castleton Apartment
Complex Associates owns apartments at the corner of North Mercer
and Falls streets.  It filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Penn. Case No. 14-23849) on Sept. 25, 2014,
estimating its assets at between $500,000 and $1 million, and
liabilities at between $1 million and $10 million.

According to the petition, which was signed by Thomas J. George,
general partner, Columbia Gas of Pennsylvania, Penn Power and
Pennsylvania American Water are listed among creditors with the 20
largest unsecured claims.

Eugene D. Frank, Esq., at the Law Offices of Eugene D. Frank,
P.C., serves as the Debtor's bankruptcy counsel.


CHC-CHESTNUT RIDGE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Pending bankruptcy case filed by an affiliate:

     Debtor: New Louisiana Holdings, LLC
     Case No.: 14-50756
     Petition Date: June 25, 2014

Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

    Debtor                                        Case No.
    ------                                        --------
    SA-GA Operator Holdings, LLC                  14-51287
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Carrollton Nursing & Rehab Ctr, LLC       14-51288
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Cedar Valley Nursing & Rehab Ctr          14-51289
        dba Cedar Valley Nursing & Rehab Center
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Chestnut Ridge Nursing & Rehab Ctr, LLC   14-51290
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Haralson Nursing & Rehab Ctr, LLC         14-51291
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Hart Care Ctr, LLC                        14-51292
       dba Hart Care Center
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Pine Knoll Nursing & Rehab Ctr, LLC       14-51293
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Roswell Nursing & Rehab Ctr, LLC          14-51294
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Social Circle Nursing & Rehab Ctr, LLC    14-51295
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-University Nursing & Rehab Ctr, LLC       14-51296
        dba University Nursing & Rehab Center
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

    CHC-Woodstock Nursing & Rehab Ctr, LLC        14-51297
    4 West Red Oak Lane, Suite 201
    White Plains, NY 10604

Chapter 11 Petition Date: October 17, 2014

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Hon. Robert Summerhays

Debtors' Counsel: Patrick J. Neligan, Jr., Esq.
                  NELIGAN FOLEY LLP
                  325 N. St. Paul, Ste. 3600
                  Dallas, TX 75201
                  Tel: (214) 840-5300
                  Fax: (214) 840-5301
                  Email: pneligan@neliganlaw.com

Debtors'          BAKER, DONELSON, BEARMAN, CALDWELL &
Co-counsel:       BERKOWITZ, PC

                                      Estimated    Estimated
                                       Assets     Liabilities
                                     -----------  -----------
CHC-Chestnut Ridge                   $10MM-$50MM  $1MM-$10MM
CHC-Carrollton Nursing & Rehab       $50K-$100K   $1MM-$10MM
SA-GA Operator Holdings, LLC         $50K-$100K   $10MM-$50MM
CHC-University Nursing               $50K-$100K   $500K-$1MM
CHC-Social Circle Nursing            $0-$50K      $500K-$1MM
CHC-Roswell Nursing                  $100K-$500K  $1MM-$10MM
CHC-Pine Knoll Nursing               $1MM-$10MM   $500K-$1MM
CHC-Hart Care Ctr                    $1MM-$10MM   $0-$50K
CHC-Haralson Nursing                 $1MM-$10MM   $100K-$500K
CHC-Cedar Valley Nursing             $1MM-$10MM   $100K-$500K
CHC-Woodstock Nursing                $1MM-$10MM   $500K-$1MM

The petitions were signed by Raymond P. Mulry, designated officer.

List of CHC-Chestnut Ridge's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Advance Ambulance Services Inc.        Trade           $31,364

Burton McDaniel MD                     Trade            $8,400

Clinical Laboratory Services, Inc.     Trade            $3,661

Direct Supply Inc.                     Trade          $123,496

Georgia Dept. of Community Health      Trade           $12,527

Georgia Health Care Association        Trade           $10,565

Hall Booth Smith & Slover, P.C.        Trade           $27,042

Healthcare Services Group, Inc.        Trade          $150,230

KCI USA, Inc.                          Trade            $4,531

Medline Industries                     Trade          $218,436

NGMT, Inc.                             Trade            $9,027

Northside Forsyth Hospital             Trade           $52,699

Omnicare Pharmacy                      Trade          $222,303

Open MRi of Georgia, LLC               Trade            $4,337

PRI X-Ray LLC                          Trade           $12,439

Range of Motion Inc.                   Trade            $2,431

Resurgens Orthopaedics                 Trade            $1,772

Robert Brumbelow                       Trade            $3,000

Sun Office Products                    Trade            $4,819

U.S. Foodservice                       Trade            $7,968

A list of CHC-Carrollton Nursing's 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/lawb14-51288.pdf

A list of SA-GA Operator's 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb14-51287.pdf

A list of CHC-University Nursing's 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/lawb14-51296.pdf

A list of CHC-Social Circle's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb14-51295.pdf

A list of CHC-Roswell Nursing's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb14-51294.pdf

A list of CHC-Pine Knoll Nursing's 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/lawb14-51293.pdf

A list of  CHC-Hart Care Ctr's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb14-51292.pdf

A list of CHC-Haralson Nursing's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb14-51291.pdf

A list of CHC-Cedar Valley's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb14-51289.pdf

A list of CHC-Woodstock Nursing's 20 largest unsecured creditors
is available for free at
http://bankrupt.com/misc/lawb14-51297.pdf


CLIFFS NATURAL: Moody's Lowers Corporate Family Rating to Ba2
-------------------------------------------------------------
Moody's Investors Service downgraded Cliffs Natural Resources
Corporate Family Rating (CFR) and Probability of Default Rating to
Ba2 and Ba2-PD respectively. At the same time the rating on
Cliffs' senior unsecured notes and senior unsecured shelf were
downgraded to Ba2 and (P) Ba2 respectively. These ratings were
placed on review for further downgrade. Meanwhile, the Speculative
Grade Liquidity Rating was lowered to SGL-3 from
SGL-1.

Downgrades:

Issuer: Cliffs Natural Resources Inc.

  Probability of Default Rating, Downgraded to Ba2-PD from Ba1-
  PD; Placed Under Review for further Downgrade

  Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
  SGL-1

  Corporate Family Rating, Downgraded to Ba2 from Ba1; Placed
  Under Review for further Downgrade

  Multiple Seniority Shelf (Local Currency) Feb 11, 2016,
  Downgraded to (P)Ba2 from (P)Ba1; Placed Under Review for
  further Downgrade

  Senior Unsecured Regular Bond/Debenture (Local Currency) Jan
  15, 2018, Downgraded to Ba2 from Ba1; Placed Under Review for
  further Downgrade

  Senior Unsecured Regular Bond/Debenture (Local Currency) Oct 1,
  2020, Downgraded to Ba2 from Ba1; Placed Under Review for
  further Downgrade

  Senior Unsecured Regular Bond/Debenture (Local Currency) Oct 1,
  2040, Downgraded to Ba2 from Ba1; Placed Under Review for
  further Downgrade

  Senior Unsecured Regular Bond/Debenture (Local Currency) Mar
  15, 2020, Downgraded to Ba2 from Ba1; Placed Under Review for
  further Downgrade

  Senior Unsecured Regular Bond/Debenture (Local Currency) Apr 1,
  2021, Downgraded to Ba2 from Ba1; Placed Under Review for
  further Downgrade

Outlook Actions:

Issuer: Cliffs Natural Resources Inc.

Outlook, Changed To Rating Under Review From Negative

Ratings Rationale

The downgrade to a Ba2 CFR reflects Moody's expectation that iron
ore and coking coal prices will trade within lower price points
and for a longer duration than previously anticipated. From
January through September 2014 average seaborne iron ore prices
have collapsed roughly 36% to an average low in September of
approximately $82/metric ton (MT - 62%Fe China) with average
prices between August and September falling around 11%. Given the
slower steel production growth rates in China (2.6% through
August), weakening economic indicators in Europe, and continued
delivery of increased tons into an oversupplied iron ore market,
Moody's see no catalyst for meaningful improvement in iron ore
prices, which are currently fluctuating around $80MT. Moody's have
recently revised Moody's iron ore price sensitivities to a range
of $75/MT - $85/MT (62% Fe). The seaborne coking coal market faces
comparable pressures with the 4th quarter prices rolling over at
about $119/MT, relatively unchanged from the prior two quarters.

Moody's notes that Cliffs has announced a roughly $6 billion after
tax impairment charge that they anticipate taking in the third
quarter on the seaborne iron ore and coal assets based upon the
adverse market conditions for these commodities. While the
impairment charge is non-cash, it virtually eliminates the
company's equity position.

Although the company's US iron ore operations are contract based,
with the seaborne price being one component of the pricing
equation, Moody's anticipate earnings to weaken in this segment.
Cliffs' Asia Pacific operations and Eastern Canadian operations
are more exposed to price movements in the seaborne market.
Moody's expect widening losses in the Canadian iron ore segment
and contraction in the Asia Pacific segment, likely to a loss
position over the next several quarters. Moody's also anticipate
continued losses in the US coal segment. Factoring these elements
together with the expected lower price sensitivities, Moody's
believe that leverage will increase to over 4.5x by the end of
2014/first quarter of 2015.

The change in the speculative grade liquidity rating to SGL-3
reflects Moody's expectation for decreasing cash flow generation
and the potential impact of the impairment on the company's
ability to comply with ithe debt/capital covenant in its $1.25
billion revolver. Moody's expect the company to be able to resolve
this issue.

The Ba2 rating on the senior unsecured instruments under Moody's
loss given default methodology reflects the fact that virtually
all debt is currently pari passu in the capital structure. Moody's
note that the most recent amendment to Cliffs' revolving credit
facility requires that this facility be secured by June 30, 2015.
The change in the mix of secured and unsecured debt in the capital
structure change is likely to have a negative impact on the senior
unsecured ratings.

The review for further downgrade reflects the likelihood of
deterioration of performance greater than currently anticipated.
The review also reflects the uncertainty surrounding the timing of
any potential sale of the Asia Pacific or US coal assets, the
likely proceeds that might be received and the application of
proceeds from any asset sales. The review will focus on expected
performance at various price points and the likely asset base and
earnings potential relative to debt levels should the company sell
its Asia Pacific operations and/or its US coal operations.

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

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


CAESARS ENTERTAINMENT: Affords Secured Creditors Lien on Cash
-------------------------------------------------------------
Caesars Entertainment Operating Company, Inc., a majority
subsidiary of Caesars Entertainment Corporation, is party to the
Amended and Restated Collateral Agreement dated as of June 10,
2009, by and among CEOC, the subsidiary parties party thereto,
and Credit Suisse AG, Cayman Islands Branch, as successor
collateral agent for the first lien secured creditors covered by
the Collateral Agreement.

On Oct. 16, 2014, CEOC entered into certain control arrangements
with the Collateral Agent in order to provide the first lien
secured creditors with a perfected lien on its cash.  Those
arrangements do not restrict CEOC's ability to utilize cash and
are not expected to have an operational impact on CEOC.

                     About Caesars Entertainment

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

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

Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012.  As of
June 30, 2014, the Company had $27.06 billion in total assets,
$29.64 billion in total liabilities and a $2.57 billion
total deficit.

                           *     *     *

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

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

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

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


CANNERY CASINO: Moody's Affirms B3 CFR & Changes Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service revised the rating outlook of Cannery
Casino Resorts, LLC to negative from stable. The company's B3
Corporate Family Rating and B3-PD Probability of Default Rating
were affirmed. The B2 rating on Cannery's first lien term loan and
revolver and Caa2 rating on its second lien term loan were also
affirmed.

The change in Cannery's rating outlook to negative from stable
reflects the company's declining revenue and EBITDA for the first
six months of 2014 -- down 6.3% and -11.6% respectively -- and
Moody's expectation that gaming demand will remain weak putting
pressure on the company's covenant cushion. The Meadows Racetrack
and Casino ("The Meadows") near Pittsburgh, which Cannery derives
approximately 70% of its property-level EBITDA, has seen year-
over-year declines in monthly gaming revenues due to lower
visitation and competitive pressure from neighboring states. This
has caused Cannery's leverage to increase above 8.0 times and
EBITDA/interest to drop to 1.2 times.

In May 2014, Cannery announced it plans to sell the Meadows
Racetrack and Casino near Pittsburgh, Pennsylvania to Gaming &
Leisure Properties Inc. (Ba1, stable) for $465 million. Cannery
expects to complete the sale in 2015 after securing the requisite
approvals from the Pennsylvania Gaming Control Board and the
Pennsylvania Racing Commission.

Ratings affirmed:

  Corporate Family Rating at B3

  Probability of Default Rating at B3-PD

  $40 million senior secured first lien revolver expiring in 2017
  at B2 (LGD 3)

  $385 million senior secured first lien term loan due 2018 at B2
  (LGD 3)

  $165 million senior secured second lien term loan due 2019 at
  Caa2 (LGD 5)

Outlook Actions:

  Outlook changed to negative from stable

Ratings Rationale

Cannery's B3 Corporate Family Rating reflects the company's high
leverage and its small size in terms of revenue, earnings and cash
flow compared to larger more diversified U.S. gaming operations.
Moody's adjusted debt/EBITDA for the last 12-month period ended
June 30, 2014 was significant, at over 8.0 times. The ratings also
take into account Moody's view that U.S. consumers, under
continued pressure from weak growth in disposable personal income
and increasing living expenses, will continue to limit their
spending to items more essential than gaming, leaving less funds
available for this highly discretionary form of entertainment.

Positive rating consideration is given to Moody's expectation that
despite high leverage and an extremely challenging operating
environment, Cannery will be able to cover interest, expense,
maintenance capital expenditures and required debt amortization
from cash flow. Given the pressure on gaming revenues, Moody's
don't expect the company will generate a significant level of free
cash flow. Nevertheless, the company's credit agreement contains a
50% excess cash flow sweep which Moody's view as a credit
positive.

Cannery's ratings could be lowered if operating results continue
to deteriorate, liquidity weakens or if the company is unable to
remain covenant compliant.

An outlook revision back to stable is possible if operating trends
stabilize or if the company is able to complete the sale of The
Meadows and uses the proceeds to reduce existing debt to a level
that supports remaining operations.

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.

Cannery Casino Resorts, LLC, is a privately held gaming company
that owns and operates one casino in Pennsylvania and two casinos
in Las Vegas, NV. The company generates about $400 million of
annual net revenue.


CHINA GINSENG: Incurs $4.7 Million Net Loss in Fiscal 2014
----------------------------------------------------------
China Ginseng Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $4.76 million on $2.61 million of revenue for the year
ended June 30, 2014, compared to a net loss of $3.64 million on
$3.56 million of revenue for the year ended June 30, 2013.

The Company's balance sheet at June 30, 2014, showed $8.82 million
in total assets, $14.42 million in total liabilities and a $5.60
million total stockholders' deficit.

Cowan, Gunteski & Co., P.A., in Tinton Falls, NJ, issued a "going
concern" qualification on the consolidated financial statements
for the year ended June 30, 2014.  The independent auditors noted
that the Company has incurred an accumulated deficit of
$14,169,335 since inception, has a working capital deficit of
$11,616,962, and there are existing uncertain conditions the
Company faces relative to its ability to obtain working capital
and operate successfully.  These conditions raise substantial
doubt about its ability to continue as a going concern.

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

                         http://is.gd/kCnmmZ

                         About China Ginseng

Changchun City, China-based China Ginseng Holdings, Inc., conducts
business through its four wholly-owned subsidiaries located in
China.  The Company has been granted 20-year land use rights to
3,705 acres of lands by the Chinese government for ginseng
planting and it controls, through lease, approximately 750 acres
of grape vineyards.  However, recent harvests of grapes showed
poor quality for wine production which indicates that the
vineyards are no longer suitable for planting grapes for wine
production.  Therefore, the Company has decided not to renew its
lease for the vineyards with the Chinese government upon
expiration in 2013 and, going forward, it intends to purchase
grapes from the open market in order to produce grape juice and
wine.


CLOUDEEVA INC: Evidentiary Hearing Set on Case Dismissal Order
--------------------------------------------------------------
Counsel for both Cloudeeva, Inc. and Bartronics Asia, Pte Ltd sent
separate letters to Bankruptcy Judge Kathryn C. Ferguson for the
District of New Jersey regarding an evidentiary hearing originally
scheduled for Oct. 15, 2014, in the matter of the Bankruptcy
Court's orders to dismiss Debtor Cloudeeva's Chapter 11 case.

Cloudeeva CEO Adesh Tyagi won't be available on Oct. 15 due to a
previously scheduled court appearance in the Superior Court of
California before Hon. James E. Towery in connection with a family
court matter, according to Richard D. Trenk, Esq. of Trenk
DiPasquale, counsel to the Debtors.

Mr. Trenk said Mr. Tyagi acknowledges the importance of his
testimony as CEO before the Bankruptcy Court and thus, seeks that
the evidentiary hearing be set for another date.

Daniel J. Saval, Esq. of Brown Rudnick, on behalf of Bartronics
Asia, Pte Ltd, countered that the evidentiary hearing go forward
as scheduled because it has been rescheduled already.  If the
Court determines to adjourn the hearing, Bartronics Asia seek to
reschedule the hearing to the earliest date possible.  Mr. Saval
advised that they are available to conduct the hearing on Oct. 17,
20, 21 or 22, 2014.

The case dismissal was sought by Bartronics Asia, claiming that
the cases were not filed in good faith.  The Debtors denied the
allegations.  Judge Ferguson granted the case dismissal bid on
Aug. 22, 2014.  The Debtor subsequently filed an appeal from the
Dismissal Order.  At the Debtor's behest, District Judge Joel A.
Pisano for the District of New Jersey stayed the Dismissal Order
pending further proceedings before the District Court.

                        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.  The cases are assigned to Judge Kathryn
C. Ferguson.

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 Debtors originally tapped Lowenstein Sandler LLP as counsel.
However, they are now seeking the retention of Trenk, DiPasquale,
Della Fera & Sodono, P.C., to replace Lowenstein Sandler, who
retention was not formally approved by order of the Court.  The
Debtors have also tapped Cole, Schotz, Meisel, Forman & Leonard,
P.A. as appellate counsel.  Kurtzman Carson Consultants LLC serves
as claims and noticing agent.

                         *     *     *

On Aug. 22, 2014, Judge Ferguson entered an order dismissing the
Debtors' Chapter 11 cases at the behest of Bartronics Asia PTE
Ltd.  BAPL asserted that the cases were not filed in good faith.

The Debtors subsequently filed an appeal challenging the dismissal
of their cases.

Since then, District Judge Joel A. Pisano for the District of New
Jersey entered an order staying the Case Dismissal Order pending
further proceedings.  Simultaneously, Judge Pisano reinstated the
Debtors' bankruptcy cases and authorized the Debtors to be in
possession of their assets and the management of their business as
debtors-in-possession, subject to the continuing jurisdiction of
the Bankruptcy Court and any further orders of the Bankruptcy
Court or the District Court.

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


COMMUNITY ACTION: No Longer Head Start Program's Local Grantee
--------------------------------------------------------------
The federal Office of Head Start has informed Community Action
Partnership of Western Nebraska, Inc., that the Debtor would be
terminated as the local grantee for the Head Start programs, Jerry
Purvis, writing for Gering Citizen, reports citing Sarah Ochoa,
the Debtor's director of child development programs.

A federal review of the program for the 2011-2012 fiscal year
found an accounting error that the Debtor had no way of backing
up, Gering Citizen says, citing Tim Nolting, board member at the
Debtor.

According to Gering Citizen, Community Development Institute will
assume administering the programs on Oct. 30, 2014, on a temporary
basis until the Office of Head Start can find a new grantee.

Gering Citizen states, citing Tim Nolting, board member at the
Debtor.  The Debtor, says Gering Citizen, consulted an attorney in
Washington, D.C., who told them they had a good chance in
appealing the termination, but the legal fees could cost the
agency up to $100,000, something the Debtor couldn't afford while
under Chapter 11 bankruptcy.

Gering Citizen quoted Ms. Ochoa as saying, "We've been told that
about 95 percent of our staff will be rehired.  They don't want to
do anything that will disrupt services to children and families.
As of Nov. 1, they will be the administration piece of the
programs."  Gering Citizen relates that there will be some staff
adjustments, and Mr. Nolting said the Debtor will need to adjust
its operations to accommodate shortfall as indirect expenses for
the program will no longer be coming in for the Debtor.

               About Community Action Partnership

Community Action Partnership of Western Nebraska, Inc., fdba
Panhandle Community Services, based in Gering, Nebraska, filed for
Chapter 11 bankruptcy (Bankr. D. Neb. Case No. 14-41212) on July
8, 2014, in Lincoln.  David Grant Hicks, Esq., at Pollak, Hicks, &
Alhejaj, P.C., serves as the Debtor's counsel.  In its petition,
CAPWN estimated $1 million to $10 million in both assets and
liabilities.  The petition was signed by Margo Hartman, interim
executive director.


EAGLE BULK: Plan Effective Date Occurred on Oct. 15
---------------------------------------------------
Eagle Bulk Shipping Inc. notified the U.S. Bankruptcy Court for
the Southern District of New York that on Oct. 15, 2014, the
Effective Date of its Prepackaged Plan of Reorganization occurred,
and the Plan was substantially consummated.

According to BankruptcyData, on the Effective Date, the Company
will, among other things, cancel all outstanding Equity Interests
in the Company, and issue approximately 37.5 million shares of New
Eagle Common Stock (subject to additional shares to be issued
pursuant to the New Eagle Equity Warrants and the Management
Incentive Program).

BData related that under the Plan, "the current holders of the
Company's Equity Interests (other than the Consenting Lenders on
account of Amended Lender Warrants or shares of common stock
received upon conversion of the Amended Lender Warrants held by
them) will receive (i) approximately 187,500 shares of New Eagle
Common Stock, representing 0.50% of the total shares of New Eagle
Common Stock issued and outstanding on the Effective Date (subject
to dilution by the New Eagle Equity Warrants and the Management
Incentive Program), which will be distributed at a ratio of
approximately 0.01076 shares of New Eagle Common Stock for each
existing share of common stock of the Company, and (ii)
approximately 3,040,540 New Eagle Equity Warrants, each
exercisable for one share of New Eagle Common Stock and which are,
in the aggregate, exercisable for 7.5% of the total shares of New
Eagle Common Stock (subject to dilution by the Management
Incentive Program), which will be distributed at a ratio of
approximately 0.17454 New Eagle Equity Warrants for each existing
share of common stock of the Company."

                    About Eagle Bulk Shipping

With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq:
EGLE) provides ocean-borne transportation services for a broad
range of major and minor "dry bulk" cargoes, including iron ore,
coal, grain, cement, and fertilizer, along worldwide shipping
routes.  Each of Eagle's 45 vessels is flagged in the Marshall
Islands and owned by a separate wholly-owned subsidiary organized
as a limited liability company under the Marshall Islands.

On Aug. 6, 2014, Eagle Bulk entered into a restructuring support
agreement with certain of its lenders regarding the terms of a
balance sheet restructuring that will reduce debt by $975 million.

To implement the restructuring, Eagle Bulk, the parent company,
commenced a voluntary "prepackaged" chapter 11 case (Bankr.
S.D.N.Y. Case No. No. 14-12303).  The case has been assigned to
the Honorable Sean H. Lane.  The Chapter 11 filing does not
include any of Eagle Bulk's operating or management subsidiaries.

The Company estimated $850 million to $950 million in assets and
debt of $1.21 billion as of the Petition Date.

The Company has tapped Tyson M. Lomazow, Esq., and Matthew Brod,
Esq., at Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy
counsel, Moelis & Company as financial advisor and investment
banking advisor, Alvarez & Marsal as restructuring advisors, and
PricewaterhouseCoopers LLP as its accountant and auditor.  Eagle
Bulk's noticing agent is Kurtzman Carson Consultants.

Wilmington Trust (London) Limited, solely in its capacity as
successor agent and security trustee under a 2012 credit
agreement, is represented by Andrew Rosenberg, Esq., at Paul Weiss
Rifkind Wharton & Garrison LLP.

Judge Sean Lane of the U.S. Bankruptcy Court for the Southern
District of New York, on Sept. 22, 2014, issued a findings of
fact, conclusions of law and order approving the disclosure
statement and confirming the prepackaged plan of reorganization
filed by Eagle Bulk Shipping Inc.


EDGENET INC: Oct. 27 Hearing to Approve Disclosure Statement
------------------------------------------------------------
Edgenet Inc., n/k/a El Wind Down, Inc., and its debtor affiliates
ask the U.S. Bankruptcy Court for the District of Delaware to
approve the Disclosure Statement accompanying the Debtors' Joint
Plan of Liquidation pursuant to Chapter 11 of the Bankruptcy Code
dated October 6, 2014.

The Debtors submit that the proposed Disclosure Statement contains
all or substantially all of the information typically considered
by bankruptcy courts and, hence, ask that the Court approve the
Disclosure Statement as having adequate information and meeting
the requirements of Section 1125 of the Bankruptcy Code.

The Debtors also ask the Court to:

   (a) fix October 27, 2014, as the voting record date;

   (b) approve their proposed notice of hearing and objection
       procedures in respect of the Plan, and set a date for the
       hearing on 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) approve the form of correspondence to be sent to the
       holders of Seller Noteholder Claims from the Committee and
       the Owners' Representative;

   (g) fix the voting deadline for creditors to accept or reject
       the Plan; and

   (h) approve the procedures for tabulating creditor votes.

The Court will commence a hearing on October 27, 2014, at 10:00
a.m. (prevailing Eastern Time), to consider approval of the
Disclosure Statement.  Objections and responses to the Disclosure
Statement are due on October 22, 2014, at 4:00 p.m. (prevailing
Eastern Time).

                       About Edgenet Inc.

Edgenet, Inc., and Edgenet Holding Corp. are providers of cloud-
based content and applications that enable companies to sell more
products and services with greater ease across multiple channels
and devices.  Edgenet has three business locations: Waukesha, WI,
Brentwood, TN, and its main office in Atlanta, GA.

Edgenet Inc. and Edgenet Holding filed for Chapter 11 bankruptcy
protection in Delaware (Lead Case No. 14-10066) on Jan. 14, 2014.

Edgenet Inc. estimated assets of at least $10 million and
liabilities of $100 million to $500 million.

Raymond Howard Lemisch, Esq., at Klehr Harrison Harvey Branzburg
LLP, in Wilmington, Delaware, serves as counsel to the Debtors;
Glass Ratner Advisory & Capital Group LLC is the financial
advisor; JMP Securities, LLC, is the investment banker, and Phase
Eleven Consultants, LLC, is the claims and noticing agent.

The U.S. Trustee did not form an official unsecured creditors
committee as no sufficient interest has been generated from
creditors.

Fred Marxer, Timothy Choate and Davis Carr, individuals and
holders of a segment of the promissory notes issued in 2004 that
have been referred to by Edgenet, Inc., et al., requested that the
Court issue an order appointing an official committee of Seller
Noteholders, or in the alternative, an official committee of
unsecured creditors, with members appointed from the Seller
Noteholders who agree to waive any continued security interest
arising from the Seller Notes.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed on
March 13, 2014, five noteholders to serve on the Official
Committee of Note Holders.  In May, Bankruptcy Judge Brendan L.
Shannon denied Edgenet Inc., et al.'s motion to disband the
Noteholders Committee.

The Noteholders Committee has retained Morris James LLP's Jeffrey
R. Waxman, Esq.; and Cooley LLP's Cathey Hershcopf, Esq., and
Jeffrey L. Cohen, Esq., as co-counsel to the Committee.

An auction of the Debtors' assets was held on June 6, 2014, and
EdgeAQ, L.L.C., was declared the successful bidder.  The
Bankruptcy Court approved the sale on June 12, and the sale closed
on June 16.  Edgenet Inc. changed its name to El Wind Down, Inc.,
and Edgenet Holding Corporation to EHC Holding Wind Down Corp.


ELIZABETH ARDEN: Moody's Lowers Corporate Family Rating to B2
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Elizabeth
Arden, Inc. (RDEN) including its Corporate Family Rating (CFR) to
B2 from B1, Probability of Default Rating to B2-PD from B1-PD and
senior unsecured debt rating to B3 from B2. This concludes the
review for downgrade initiated on August 19, 2014 following RDEN's
announced partnership with Rhone Group LLC ("Rhone Group"). The
rating outlook is negative. RDEN's speculative-grade liquidity is
affirmed at SGL-3.

Ratings Rationale

The rating downgrade reflects recent deterioration in the
company's credit metrics due to a challenging operating
environment in the fragrance category, RDEN's increased leverage
due to poor performance related to volatility in certain of its
celebrity fragrances, and changes underway in its distribution
structure. Moody's expects that debt to EBITDA leverage
(incorporating Moody's standard adjustments) will remain above
5.0x over the next two years even after cost cuts take effect. The
adjustment for rent is material relative to the company's funded
debt. The negative outlook reflects Moody's concerns that RDEN
will be able to stabilize its business operations in a timely
manner, and restore its credit profile to be more comfortably
positioned in the B2 rating category.

RDEN's B2 Corporate Family Rating (CFR) reflects the company's
high financial leverage, negative free cash flow, modest
geographic diversification, and high reliance on discretionary
spending since RDEN's largest category is fragrance. RDEN is
attempting to increase its revenue through broader product
offerings and a better distribution model. RDEN is operating in
environment where consumers' spending remains soft and its
reliance on fragrances tied to popular celebrities carries a high
degree of fashion and fad risk. Moody's anticipates that current
cost restructuring initiatives will gain some traction over the
next year, but growing the top line will remain a challenge. The
rating is supported by the company's relatively large scale and
portfolio of well-known classic and designer branded fragrances
and skin care products. The ability of its new investors Rhone
Group to provide strategic guidance to RDEN domestically as well
as internationally remains to be seen.

RDEN's SGL-3 speculative-grade liquidity rating reflects its
modest cash balances ($56 million as of 6/30/14), acceptable
availability under its asset-based revolving credit facility, and
Moody's expectation that free cash flow will remain negative over
the next 12 months. As of 6/30/2014, the $300 million asset-based
revolving credit facilities had $78 million outstanding (with
additional borrowing capacity of just over $90 million). The $50
million redeemable preferred stock investment from Rhone Group
will be used to partially pay down the revolving credit facility.

The following ratings were downgraded:

  Corporate Family Rating to B2 from B1

  Probability of Default Rating to B2-PD from B1-PD

  Senior Unsecured Regular Bond / Debenture to B3, LGD5 from B2,
  LGD5

The following rating is affirmed:

  Speculative-grade liquidity rating at SGL-3

The rating outlook is Negative

RDEN could be downgraded if operating performance deteriorates
further such that the company is unable to reduce debt/EBITDA
(after Moody's standard adjustments) below 6.5x or generate
positive free cash flow by its fiscal year ending in June, 2016.
Debt-financed share repurchases, acquisitions or deteriorating
liquidity could also lead to a downgrade. An upgrade is unlikely
in the foreseeable future. However, if RDEN strengthens its market
position and returns to sustained and profitable revenue growth,
generates positive free cash flow, and reduces debt-to-EBITDA
below 5.0x, the ratings could be upgraded.

The principal methodology used in this rating was Global Packaged
Goods published in June 2013. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009.

Elizabeth Arden, Inc., headquartered in Miami, FL, is a global
beauty products company with a broad portfolio of branded prestige
fragrance (77% revenue for the FYE 6/30/14), skin care (18%) and
cosmetics (5%). Products are sold in over 120 countries
(approximately 62% North America and 38% in other geographic
regions). Revenue for the LTM 6/30/14 period was approximately
$1.2 billion.


ENDEAVOUR INT'L: Nov. 10 Hearing on Proposed Adequate Protection
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on Nov. 10, 2014, at 10:00 a.m. (ET), to
consider approval of Endeavour Operating Corporation, et al.'s
request to provide adequate protection to prepetition term loan
lenders and certain noteholders.  Objections are due Nov. 3.

As previously reported by The Troubled Company Reporter, the
Debtors asked the Court to approve to grant certain adequate
protection and related relief to:

  (i) the holders of the 12% Notes due March 2018;

(ii) the holders of the 12% Notes due June 2018;

(iii) Wells Fargo Bank, National Association, in its capacities
      as trustee under the March 2018 Notes and collateral agent
      with respect to the Notes;

(iv) Wilmington Trust, N.A., in its capacity as trustee under
      the June 2018 Notes; and

  (v) prepetition term loan secured lenders and Credit Suisse AG,
      Cayman Islands Branch, in its capacity as agent on behalf of
      the lenders.

                 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 Oct. 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
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.


ENDEAVOUR INT'L: Has Interim Authority to Pay Royalties
-------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware gave Endeavour Operating Corporation, et al., interim
authority to pay royalty interest holders on account of their
royalty interests in the ordinary course of business in an amount
not to exceed $100,000.

The hearing to consider final approval of the request is scheduled
for Nov. 10, 2014, at 10:00 a.m. (prevailing Eastern time).
Objections are due Nov. 3.

                 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 Oct. 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
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.


ENDEAVOUR INT'L: Has Interim Approval of Trading Protocol
---------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware gave Endeavour Operating Corporation, et al., interim
authority to establish notification procedures and approved
restrictions on certain transfers of claims against and interest
in the Debtors.

As previously reported by The Troubled Company Reporter, the
Debtors sought to establish the procedures to protect the
potential value of the Debtors' net operating loss carryforwards
("NOLs") and certain other tax attributes.  The Debtors estimate
that they have incurred, for U.S. federal income tax purposes, at
least $300 million of consolidated NOLs in addition to certain
other tax attributes, including built-in (unrecognized) losses.

Because an "ownership change" may negatively impact the
utilization of their NOLs, the Debtors propose that any
"substantial equityholder" must serve and file a declaration after
the date of the interim order approving the procedures and 10
days after becoming a substantial equityholder.

A "substantial equityholder" is any person or Entity that
beneficially owns at least:

      a. [___] shares of Endeavour's Series C Preferred Stock
(representing 4.75% of all shares of Endeavour's Series C
Preferred Stock issued and outstanding);

      b. 936 shares of Endeavour's Series B Preferred Stock
(representing 4.75% of all shares of Endeavour's Series B
Preferred Stock issued and outstanding); or

      c. 2,271,212 shares of Endeavour's common stock
(representing approximately 4.75% of all shares of Endeavour's
Common Stock issued and outstanding).

The Debtors also proposed procedures to limit claims trading in
the event a plan proponent determines that the reorganized Debtors
likely will benefit from the application of section 382(l)(5) of
the Tax Code and reasonably anticipates that the reorganized
Debtors will invoke such section (a "382(l)(5) Plan").

The Debtors explain that it is likely that any chapter 11 plan
that contemplates a reorganization of the Debtors will involve the
issuance of new common stock in the Debtors (or any successor to
the Debtors) and the distribution of such stock to certain
creditors in satisfaction, in whole or in part, of their
respective Claims against the Debtors.  This issuance and
distribution likely would result in an "ownership change" under
section 382 of the Tax Code. In such event, the Debtors may be
able to avail themselves of the special relief afforded by section
382(l)(5) of the Tax Code for ownership changes pursuant to a
confirmed chapter 11 or applicable court order.

The deadline to object to the final approval of the request is
Nov. 3, 2014.  If objections are timely filed, a hearing will be
held on Nov. 10, at 10:00 a.m. (prevailing Eastern time), to
consider approval of the request on a final basis.  If no
objections are timely filed, the Debtors will submit to the Court
a final order granting their request.

                 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 Oct. 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
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.


ENDEAVOUR INT'L: Can Employ KCC as Claims & Noticing Agent
----------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware authorized Endeavour Operating Corporation, et al., to
employ Kurtzman Carson Consultants LLC as claims and noticing
agent.

Prior to the Petition Date, the Debtors provided KCC a retainer in
the amount of $10,000.

According to the services agreement, KCC will charge at these
rates for these consulting services:

                                         Discounted
   Position                             Hourly Rate
   --------                             -----------
Executive Vice President                  Waived
Senior Managing Consultant                 $180
Solicitation and Notification Manager  $170 to $175
Senior Consultant                      $125 to $165
Consultant                              $75 to $125
Project Specialist                      $50 to $80
Call Center Operator I                     $45
Technology/Programming Consultant       $45 to $85
Clerical                                $30 to $45
Weekend, holidays and overtime            Waived

                 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 Oct. 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
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.


ENDEAVOUR INT'L: Obtains Interim Stock & Trading Claims Order
-------------------------------------------------------------
Endeavour International Corporation on Oct. 17 disclosed that on
October 10, 2014, it and certain of its subsidiaries, including
Endeavour Operating Corporation, filed a motion with the United
States Bankruptcy Court for the District of Delaware seeking an
order (i) restricting certain transfers of interest in Endeavour
common stock and preferred stock and, depending on the Debtors'
proposed chapter 11 plan when filed, certain transfers of claims
against the Debtors, and (ii) imposing certain notification
requirements with respect to substantial owners of Endeavour stock
(by class) and substantial owners of claims against the Debtors
(namely, Endeavour's 12% First Priority Notes, its 12% Second
Priority Notes, and any unsecured claims against the Debtors).
The order is intended to prevent certain transfers of stock of
Endeavour and certain transfers of claims against the Debtors that
could impair the ability of one or more of the Debtors' estates to
use, to the extent otherwise available, their net operating loss
carryovers and certain other tax attributes during bankruptcy and
on a reorganized basis.

On October 15, 2014, the Bankruptcy Court entered an order on an
interim basis granting the Motion.  All procedures reflected in
the interim order currently apply and must be complied with.
Accordingly, any acquisition, disposition, or other transfer of
equity or claims on or after October 10, 2014, in violation of the
restrictions set forth in the interim order shall be null and void
ab initio or otherwise subject to sanctions as an act in violation
of the automatic stay under sections 105(a) and 362 of the United
States Bankruptcy Code.  A final hearing on the Motion and
requested relief is scheduled for November 10, 2014, at 10:00 a.m.
before The Honorable Kevin J. Carey at the Bankruptcy Court, 824
North Market Street, Wilmington, Delaware 19801.

The requested relief and interim order apply to "Substantial
Equityholders," being persons who are, or as a result of a
transaction would become, the beneficial owner of approximately
4.75% or more of the outstanding shares of any class of common or
preferred stock of Endeavour.  It also applies to holders of a
substantial amount of claims, being persons who are, or as a
result of a transaction become, the beneficial owner of
Endeavour's 12% First Priority Notes, 12% Second Priority Notes,
and/or unsecured claims against the Debtors in excess of an amount
of such claims which, taking into account any other interests for
which the holder may receive stock in the reorganized Debtors,
could result in such holder holding the "Applicable Percentage,"
generally 4.5% or more, of the stock of the reorganized Debtors,
by vote or value.  The precise amount of claims will be disclosed
in connection with the Debtors' filing of their proposed
chapter 11 plan and disclosure statement in the event the Debtors
reasonably anticipate taking advantage of certain tax provisions
relating to a debtor's ability to utilize loss carryovers and
certain other tax attributes on a reorganized basis.  A copy of
the notice of the interim order, which includes complete
definitions, the provisions potentially applicable to holders of a
substantial amount of claims, and the applicable notification
requirements and restrictions, is available on the website of the
Debtors' claims agent:  www.kccllc.net/endeavour

                 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 Oct. 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: Gets Judge's Nod For $20M Executive Bonus Plan
-------------------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge Christopher S. Sontchi
of the U.S. Bankruptcy Court for the District of Delaware allowed
Energy Future Holdings Corp. to proceed with its plan to pay out
up to $20 million in executive bonuses over the objections of the
U.S. trustee's office.  According to the report, after a trial
that lasted three full court days, Judge Sontchi ruled that EFH
presented a "thorough, persuasive and unblemished record" that
convinced him the bonus plans at issue indeed had targets
difficult to attain as is mandated by bankruptcy rules.

                       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.


ENERGY FUTURE: May Pay $20 Million in Executive Bonuses
-------------------------------------------------------
Jim Malewitz at The Texas Tribune reports that the Hon.
Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware has authorized Energy Future Holdings Corp.
to continue a handful of bonus programs.

As reported by the Troubled Company Reporter on Oct. 17, 2014, the
Debtor asked the Court to approve its proposal to pay $20 million
in executive bonuses, which the U.S. Trustee objected.

The Texas Tribune relates that under the plans, 26 of the Debtor's
executives will be eligible for the bonuses, most going to the top
seven executives.

The Dallas Morning News quoted Judge Sontchi as saying, "After
applying the most stringent test . . .  I find each plans easily
and overwhelmingly meets the standard.  It is not a close call."

                       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.


FALCON STEEL: Ryan LLC Approved as Property Tax Consultant
----------------------------------------------------------
The Bankruptcy Court grants application of Ryan, LLC as property
tax consultant for debtor Falcon Steel Company over the objection
of the United States Trustee.

The Debtors have filed applications or motions seeking to employ
eight professionals or consultants and that it incurred a total of
$240,008 in professional fees incurred for the month of July 2014.

On August 18, 2014, the Debtors filed an application seeking to
employ Ryan. But, the applicant seeks to be paid a fee equal to
25% of any tax savings achieved without need of filing a fee
application.

The U.S. Trustee argues that if fees continue to accrue at this
rate, the Debtors' professional fees could exceed $1,000,000.00
before the year ends.

The United States Trustee is represented by:

     William T. Neary
     UNITED STATES TRUSTEE
     Meredyth A. Kippes, Esq.
     Trial Attorney
     Office of the United States Trustee
     1100 Commerce St.  Room 976
     Dallas, TX 75242
     Tel: (214) 767-1079

                    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: Wants Plan Exclusivity Extended Until Dec. 26
-----------------------------------------------------------
Falcon Steel Company seeks an extension of the exclusivity period
through and until December 26, 2014 for the filing of a Chapter 11
plan and through and until February 24, 2015, for the solicitation
of acceptances for the Plan.  The Debtors said they need time to
negotiate plan terms with principal parties, which, in turn, will
increase the likelihood that the Debtors may propose a consensual
plan of reorganization.

The Debtors said that, after three months from petition date, they
have restored relations with key customers and vendors, thereby
generating increased sales and significantly improving their cash
position since petition date. In general, the Debtors are
proceeding at a diligent pace to stabilize their business and put
themselves in a position to propose a confirmable plan of
reorganization at the earliest possible time.

Hearing on the Debtors' request is scheduled for October 23, 2014.

Falcon Steel is represented by:

     Jeff P. Prostok, Esq.
     Lynda L. Lankord, esq.
     FORSHEY & PROSTOK LLP
     777 Main St., Suite 1290
     Ft. Worth, TX 76102
     Telephone: (817) 877-8855
     Facsimile: (817) 877-4151
     E-mail: iprostok@forsheyprostok.com
             llankford@forsheyprostok.com

                    About Falcon Steel Company

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

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

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

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

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

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

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

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


FALCON STEEL: Has Until Dec. 31 to File Claims vs. Lender
---------------------------------------------------------
U.S. Bankruptcy Judge D. Michael Lynn has given Falcon Steel Co.
and the unsecured creditors' committee until Dec. 31, 2014, to
file claims against Texas Capital Bank, N.A.

A previous court order that authorized Falcon Steel to use Texas
Capital's cash collateral gave the company and the committee a 60-
day deadline to challenge the validity, priority, perfection or
extent of the bank's interests, or to file claims to avoid any
pre-bankruptcy exercise of those interests.

Falcon Steel owes Texas Capital as much as $16 million on account
of the loan it availed from the bank, which is secured by the
company's assets.

                    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: Gets Approval of Consulting Deal With Former CEO
--------------------------------------------------------------
Falcon Steel Co. received approval from U.S. Bankruptcy Judge D.
Michael Lynn of its agreement with David Smith to hire the former
chief executive officer as its consultant.

Under the deal, Mr. Smith agreed to serve as an outside consultant
for the company through Sept. 15, 2016, unless the agreement is
terminated earlier.

The services to be provided by Mr. Smith include client
relationship, vendor relationship and lattice tower design
support.  He will receive a monthly fee of $15,000, plus
reimbursement of expenses for his services.

Through the term of the agreement, Mr. Smith will not participate
in the management or control of certain competitors of the
company.  He is also required to maintain the confidentiality of
all nonpublic information concerning the company.

Judge Lynn approved the agreement despite objections from the U.S.
Trustee, the Justice Department's bankruptcy watchdog, and from
the committee representing unsecured creditors.

The agency said the agreement does not meet the standards of
Section 503(c)(1) or (c)(3) of the Bankruptcy Code because the
company failed to prove that Mr. Smith's employment is essential
to its business and that he received offers from rival firms.

Meanwhile, the unsecured creditors' committee expressed dismay
over the company's move to hire its former CEO, saying it should
completely cut ties with him given his alleged "gross
mismanagement."

The agreement also drew flak from its lender Texas Capital Bank
N.A.  The bank said the company didn't have to hire Mr. Smith for
fear he would disclose its trade secrets to rival firms since he
is prohibited from doing such under non-bankruptcy law.

Falcon Steel defended the agreement, arguing that its benefit to
the estate is "substantial and significantly outweighs the cost."

"Under the facts and circumstances, approval of the agreement is
clearly warranted even under the heightened standard of review for
transactions with an insider," the company said in a court filing
in response to the objections.

                    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.


FRONTIER INSURANCE: Bankr. Judge Won't Dismiss Liquidator's Suit
----------------------------------------------------------------
Chief Bankruptcy Judge Cecelia G. Morris held that the Bankruptcy
Court need not abstain from hearing the proceeding, Benjamin
Lawsky, Plaintiff, v. Frontier Insurance Group, LLC and County of
Sullivan Industrial Development Authority, Defendants, Adv. Proc.
No. 14-09022 (CGM)(Bankr. S.D.N.Y.).  In a Oct. 9, 2014 Memorandum
Decision, the Court denied the motion to dismiss this proceeding.

This is a dispute over the ownership of two parcels of real
property located in Sullivan County, New York, referred to by the
parties as Parcels B and C.  Together, Parcels B and C comprise
approximately one-half (15.667 acres of a total 30.897 acres) of
the Debtor Frontier Insurance Group, Inc.'s former headquarters
building and the surrounding real property, which is collectively
known as the "Rock Hill Property."  Prior to the petition date, it
appears that the Rock Hill Property was used both by the Debtor
Frontier Insurance Group, Inc. and the Debtor's wholly-owned
insurance subsidiary as their headquarters.

Legal title to the Rock Hill Property is currently held by the
County of Sullivan Industrial Development Authority pursuant to a
series of agreements entered into in the 1990s.  The Development
Authority's ownership of the Rock Hill Property expired on
February 28, 2014. As to Parcel A, which comprises 15.23 acres of
the headquarters compound and is the location of the actual
headquarters building, the reversionary interest belongs to FIC,
the insurance subsidiary, which is currently in a state court
liquidation in Albany under the New York State Insurance Law. The
parties dispute who owns the reversionary interest in Parcels B
and C, the remainder of the headquarters compound.

On the one hand, the Reorganized Debtor -- Frontier Insurance
Group, LLC -- contends that it holds the reversionary interest.
According to FIGL, the Debtor donated the Rock Hill Property and
its improvements to FIC in the 1990s, which were then conveyed to
the Development Authority for a period of 20 years in exchange for
certain tax benefits.  According to FIGL, it was the Debtor -- not
the insurance subsidiary -- that retained the reversionary
interest in Parcels B and C upon the expiration of the 20-year
term.

On the other hand, the Superintendent of the State of New York, in
his capacity as the state court liquidator for the insurance
subsidiary, asserts that FIC holds the reversionary interest in
all three parcels.

A copy of the Court's decision is available at
http://bit.ly/11zeU5ufrom Leagle.com.

Benjamin M. Lawsky, Superintendent of Financial Services for the
State of New York, as Liquidator of Frontier Insurance Company, is
represented by:

     William F. Costigan, Esq.
     DORNBUSH SCHAEFFER STRONGIN & VENAGLIA LLP
     747 Third Avenue, 11th Floor
     New York, NY 10017
     Telephone: 212-759-3300
     Facsimile: 212-753-7673
     E-mail: costigan@dssvlaw.com

                     About Frontier Insurance

Frontier Insurance Company is a property and casualty insurer
domiciled in the State of New York.  The company was placed in
rehabilitation and the New York Superintendent of Insurance was
appointed as Rehabilitator on Oct. 15, 2001, by order of the
Supreme Court of the State of New York, New York County.

Since 2001, Frontier has settled roughly 12,000 claims, paid
roughly $750 million in losses, and reduced its insolvency on a
statutory accounting basis from an estimated $170 million in 2001
to $90.6 million as of December 31, 2008.

On November 9, 2012, the Albany County Supreme Court converted
FIC's rehabilitation proceeding to a liquidation proceeding styled
In the Matter of the Liquidation of Frontier Insurance Co., Index
No. 97/06.

Frontier Insurance Group, LLC filed its Chapter 11 case (Bankr.
S.D.N.Y. Case No. 05-36877) on June 5, 2005.  On December 2, 2005,
the Court confirmed the Debtor's chapter 11 plan, which became
effective on September 20, 2007.   The plan vested certain
property of the Debtor -- principally cash and causes of action --
in a liquidating trust for the benefit of creditors.  On August 1,
2007, this Court entered a final decree in the Debtor's chapter 11
case. The case was closed on October 24, 2007.


GARLOCK SEALING: Court Adjourns Disclosure Statement Hearing
------------------------------------------------------------
Judge Craig Whitley adjourned the hearing to consider approval of
Garlock Sealing's proposed disclosure statement and solicitation
and confirmation procedures.  The order was entered into record on
October 8, 2014.

The Asbestos Claimants' Committee, Coltec Industries Inc., and the
Future Claimants Representative did not object to the adjournment
of the hearings.

The Court's Order provides that entry of order approving
solicitation and confirmation will be held on October 22, 2014 at
9:30 a.m.

Tens of thousands of claims seeking damages for personal injury
and wrongful death were instituted against the Debtors.

The Official Committee of Asbestos Personal Injury Claimants
objected to the proposed disclosure statement and the voting
procedures designed to ease confirmation of a controversial plan.

The Committee argued before the Court that a consensual resolution
under Section 524(g) of the Bankruptcy Code would serve the best
interests of all concerned, since that section provides statutory
means of reorganizing the Debtors while shifting to a funded trust
the problem of processing and resolving claims over a long period
of time.

The Official Committee of Asbestos Personal Injury Claimants is
represented by:

     Trevor W. Swett III, Esq.
     Peter Van N. Lockwood, Esq.
     Leslie M. Kelleher, Esq.
     Jeffrey A. Liesemer, Esq.
     CAPLIN & DRYSDALE, CHARTERED
     One Thomas Circle, N.W.
     Washington, DC  20005
     Telephone: (202) 862-5000
     E-mail: tswett@capdale.com
             plockwood@capdale.com
             lkelleher@capdale.com
             jliesemer@capdale.com

          - and -

     Elihu Inselbuch, Esq.
     CAPLIN & DRYSDALE, CHARTERED
     600 Lexington Avenue, 21st Floor
     New York, NY 10022
     Telephone:  (212) 379-0005
     E-mail: einselbuch@capdale.com

          - and -

     Travis W. Moon, Esq.
     MOON WRIGHT & HOUSTON, PLLC
     227 West Trade Street, Suite 1800
     Charlotte, NC  28202
     Telephone:  (704) 944-6560
     E-mail: tmoon@mwhattorneys.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.


GENERAL MOTORS: Fitch Rates Amended Unsecured Facilities 'BB+'
--------------------------------------------------------------
Fitch Ratings has assigned a rating of 'BB+' to General Motors
Company's (GM) amended unsecured credit facilities.  Fitch
currently rates GM's Issuer Default Rating (IDR) 'BB+'.  The
Rating Outlook is Positive.

Fitch has also affirmed and withdrawn the 'BB+' IDR of GM's
General Motors Holdings LLC (GM Holdings) subsidiary, as there is
no longer any rated debt at the subsidiary, and Fitch does not
expect the subsidiary to be an active issuer going forward.  Fitch
has also withdrawn GM Holdings' unsecured credit facility rating
of 'BB+' as the subsidiary is no longer a borrower on the
facilities.

KEY RATING DRIVERS

Ads by HQ-Video-Pro-2.1cV14.10xGM announced that it has closed on
an amendment to its unsecured revolving credit facilities.  As
part of the amendment, the primary borrower for the facilities has
been moved to GM from GM Holdings, simplifying the company's
capital structure.  The amended facilities continue to consist of
a three-year tranche that has been extended to 2017, and a five-
year tranche that has been extended to 2019.  However, the limit
on the three-year tranche has been reduced to $5 billion from $5.5
billion, but the limit on the five-year tranche has been increased
to $7.5 billion from $5.5 billion, resulting in a net $1.5 billion
increase in the facilities to $12.5 billion.  General Motors
Financial Company, Inc., which has been a subsidiary co-borrower
on the three-year tranche has been added to the five-year tranche
as well.

Among the other modifications to the facilities, the recent
upgrade by another rating agency triggered the removal of the
facilities' borrowing base restrictions, but the other financial
covenants remain in place, namely a requirement to maintain global
liquidity at or above $4 billion and to maintain domestic
liquidity at or above $2 billion.  The amended credit facilities
do not have any upstream guarantees from GM's subsidiaries, but if
GM's IDR (or equivalent) is rated below investment grade by two of
the three major rating agencies, guarantees from GM's substantial
domestic subsidiaries (excluding GM Holdings) will be put into
effect, although the facilities will remain unsecured.  Aside from
the changes mentioned above, Fitch views the other modifications
to the amended credit facilities as relatively minor.

GM's ratings are supported by the auto manufacturer's low
automotive leverage, strong liquidity position, reduced pension
obligations and strengthened product portfolio, as well as the
free cash flow (FCF) generating capability of its automotive
operations.  GM's ratings are further supported by the global
diversity of its business, including a strong market position in
key developing markets, such as China and Latin America.

The Positive Outlook reflects the trajectory of the underlying
trends in GM's core business.  Fitch expects the profitability of
the company's North American operations to increase on a
combination of pricing strength and operational efficiency, while
its European operations appear to be on track to meet or exceed
the company's mid-decade break-even target.  The company's Chinese
joint ventures (JVs) remain an important source of cash despite
heightened competition in that market.  In addition, the funded
status of the company's pension plans has improved materially over
the past several years, and its work on de-risking the plans will
reduce volatility in the pension liability going forward.

Fitch's primary concern continues to be the potential for the
substantial number of recalls announced in the first half of 2014
to result in significant cash costs over the intermediate term.
Although the direct costs of the recalls will be material, Fitch
views them as manageable given GM's substantial liquidity
position.  Fitch's greater concern is the large number of lawsuits
and various investigations that have been initiated in the
recalls' wake, which could potentially have a significant effect
on the company's intermediate-term cash flow and liquidity,
particularly if combined with an unexpected slowdown in the global
auto market.  Other concerns include GM's North American
profitability, which, although improved, continues to lag certain
key competitors, as well as significant restructuring activities
that remain underway in various international regions.

RATING SENSITIVITIES

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

   -- Increasing the North American EBIT margin to near 10% on a
      sustained basis.

   -- Improving the profitability of the company's European
      operations.

   -- Sustained positive FCF generation, excluding unusual items.

   -- Increased clarification that the follow-on costs of the
      recalls can be managed while keeping automotive cash
      liquidity at $20 billion or higher.

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

   -- A decline in cash liquidity below $20 billion for a
      prolonged period.

   -- Significant negative developments related to the recalls
      that result in a greater-than-expected cash outflow.

   -- A sustained period of negative FCF generation.

   -- A change in financial policy, particularly around
      maintaining high liquidity and low leverage.

   -- A need to provide extraordinary financial assistance to GMF
      in the case of a liquidity event at the finance subsidiary.

Fitch currently rates GM and its subsidiaries as follows with a
Positive Outlook:

GM
   -- Long-term IDR at 'BB+';
   -- Unsecured credit facility rating at 'BB+';
   -- Senior unsecured notes rating at 'BB+'.

General Motors Financial Company, Inc.
   -- Long-term IDR at 'BB+';
   -- Senior unsecured debt at 'BB+';
   -- Short-term IDR at 'B'.

GMAC Bank GmbH
   -- Long-term IDR at 'BB+';
   -- Senior unsecured debt at 'BB+';
   -- Short-term IDR at 'B';
   -- Commercial paper at 'B'.

GMAC (UK) Plc
   -- Long-term IDR at 'BB+';
   -- Short-term IDR at 'B';
   -- Short-term debt at 'B'.


GENERAL MOTORS: Hit With $10B Defect Claims Over Resale Value
-------------------------------------------------------------
Law360 reported that General Motors LLC was sued for $10 billion
by customers who alleged in two consolidated New York federal
complaints, including a class action, that defects including fatal
ignition switch problems caused 27 million cars to drop in value.
According to Law360, the suits allege violations of state consumer
protection statutes, breach of implied warranties, fraud by
concealment, unjust enrichment and other claims over more than 60
recalls affecting GM-branded vehicles sold in the U.S. from model
years 1997 to 2014.

Lisa Sandler, writing for Bloomberg News, reported that the would-
be class action against GM seeks to represent owners who bought or
leased a recalled car from July 2009 to July 2014 and still have
it, or sold it after mid-February when the recalls started, or had
an accident that destroyed it after that date.  More than 20
million customers could join the suit, Steve Berman, one of the
plaintiffs' lawyers, said in an e-mail, according to the Bloomberg
report.

The lawsuit is filed as part of In re General Motors LLC Ignition
Switch Litigation, 14-md-02543, U.S. District Court, Southern
District of New York (Manhattan).

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

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

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

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

                        *     *     *

The Troubled Company Reporter, on Sep. 29, 2014, reported that
Standard & Poor's Ratings Services raised its corporate credit
rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from
'BB+', and revised the outlook to stable from positive.  At the
same time, S&P raised its issue-level rating on GM's unsecured
debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4'
recovery rating on that debt, because S&P do not assign recovery
ratings to the issues of investment-grade companies.


GREEN AUTOMOTIVE: CEO Ian Hobday Quits; New CFO Named
-----------------------------------------------------
Ian G. Hobday resigned from his positions as Green Automotive
Company's chief executive officer, interim chief financial
officer, secretary and member of the Board of Directors for the
purpose of pursuing other business opportunities, according to a
regulatory filing with the U.S. Securities and Exchange
Commission.

The resignation of Mr. Hobday follows the disposition of the
assets of the Company's subsidiaries organized and operated in the
United Kingdom.  Mr. Hobday did not hold any positions on any
Board committees at the time of his resignation.  The Company said
it is not aware of any disagreements Mr. Hobday.

On Oct. 10, 2014, the Company's Board of Directors appointed Mr.
Carter Read, president of Newport Coachworks, Inc., the Company's
remaining operating subsidiary, to the positions of interim
President (the Company's principal executive officer) and
Secretary of the company.  Mr. Read is not related to any of the
Company's current officers or directors by family or marriage.

Carter Read, age 57, is the Company's interim president, the
Company's Secretary and a member of its Board of Directors.  Mr.
Read has been the president of Newport Coachworks, Inc., the
Company's wholly-owned subsidiary, since October 2012.  In this
position Mr. Read oversees all aspects of Newport Coachworks' bus
manufacturing process.  Prior to his position with Newport
Coachworks, Mr. Read worked for Tiffany Coachworks from 1999 until
October 2012 as its president.  In that position, Mr. Read oversaw
Tiffany Coachwork's design, production, manufacturing and final
engineering of its limousine and bus lines, including developing
over nine models of buses ranging from 11500 lb GVW to 33000 lb
GVW for the North American market.

Mr. Read holds 18,500,000 shares of the Company's common stock
held in the name of Parrot Hill Investments LLC, an entity owned
by Mr. Read, and options to purchase 2,500,000 shares of the
Company's common stock at $0.06 per share.  Currently, Mr. Read is
not compensated for his services as a member of the Company's
Board of Directors.

On Oct. 8, 2014, the Company hired Mr. Alan J. Bailey as the
Company's chief financial officer.  Mr. Bailey is not related to
any of the Company's current officers or directors by family or
marriage.

From 1975 until 2009, Mr. Bailey, age 67, served in various
positions in the senior financial management of Gulf & Western
Industries Inc./ Paramount Pictures, including being the senior
vice president and treasurer of Paramount Pictures Corporation
from 1984 through 2009.  Since 2009, Mr. Bailey has held the
position of chief financial officer in a number of  publicly-
traded companies, including being currently the CFO of Rotate
Black, Inc.; the CEO, CFO and member of the Board of Directors of
Wialan Technologies,Inc; a member of the Board of Directors of The
Basketball Channel; the CFO of Global Entertainment Holdings,
Inc.; and a member of the Board of Directors and CFO of Hollywood
Entertainment EDU Holding, Inc., Mr. Bailey is a UK Chartered
Accountant  and an alumni of Ernst & Young.

On Oct. 8, 2014, Donald J. Murray's resignation as the Company's
Controller and senior vice president Global Finance went
effective.  The Company does not believe it necessary to replace
this position since Mr. Murray's prior duties and responsibilities
will be absorbed by Mr. Bailey.

                   About Green Automotive Company

Green Automotive Company is a vehicle design, engineering,
manufacturing and distribution company. The Company also provides
after sales program.  It possesses a portfolio of businesses and
is
active in three main market segments: Cutting edge technology
development, engineering and design with a focus on zero and low
emission vehicle solutions; Manufacturing and customization of
vehicles for markets with the potential to be converted into low
emission or electric vehicles, such as shuttle buses, taxis,
commercial vehicles, and After sales services for electric or low
emission vehicles, including servicing and repair.

The Company's balance sheet at June 30, 2014, showed $1.47 million
in total assets, $17.94 million in total liabilities, and a
stockholders' deficit of $16.47 million.

The Company has sustained recurring operating losses and past due
payables.  These conditions, among others, give rise to
substantial doubt about its ability to continue as a going
concern, according to the Company's Form 10-Q for the period ended
June 30, 2014.


GREYSTONE LOGISTICS: Posts $214,000 Net Income in Aug. 31 Qtr.
--------------------------------------------------------------
Greystone Logistics, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income available to common stockholders of $214,498 on $6.06
million of sales for the three months ended Aug. 31, 2014,
compared to net income available to common stockholders of $1.44
million on $6.51 million of sales for the same period in 2013.

The Company's balance sheet at Aug. 31, 2014, showed $15.39
million in total assets, $16.54 million in total liabilities and a
$1.15 million total deficit.

The Company said that its limited personnel and resources have
impaired its ability to prepare and timely file the Quarterly
Report.

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

                         http://is.gd/LUitGn

                       About Greystone Logistics

Tulsa, Okla.-based Greystone Logistics, Inc. (OTC BB: GLGI.OB -
News) -- http://www.greystonelogistics.com/-- manufactures and
sells plastic pallets through its wholly owned subsidiary,
Greystone Manufacturing, LLC.  Greystone sells its pallets through
direct sales and a network of independent contractor distributors.
Greystone also sells its pallets and pallet leasing services to
certain large customers direct through its President, Senior Vice
President of Sales and Marketing and other employees.


ISC8 INC: Appointment Chief Reorganizing Officer
------------------------------------------------
Pending final approval of the U.S. Bankruptcy Court for the
Central District of California, ISC8 Inc. entered into a letter
agreement with Broadway Advisors, LLC, pursuant to which Broadway
will provide interim management services to the Company during the
pendency of the Company's reorganization proceedings under Chapter
11 of the U.S. Bankruptcy Code.  In addition, pursuant to the
Broadway Agreement, the Company has appointed Mr. Alfred M. Masse,
a principal of Broadway, to serve as the Company's chief
reorganizing officer.  The Debtor said there are no arrangements
or understandings in connection with Mr. Masse's appointment.

Mr. Masse has managed debtors, creditors and bank groups in both
Chapter 11 and out-of-court restructurings for the past 15 years.
Mr. Masse currently serves as co-chief responsible officer and
director of Olympia Group, Inc. DIP, a privately held imported and
distributor of hand-tools and lawn and garden products for the
consumer and professional markets.  Prior to Olympia Group, Mr.
Masse served as president of 5th and Sunset, a multi-national
commercial photography studio and equipment rental company and as
restructuring advisor to Trend Technologies, Inc., a $700 million
global manufacturer of metal and plastic enclosures for the
electronics and telecommunications industry.  Prior to his work
with Broadway, Mr. Masse was a founding member and Managing
Director of Baymark Strategies, LLC, a financial advisory and
turnaround firm started by former Coopers & Lybrand restructuring
partners.  During his five years at Baymark, his clients ranged in
size from $10 million to $750 million and included Hard Candy and
the California Restaurant Association where he served as interim
Chief Executive Officer.  Mr. Masse holds a BA in Economics from
UCLA and is an instructor in the Entrepreneurial Business Program
at the University of Southern California.

                         Executives Resign

Mr. Chester White, a member of ISC8's Board of Directors, and Mr.
Marcus Williams, the Company's corporate secretary and senior
vice-president of corporate development, resigned from all
positions held within the Company, according to a regulatory
filing with the U.S. Securities and Exchange Commission.

                           Monthly Report

On Oct. 16, 2014, the Debtor filed a monthly operating report for
the period from Sept. 24, 2014, to Sept. 30, 2014, with the U.S.
Bankruptcy Court for the Central District of California.

The Company reported a net loss of $131,566 on $0 of revenue for
the current period.

At the beginning of the period, the Company had $31,017 in cash.
The Company reported total receipts of $204,122 and total
disbursements of $39,065.  As a result, the Company had cash
balance of $196,074 at Sept. 30, 2014.

A copy of the Monthly Operating Report is available at:

                        http://is.gd/F51wHY

                           About ISC8 Inc.

ISC8 Inc. filed a Chapter 11 bankruptcy petition in the United
States Bankruptcy Court for the Central District of California,
Santa Ana division (Bankr. C.D. Cal. Case No. 14-15750) on
Sept. 23, 2014.  The petition was signed by Kirsten Bay as
president and CEO.

The Company continues to operate its business and manage its
financial affairs as a debtor-in-possession, pursuant to Sections
1107(a) and 1108 of the United States Bankruptcy Code.

The Debtor estimated assets of $1 million to $10 million and
reported total liabilities of $14 million.  Ezra Brutzkus Gubner
LLP serves as the Debtor's counsel.  The case is assigned to Judge
Scott C. Clarkson.


GRIDWAY ENERGY: Trustee Objects To Exclusivity Extension
--------------------------------------------------------
Law360 reported that U.S. Trustee Roberta A. DeAngelis urged the
U.S. Bankruptcy Court for the District of Delaware to reject
Glacial Energy Holdings Inc.'s request for a further extension of
its exclusivity period, saying the company's failure to provide
financial updates makes it unclear if it can produce a viable
Chapter 11 plan.  According to the report, the U.S. Trustee
complains that Glacial Energy seeks to stretch its exclusivity
period into January, yet has not submitted required operating
reports for the past three months.

As previously reported by The Troubled Company Reporter, Glacial
Energy wants the Bankruptcy to further extend through Jan. 5,
2015, the period by which it has exclusive right to file a plan
and through March 6, 2015, the period by which it has exclusive
right to solicit acceptances of that plan.

According to Glacial Energy, the recent exclusive plan filing
period, which expired on Oct. 7, is not enough time for them to
file a consensual plan as they and their professionals, together
with the Official Committee of Unsecured Creditors and prepetition
secured lender, Vantage Commodities Financial Services I, LLC,
expended time developing a marketing strategy for the Debtors'
remaining assets and a strategy for winding down their Chapter 11
cases, including, but not limited to, the development of a wind-
down budget.  The extension, Glacial said, will give them
additional time to complete the marketing and wind-down strategy.

A hearing on the extension request is scheduled for No. 7, 2014,
at 11:00 a.m. (ET).  Objections are due Oct. 15.

                       About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural
gas in markets that have been restructured to permit retail
competition -- sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations.  Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer.  But in March 2014, the purchaser
withdrew from the transaction because of the large amount of debt
that the purchaser would become liable through a stock
transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni
Management Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq.,
and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and
Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner
Law Group LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.


GT ADVANCED: Judge Doubts Need For Secrecy
------------------------------------------
Law360 reported that U.S. Bankruptcy Judge Henry Boroff in New
Hampshire cast doubt on Apple Inc.'s wish to seal documents on
what went wrong between GT Advanced Technologies Inc., challenging
Apple to show a concrete risk to its trade secrets if the
information went public.  According to the report, at a hearing,
Judge Boroff said he was "having trouble" finding the kind of
proprietary commercial information in the record that would
justify Apple's request for continued sealing.

As previously reported by The Troubled Company Reporter, GT has
asked permission from Judge Boroff to file certain documents under
seal especially documents relating to its relationship with Apple,
saying disclosure of these documents would violate its
confidentiality agreements with Apple Inc., risking liquidated
damages claims in the amount of $50 million per violation.

                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: Delisted From NASDAQ; To Fire 727 Mesa Plant Workers
-----------------------------------------------------------------
Anirudh Madhav, writing for The Next Digit, reports that GT
Advanced Technologies Inc. has been de-listed from the NASDAQ
stock exchange.

The Next Digit relates that NASDAQ policy needed the Debtor be
delisted due to the bankruptcy filing.  The Debtor, says the
report, had not filed an appeal.  According to the report, the
final value of the shares dropped to $0.43 during the delisting.

The Debtor, The Next Digit states, said on Thursday that it would
let go of 727 workers at its Mesa, Arizona plant.  Citing Linda
Luman, the Debtor's vice president of human resources, The Next
Digit reports that the Debtor has issued notices to 524 production
line workers, 108 technical jobs, 70 managers and 25
administrative positions.

Optics.org relates that the Hon. Henry Boroff of the U.S.
Bankruptcy Court for the District of New Hampshire told the Debtor
to file an emergency motion to "wind down" its sapphire
operations.  The report quoted the Debtor as saying, "Any delay in
implementing the wind-down process will have a significant,
negative impact on the value of GTAT's estates to the detriment of
GTAT's creditors.  It is therefore imperative that the wind-down
motion be heard as soon as possible."

Securities lawyers at Dunnam & Dunnam said in an Oct. 10, 2014
press release that they were investigating allegations for the
Debtor's shareholders.  Concerned investors who purchased between
Nov. 4, 2013 and Oct. 3, 2014, were encouraged to contact
securities attorney Hamilton Lindley.  The investigation focused
on certain statements issued by the Debtor concerning their
operations and financial prospects.

                  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.

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.


HARDWARE HOLDINGS: S&P Raises Rating on $100MM 1st Lien Loan to B
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level ratings
on Cranbury, N.J.-based Hardware Holdings LLC's $100 million
first-lien term loan to 'B' from 'B-' and assigned a 'CCC' issue
rating (two notches below the corporate credit rating) to the
company's $55 million second-lien term loan, following a recent
modification prior to the close of the transaction to refinance
existing indebtedness and fund the acquisition of Jones Stephens
Corp. that decreases the amount of the first-lien term loan by $55
million and adds an additional second-lien term loan in the same
amount.  S&P revised the recovery rating on the first-lien debt to
'2' (indicating S&P's expectation of substantial recovery [70% to
90%] in a payment default scenario) from '3'.  S&P assigned a
recovery rating on the second-lien debt of '6', indicating its
expectation of negligible recovery (0% to 10%) in a payment
default scenario.

S&P also affirmed the 'B+' issue-level rating on the company's $40
million asset-based (ABL) revolver.  The recovery rating on the
ABL revolver is '1', indicating that lenders could expect very
high (90% to 100%) recovery in the event of a payment default or
bankruptcy.

The ratings on Hardware Holdings reflect S&P's assessment that its
financial policy is very aggressive, given the large debt-financed
acquisition of Jones Stephens Corp. and the company's significant
debt burden.  Pro forma for the transaction, S&P expects leverage
to be very high at around 7.0x.  S&P believes credit protection
measures will remain weak for at least the next two years, but
will improve slowly as the company increases EBITDA though
operating leverage and synergies from recently acquired companies.
S&P expects Hardware Holdings to use its low, but consistent, free
cash flow to reduce debt slightly.  S&P assess the company's
financial risk as "highly leveraged" given these factors.  S&P
expects the core leverage ratios of debt to EBITDA in the mid- to
high-6x area and funds from operations to debt below 12%.

The ratings also reflect S&P's belief the company has a narrow
business focus in the highly fragmented hardware distribution
industry, which has low barriers to entry.  Hardware Holdings is a
small player in this segment, with vertically integrated
distribution capabilities that enable it to handle large, complex
orders for its distribution customers.  These factors support
S&P's "vulnerable" business risk assessment.  S&P believes the
company will need to effectively integrate its recent acquisitions
to increase volume, maintain its supplier relationships, and
support its significant debt burden.  Given its small size,
profitability could deteriorate quickly if it has difficulty
integrating its two recent acquisitions (Jones Stephens and Handy
Hardware), which it acquired out of bankruptcy.

RATINGS LIST

Hardware Holdings LLC
Corporate credit rating                B-/Stable/--

Ratings Assigned
HBC Holdings LLC
HBC Chemical LLC
HBC/FQ LLC
Handy Hardware LLC
Handy Holdings LLC
Howard Berger Co. LLC
Jones Stephens Corp.
One Middlesex Warehousing LLC
Plumbing Holdings Corp.
Wordlock Inc.
Senior Secured
  $55 mil. term bank ln due 2020        CCC
   Recovery Rating                      6

Issue Rating Raised; Recovery Rating Revised
                                        To    From
HBC Holdings LLC
HBC Chemical LLC
HBC/FQ LLC
Handy Hardware LLC
Handy Holdings LLC
Howard Berger Co. LLC
Jones Stephens Corp.
One Middlesex Warehousing LLC
Plumbing Holdings Corp.
Wordlock Inc.
Senior Secured
  $100 mil. term bank ln due 2021       B     B-
   Recovery Rating                      2     3

Issue Rating Affirmed; Recovery Rating Unchanged
HBC Holdings LLC
HBC Chemical LLC
HBC/FQ LLC
Handy Hardware LLC
Handy Holdings LLC
Howard Berger Co. LLC
Jones Stephens Corp.
One Middlesex Warehousing LLC
Plumbing Holdings Corp.
Wordlock Inc.
Senior Secured
  $40 mil. ABL bank ln due 2019         B+
   Recovery Rating                      1


HAYES LARGE ARCHITECTS: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Hayes Large Architects, LLP
        PO Box 1784
        Altoona, PA 16603

Case No.: 14-70743

Chapter 11 Petition Date: October 17, 2014

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Johnstown)

Judge: Hon. Jeffery A. Deller

Debtor's Counsel: Kevin J. Petak, Esq.
                  SPENCE CUSTER SAYLOR WOLFE & ROSE, LLC
                  P.O. Box 280
                  Johnstown, PA 15907-0280
                  Tel: 814-536-0735
                  Fax: 814-539-1423
                  Email: kpetak@spencecuster.com

                    - and -

                  James R. Walsh, Esq.
                  SPENCE CUSTER SAYLOR WOLFE & ROSE, LLC
                  400 U.S. Bank Building
                  P.O. Box 280
                  Johnstown, PA 15907
                  Tel: 814-536-0735
                  Fax: 814-539-1423
                  Email: jwalsh@spencecuster.com

Total Assets: $733,625

Total Liabilities: $1.37 million

The petition was signed by S. Dwight Knouse II, executive partner.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pawb14-70743.pdf


INTELLIPHARMACEUTICS INT'L: Incurs $1.7MM Net Loss in 2nd Quarter
-----------------------------------------------------------------
Intellipharmaceutics International Inc. reported a net loss of
$1.67 million on $1.07 million of revenue for the three months
ended Aug. 31, 2014, compared to a net loss of $2.04 million on $0
of revenue for the three months ended Aug. 31, 2013.

For the nine months ended Aug. 31, 2014, the Company reported a
net loss of $2.60 million on $7.23 million of revenue compared to
a net loss of $5.16 million on $0 of revenue for the same period a
year ago.

The Company's balance sheet at Aug. 31, 2014, showed $9.01 million
in total assets, $3.42 million in total liabilities and
$5.58 million in shareholders' equity.

At Aug. 31, 2014, Intellipharmaceutics' cash totaled $5.5 million,
compared with $0.8 million at Nov. 30, 2013.  The increase in cash
during the nine months ended Aug. 31, 2014, is mainly a result of
licensing revenue and an increase in cash flows provided from
financing activities which are mainly from common share sales
under our at-the-market offering program, partially offset by cash
used in operating activities which were reduced by licensing
revenue and milestone revenue, and cash used in investing
activities from an increase in purchases of production, laboratory
and computer equipment.  As at Oct. 15, 2014, the Company had a
cash balance of $3.3 million as compared to $5.5 million at
Aug. 31, 2014.  The decrease in cash since Aug. 31, 2014, was due
to cash used in operating activities.

Intellipharmaceutics CEO Dr. Isa Odidi commented, "Subsequent to
our generic Focalin XR(R) approval, we have expanded operations
and increased R&D activities, specifically around our RexistaTM
oxycodone and other NDA 505(b)(2) product candidates.  Such
increased R&D in relation to these product candidates may require
additional cash outlays.  In recognition of the anticipated R&D
expenditures and of the Company's current cash position, as well
as our continuing commitment to the Company, Dr. Amina Odidi and I
agreed to extend the maturity date of the convertible debenture
relating to our loan of $1.5 million to the Company from January
1, 2015 to July 1, 2015.  We believe that further growth in
revenues could be realized after the exclusivity periods for the
5, 10 and 20mg doses of generic Focalin XR? expire and additional
ANDA approvals are granted, but there can be no assurance as to if
or when any such approvals, or expiry of any exclusivity period,
will occur."

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

                        http://is.gd/fRHore

                     About Intellipharmaceutics

Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada.  Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs.  Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals.  Based on this technology,
Intellipharmaceuticshas a pipeline of product candidates in
various stages of development, including filings with the FDA in
therapeutic areas that include neurology, cardiovascular,
gastrointestinal tract, diabetes and pain.

Intellipharmaceutics incurred a net loss of US$11.49 million
for the year ended Nov. 30, 2013, following a net loss of
US$6.13 million for the year ended Nov. 30, 2012.

Deloitte LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Nov. 30, 2013.  The independent auditors noted that
Company's recurring losses from operations and the accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.


INVERSIONES ALSACIA: Court Sets Dec. 4 Plan Hearing
---------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York has entered an order scheduling a combined
hearing on Dec. 4 to consider confirmation of the prepackaged
reorganization plan proposed by Inversiones Alsacia S.A. and its
debtor affiliates.

The scheduling order provides:

   -- The hearing to consider the adequacy of the Disclosure
Statement and confirmation of the Plan, will be held before the
Honorable Martin Glenn, United States Bankruptcy Judge, in court
room 501 of the U.S. Bankruptcy Court for the Southern District of
New York, One Bowling Green, New York, New York 10004, on Dec. 4,
2014 at 11:00 a.m. (prevailing Eastern Time);

   -- Any objections to the Disclosure Statement or confirmation
of the Plan must be filed with the Clerk of the Court, together
with proof of service thereof, so as to be actually received by
4:00 p.m. (prevailing Eastern Time) on Nov. 18, 2014; and

   -- Replies to objections received by the Objection Deadline, if
any, shall be filed with the Clerk and the Clerk of the Court,
together with proof of service thereof, so as to be actually
received by 5:00 p.m. on Nov. 24, 2014.

As reported in yesterday's edition of the TCR, the Debtors have
filed a prepackaged Chapter 11 plan that proposes to restructure
$347.3 million in senior secured notes.  The Debtors only
solicited votes from the noteholders as other equity creditors and
equity holders are unimpaired under the Plan.

As of the bankruptcy filing, the Debtors carry approximately
$368.1 million in debt:

  -- an outstanding principal balance of $347.3 million, plus
$18.4 million in respect of unpaid interest accrued, under senior
secured notes, governed by finance agreements with Banco Santander
Chile as Chilean collateral trustee, and The Bank of New York
Mellon, as U.S. collateral trustee, and which notes are secured by
a first priority lien on substantially all of the Debtors' assets;

  -- an outstanding principal balance of $10.2 million under a bus
terminal loan from Banco Internacional, which loan matures in
2018; and

  -- $10.6 million in outstanding principal under an agreement
with Volvo Commercial Vehicles and Construction Equipment South
Cone SpA and VTF Latin America S.A. to finance the purchase spare
parts, equipment and service, with inventory orders accruing
interest at 7.5%, over a five-year period, and with a repayment is
due on Feb. 18, 2015.

The salient terms of the Plan are:

   -- The Debtors' obligations to holders of the Senior Secured
Notes will be restructured to provide that:

       (i) Qualified Holders of the Notes will each receive their
pro rata share of the New Notes in accordance with the terms set
forth in the Plan;

      (ii) Non-Qualified Holders of the Notes will receive an
amount in U.S. dollars equal to the product of (a) the principal
amount of the New Notes that the relevant Non-Qualified Holder
would have received based on its holding of Senior Secured Notes
if it were a Qualified Holder multiplied by (b) the volume-
weighted average price of the New Notes (as calculated in
accordance with the Plan); and

     (iii) All holders of Senior Secured Notes Claims will receive
an amount equal to the accrued interest on the principal amount of
the Senior Secured Notes from (and including) October 1, 2014
through (and excluding) the date on which the New Notes are issued
(based upon a principal amount of $364,433,466.67), paid in cash.

   -- The New Notes will have a maximum aggregate principal amount
equal to (i) US$347.3 million plus (ii) the amount of accrued and
unpaid interest at 8.0% per annum under the Senior Secured Notes
through and including September 30, 2014.  The Debtors calculate
that the accrued and unpaid interest on the Senior Secured Notes
through and including Sept. 30, 2014 will total US$17.1 million,
resulting in a maximum aggregate principal amount of the New Notes
of US$364.4 million, subject to reduction. Interest will accrue on
the total principal amount and shall be payable in cash semi-
annually.  The New Notes will accrue interest at the rate of 8.0%
per annum.  Interest on overdue principal and interest will accrue
at a rate that is 1.0% higher than the then-applicable interest
rate on the New Notes.

   -- Holders of Allowed Administrative Claims, Allowed
Professional Claims, Allowed Priority Tax Claims, Allowed Other
Secured Claims (including any and all Claims arising under or in
connection with the Bus Terminal Loan), Allowed Other Priority
Claims, Allowed General Unsecured Claims and Allowed Subordinated
Claims will be paid in full in Cash or receive other treatment, as
provided under the Plan, that renders such Allowed Claim
Unimpaired.

   -- Each Allowed Intercompany Claim will be, at the election of
the Reorganized Debtors, subject to the prior written consent of
the Requisite Consenting Senior Secured Noteholders (which consent
shall not be unreasonably withheld), either (i) released, waived
and discharged as of the Effective Date, (ii) contributed to the
capital of the obligor Entity, (iii) dividended or (iv) remain
Unimpaired, as may be agreed to by the applicable Reorganized
Debtor and the Holder of such Intercompany Claim, subject to the
requirements of and restrictions in the indenture for the New
Notes, if any.

   -- Executory contracts and unexpired leases will be assumed by
the Reorganized Debtors unless listed on the "rejection schedule"
or rejected pursuant to an order of Bankruptcy Court.

   -- All Allowed Interests will be reinstated.

A "Qualified Holder" means a Senior Secured Noteholder that
certifies that it is: (a) a "Qualified Institutional Buyer" as
such term is defined in 230 CFR 144A(a); (b) an "Accredited
Investor" as defined in Rule 501(a) under the Securities Act; or
(c) a person other than a "U.S. Person", as such term is defined
in Rule 901(k) under the Securities Act, that is not located in
the United States of America.   A "Non-Qualified Holder" means a
Senior Secured Noteholder that: (a) certifies that it is not (i) a
"Qualified Institutional Buyer", (ii) an "Accredited Investor"
(iii) a Person other than "U.S. Persons"; and (b) holds Senior
Secured Notes in a principal amount that is less than $150,000.

While other creditors are slated to recover 100%, holders of the
Notes have a projected recovery of 46.6%.  The projected recovery
for Senior Secured Notes Claims is based on a net present value
calculation at an 8.0% discount rate of the projected interest,
mandatory amortizations and expected excess cash flows of the
Reorganized Debtors through Dec. 31, 2018, assuming that there is
no extension of the Concession Agreements beyond their scheduled
expiration of Oct. 22, 2018.  However, if the concessions are
extended beyond October 22, 2018, the recovery for Class A (Senior
Secured Notes Claims) may be higher because the terms of the New
Notes provide for their maturity to be extended and for additional
amortizations to be made on the New Notes.

According to the Plan, the owners Carlos Mario Rios Velilla,
Francisco Javier Rios Velilla and each of their respective spouses
have agreed to enter into a non-compete agreement, which provides
that they will not engage in any business activity relating to the
bus routes in the Santiago, Chile metropolitan area.

A copy of the Plan is available for free at:

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

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

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

                          About Alsacia

Inversiones Alsacia, together with its affiliate, Express de
Santiago Uno S.A., are collectively the largest operator in the
Transantiago Transportation System, transporting approximately
800,000 passengers every day, throughout 35 communities in
Santiago, Chile, which accounts for more than 30% of the
passengers in Transantiago.  Alsacia and Express have the right to
provide the transportation services pursuant to concession
agreements with Chile's Ministry of Transportation and
Telecommunications, which agreements expire October 2018.

Alsacia and Express belong to non-debtor Global Public Services
S.A. ("GPS Group"), an international holding company with
interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States of America.
The GPS Group is controlled by Carlos Mario Rios Velilla and
Francisco Javier Rios Velilla and several of their affiliates.

Alsacia and Express and three affiliates sought bankruptcy
protection under Chapter 11 of the U.S. Bankruptcy Code in
Manhattan, New York (Bankr. S.D.N.Y.) on Oct. 16, 2014, with a
prepackaged plan that would restructure $347.3 million in senior
secured notes but leave other creditors and the owners unimpaired.
The cases are pending before the Honorable Martin Glenn and the
Debtors have requested that their cases be jointly administered
under Case No. 14-12896.

The Debtors have tapped Cleary Gottlieb Steen & Hamilton, LLP, as
bankruptcy counsel, FTI Consulting as financial advisor, and Prime
Clerk LLC as claims and balloting agent.


INVERSIONES ALSACIA: Wins Approval of First Day Motions
-------------------------------------------------------
U.S. Bankruptcy Judge Martin Glenn on Oct. 16 convened a hearing
on the "first day" motions filed by Inversiones Alsacia S.A. and
its debtor affiliates.

Judge Glenn entered interim orders and scheduled a final hearing
for November 5, 2014 at 2:00 p.m. (Prevailing Eastern Time), with
respect to the Debtors' motions to:

   -- use cash collateral of the prepetition secured creditors;
   -- pay the prepetition claims of certain critical vendors;
   -- continue their prepetition insurance policies;
   -- pay employee wages and benefits;
   -- pay certain taxes; and
   -- continue their existing cash management system;

In addition, at the Debtors' behest, Judge Glenn entered an order
(i) extending the time for the Debtors to file the Bankruptcy Rule
Disclosures through and including the date that is 60 days after
the date that is required under Bankruptcy Rule 1007(c) and (ii)
waiving the requirement that the Debtors file the Bankruptcy Rule
Disclosures upon the effective date of the Debtors' prepackaged
chapter 11 plan if the effective date occurs on or before the
deadline.

The bankruptcy judge also granted the motion by the Debtors
directing joint administration of their Chapter 11 cases.

At the first-day hearing, the judge quickly entered a scheduling
order with respect to the Prepackaged Plan, setting a Dec. 4
hearing on the Plan, and a Nov. 18 deadline for objections.

The Debtors said that the relief sought by the "first day" motions
is intended to stabilize the Debtors' business operations,
facilitate the efficient administration of the Chapter 11 Cases
and expedite a value-maximizing restructuring of the Debtors'
operations and balance sheet.

A copy of the Debtors' affidavit in support of the "first day"
motions is available for free at:

                          About Alsacia

Inversiones Alsacia, together with its affiliate, Express de
Santiago Uno S.A., are collectively the largest operator in the
Transantiago Transportation System, transporting approximately
800,000 passengers every day, throughout 35 communities in
Santiago, Chile, which accounts for more than 30% of the
passengers in Transantiago.  Alsacia and Express have the right to
provide the transportation services pursuant to concession
agreements with Chile's Ministry of Transportation and
Telecommunications, which agreements expire October 2018.

Alsacia and Express belong to non-debtor Global Public Services
S.A. ("GPS Group"), an international holding company with
interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States of America.
The GPS Group is controlled by Carlos Mario Rios Velilla and
Francisco Javier Rios Velilla and several of their affiliates.

Alsacia and Express and three affiliates sought bankruptcy
protection under Chapter 11 of the U.S. Bankruptcy Code in
Manhattan, New York (Bankr. S.D.N.Y.) on Oct. 16, 2014, with a
prepackaged plan that would restructure $347.3 million in senior
secured notes but leave other creditors and the owners unimpaired.
The cases are pending before the Honorable Martin Glenn and the
Debtors have requested that their cases be jointly administered
under Case No. 14-12896.

The Debtors have tapped Cleary Gottlieb Steen & Hamilton, LLP, as
bankruptcy counsel, FTI Consulting as financial advisor, and Prime
Clerk LLC as claims and balloting agent.


INVERSIONES ALSACIA: Wants to Pay $36.8-Mil. to Critical Vendors
----------------------------------------------------------------
Inversiones Alsacia S.A. and its debtor affiliates seek approval
from the U.S. Bankruptcy Court to pay $36.8 million relating to
outstanding prepetition claims of critical vendors and foreign
creditors.

The Debtors have identified critical vendors -- i.e. third-party
vendors and independent contractors, without which the Debtors
could not continue to operate their businesses, or the loss of
which would their operating at significantly reduced
profitability.

As to foreign vendors, the Debtors explained that many of the
Debtors' vendors -- especially vendors in Chile and other foreign
countries with little to no contacts in the United States or who
may not be familiar with the U.S. Bankruptcy Code -- may not be
willing to do business with a "Chapter 11 Debtor" absent payment
of prepetition claims.

The Debtors' motion seek authority to pay up to $27.1 million (or
the foreign currency equivalent thereof) to Critical Vendors and
Foreign Creditors on account of prepetition claims on an interim
basis, and up to a maximum aggregate amount of $36.8 million to
Critical Vendors and Foreign Creditors on account of prepetition
claims on a final basis.

Counsel to the Debtors, Lisa M. Schweitzer, Esq., at Cleary
Gottlieb Steen & Hamilton LLP, explained that the Debtors estimate
that as of Petition Date, they owe approximately $36.8 million
relating to outstanding prepetition Critical Vendor Claims and
Foreign Creditor Claims.  The largest expected claims relate to
the purchase of diesel, which is essential to the operation of the
Debtors' businesses.  Other material claims include vendor claims
related to services such as the overhaul and maintenance of the
Debtors' buses.

In addition, the Debtors propose to pay vendors who have delivered
goods to the Debtors during the 20-day period prior to the
Petition Date, and, therefore, are entitled to administrative
claim status pursuant to Section 503(b)(9) of the Bankruptcy Code.
Authorizing the Debtors to pay the 503(b)(9) Claims would assist
the Debtors in negotiating with vendors holding such claims,
thereby increasing the likelihood that such vendors will continue
to supply the goods and services necessary to operate the Debtors'
businesses.

                           *     *     *

The bankruptcy judge has granted the motion on an interim basis.
Payments on account of Critical Vendor Claims and Foreign Creditor
Claims will not exceed $27.1 million in the aggregate without
further order of the Court.  A final hearing is slated for Nov. 5.

                          About Alsacia

Inversiones Alsacia, together with its affiliate, Express de
Santiago Uno S.A., are collectively the largest operator in the
Transantiago Transportation System, transporting approximately
800,000 passengers every day, throughout 35 communities in
Santiago, Chile, which accounts for more than 30% of the
passengers in Transantiago.  Alsacia and Express have the right to
provide the transportation services pursuant to concession
agreements with Chile's Ministry of Transportation and
Telecommunications, which agreements expire October 2018.

Alsacia and Express belong to non-debtor Global Public Services
S.A. ("GPS Group"), an international holding company with
interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States of America.
The GPS Group is controlled by Carlos Mario Rios Velilla and
Francisco Javier Rios Velilla and several of their affiliates.

Alsacia and Express and three affiliates sought bankruptcy
protection under Chapter 11 of the U.S. Bankruptcy Code in
Manhattan, New York (Bankr. S.D.N.Y.) on Oct. 16, 2014, with a
prepackaged plan that would restructure $347.3 million in senior
secured notes but leave other creditors and the owners unimpaired.
The cases are pending before the Honorable Martin Glenn and the
Debtors have requested that their cases be jointly administered
under Case No. 14-12896.

The Debtors have tapped Cleary Gottlieb Steen & Hamilton, LLP, as
bankruptcy counsel, FTI Consulting as financial advisor, and Prime
Clerk LLC as claims and balloting agent.


INVERSIONES ALSACIA: Seeks to Assume Plan Support Agreement
-----------------------------------------------------------
Inversiones Alsacia S.A. and its debtor affiliates seek approval
from the U.S. Bankruptcy Court to assume their Restructuring and
Plan Support Agreement, dated as of August 31, 2014, signed with
holders of approximately 63% of the outstanding senior secured
notes and the Debtors' direct and indirect shareholders, Global
Public Services, S.A. ("GPS"), Carlos Mario Rios Velilla and
Francisco Javier Rios Velilla.

Counsel to the Debtors, Lisa M. Schweitzer, Esq., at Cleary
Gottlieb Steen & Hamilton LLP, explains that the assumption of the
RPSA will ensure that this agreement, which serves as the
foundation for the Debtors' consensual restructuring, continues to
be valid and enforceable against all signatories thereto and
continues to provide the Debtors with the benefits they bargained
for in the months prior to the Petition Date, including the
restructuring of the Senior Secured Notes and the ability to
maximize recoveries to the Debtors' creditors through expeditious
chapter 11 proceedings.

To evidence their support of the Plan, the Consenting Senior
Secured Noteholders and the Alsacia Shareholders executed the
RPSA, which provides for the implementation of the Restructuring
through an expedited chapter 11 process and commits the RPSA
Parties and the Debtors to support the Plan under the terms and
conditions of the RPSA.  The Debtors are scheduled to seek
confirmation of the Plan at a hearing on Dec. 4.

The RPSA provides that each Alsacia Shareholder will, among other
things, (i) take all steps necessary (subject to any fiduciary
duties applicable to such Alsacia Shareholder in such capacity) to
cause the effective date of the Restructuring to occur on or
before certain deadlines set forth in the RPSA and (ii) take no
action to delay, impede or interfere with the confirmation or
consummation of the Plan.  The Debtors will reimburse the fees and
expenses incurred by the Noteholders' advisors, namely Akin Gump
Strauss Hauer & Feld LLP, Carey & Cia Ltda., Blackstone Advisory
Partners L.P. and Mr. Pablo Rodriguez Olivares.  The Debtors will
also promptly pay or reimburse the indenture trustee or any
collateral trustee under indenture governing the Secured Notes for
fees and out-of-pocket expenses.

Ms. Schweitzer notes that the Debtors' failure to assume the RPSA
within 10 calendar days after the Petition Date constitutes a
termination event in favor of the Requisite Consenting Senior
Secured Noteholders under (i) the RPSA and (ii) the proposed
Interim Cash Collateral Order.

The Consenting Senior Secured Noteholders are represented by:

         AKIN GUMP STRAUSS HAUER & FELD LLP
         One Bryant Park
         Bank of America Tower
         New York, NY 10036
         Attention: Daniel H. Golden
                    David P. Simonds
         E-mail: dgolden@akingump.com
                 dsimonds@akingump.com

                          About Alsacia

Inversiones Alsacia, together with its affiliate, Express de
Santiago Uno S.A., are collectively the largest operator in the
Transantiago Transportation System, transporting approximately
800,000 passengers every day, throughout 35 communities in
Santiago, Chile, which accounts for more than 30% of the
passengers in Transantiago.  Alsacia and Express have the right to
provide the transportation services pursuant to concession
agreements with Chile's Ministry of Transportation and
Telecommunications, which agreements expire October 2018.

Alsacia and Express belong to non-debtor Global Public Services
S.A. ("GPS Group"), an international holding company with
interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States of America.
The GPS Group is controlled by Carlos Mario Rios Velilla and
Francisco Javier Rios Velilla and several of their affiliates.

Alsacia and Express and three affiliates sought bankruptcy
protection under Chapter 11 of the U.S. Bankruptcy Code in
Manhattan, New York (Bankr. S.D.N.Y.) on Oct. 16, 2014, with a
prepackaged plan that would restructure $347.3 million in senior
secured notes but leave other creditors and the owners unimpaired.
The cases are pending before the Honorable Martin Glenn and the
Debtors have requested that their cases be jointly administered
under Case No. 14-12896.

The Debtors have tapped Cleary Gottlieb Steen & Hamilton, LLP, as
bankruptcy counsel, FTI Consulting as financial advisor, and Prime
Clerk LLC as claims and balloting agent.


ITR CONCESSION: 4 Groups Mull Offers; Auction Expected in October
-----------------------------------------------------------------
Greg Roumeliotis and Mike Stone at Reuters report that four groups
are eyeing the Indiana Toll Road Concession Company's assets.

Reuters states that the Debtor has proposed selling itself to the
highest bidder to raise money to pay down $6 billion in debt.
According to Reuters, people familiar with the matter said that an
auction for the assets would kick off this month which could
result in a $4 billion to $5 billion deal, though investors may
find it difficult to reconcile their target of around 10% returns
with the creditors' price expectations.  Citing the sources,
Reuters relates that possible buyers include:

      a. Canada Pension Plan Investment Board, Ferrovial SA's toll
         road operator Cintra and Canadian investment manager
         Brookfield Asset Management;

      b. Australia's Hastings Funds Management, the California
         Public Employees' Retirement System (Calpers), and
         Italian toll road operator Autostrade Meridionali SpA;

      c. Spanish infrastructure operator Abertis Infraestructuras
         SA and Ontario Municipal Employees Retirement System's
         infrastructure investment arm, Borealis; and

      d. a consortium led by Australian infrastructure fund
         manager IFM Investors.

According to Reuters, the sources said that the composition and
number of the consortia could still change, as Alberta Investment
Management Corporation and Abu Dhabi Investment Authority are
considering bidding for the assets as well.

Joseph S. Pete at Nwitimes.com relates that U.S. Sen. Joe Donnelly
wants the state to take management of the Indiana Toll Road bank.
The report states that Sen. Donnelly wrote a letter to the Indiana
Finance Authority, saying that "both the Indiana Department of
Transportation and the ITRCC have acknowledged that the current
quality of road maintenance and service plazas have not lived up
to the most basic standards of services and cleanliness expected
by travelers and their families."

Stan Maddux at Nwitimes.com reports that LaPorte County
Commissioners on Wednesday hired a law firm to investigate if the
language in the lease allows the state to take back Toll Road
daily operations.  Nwitimes.com states that Shaw Friedman, the
attorney for LaPorte, will push for revenue sharing for LaPorte
and all other counties adjacent to the highway from whoever
assumes the lease, if the operations do not revert back to the
state.  The state would have to buy back control of the Toll Road
for about $2.4 billion, the report says, citing Mr. Friedman.

                      About ITR Concession

ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road.  The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States.  The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.

ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.

The Debtors have tapped Marc Kieselstein, Esq., Chad J. Husnick,
Esq., Jeffrey D. Pawlitz, Esq., and Gregory F. Pesce, Esq., at
Kirkland & Ellis LLP as counsel; Moelis & Company LLC as
investment banker; and Kurtzman Carson Consultants LLC, as claims
and notice agent.

As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.


J.C. PENNEY: At Risk of Bankr.; Taps Marvin Ellison as CEO
----------------------------------------------------------
Dana Blankenhorn, writing for Seekingalpha.com, reports that J.C.
Penney is at risk of bankruptcy if just a few suppliers decide not
to ship new product to the Company's stores.

The Company's Board of Directors disclosed in a press release the
appointment of Marvin Ellison, currently executive vice president
of stores at Home Depot, as President and CEO-Designee, effective
Nov. 1, 2014.  Mr. Ellison will also join the Board of Directors.
He will then succeed Myron E. (Mike) Ullman, III, as the Company's
CEO on Aug. 1, 2015.  At that time, Mr. Ullman will become
Executive Chairman of the Board for a period of one year.

Seekingalpha.com relates that analyst groups, including Maxim,
Craig Hallum, and UBS, cut the stock to sell after the
announcement, which came after the Company lessened its same store
sales estimates.  The report adds that the recent drop in the
stock has taken the market cap of the whole Company down to $2.25
billion, against quarterly sales of $2.8 billion.  According to
the report, the Company hasn't made a profit in years, it's got
debt on half its assets, and cash flow has flatlined.

                         About J.C. Penney

J.C. Penney Company, Inc. is one of the U.S.'s largest department
store operators with about 1,100 locations in the United States
and Puerto Rico.

                           *     *     *

The Troubled Company Reporter, on March 5, 2014, reported that
Standard & Poor's Ratings Services revised its outlook on J.C.
Penney Co. Inc. to stable from negative.  At the same time, S&P
affirmed all other ratings, including the 'CCC+' corporate credit
rating, on the company.

The Troubled Company Reporter, on May 21, 2014, reported that
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. at 'CCC'
and assigned a Positive Outlook.

On June 6, 2014, the Troubled Company Reporter said Standard &
Poor's Ratings Services assigned a 'B' issue level rating to J.C.
Penney Corp. Inc.'s $1.85 billion ABL revolving credit facility
and $500 million senior secured first-in last-out term loan with a
'1' recovery rating, indicating S&P's expectation for very high
(90%-100%) recovery in the event of a payment default.  S&P
affirmed all other ratings, including the 'CCC+' corporate credit
rating on parent company J.C. Penney Co. Inc.  The outlook is
stable.

On the same date, Moody's Investors Service rated J.C. Penney
Corporation, Inc.'s proposed asset based revolving credit facility
at B1 and its proposed asset based term loan at B2. At the same
time, Moody's affirmed J.C. Penney Company, Inc.'s Caa1 Corporate
Family Rating ("CFR"), Caa1-PD Probability of Default Rating, and
SGL-3 Speculative Grade Liquidity rating. The rating outlook
remains negative.

In September 2014, Moody's rated J.C. Penney's proposed senior
unsecured notes Caa2. At the same time, Moody's affirmed J.C.
Penney Company, Inc.'s Caa1 Corporate Family Rating ("CFR"), Caa1
- PD Probability of Default Rating, and SGL-3 Speculative Grade
Liquidity rating. The rating outlook remains negative.

Standard & Poor's, on the same month, assigned its 'CCC-' issue-
level rating and '6' recovery rating to J.C. Penney Corp. Inc.'s
proposed $350 million senior unsecured notes due 2019.  The '6'
recovery rating indicates S&P's expectation for negligible
recovery (0%-10%) in a payment default scenario.  The company
intends to use proceeds from the offering to repay debt.  S&P
views the proposed offering and debt repayment as credit neutral
based upon expected debt levels being relatively unchanged.

Likewise, Fitch has assigned a rating of 'CCC/RR4' to J.C.
Penney's proposed issue of five-year $350 million senior unsecured
notes.  The Rating Outlook is Positive.

On Oct. 1, 2014, Moody's affirmed J.C. Penney's Caa1 Corporate
Family Rating, Caa1 - PD Probability of Default Rating, and senior
unsecured notes. At the same time, Moody's changed J.C. Penney's
rating outlook to stable from negative. The change in outlook was
prompted by the successful closing of $400 million senior
unsecured notes which will be used to fund the partial tender
offer for J.C. Penney's $200 million 6.875% notes due October
2015, $200 million 7.675% notes due August 2016, and $285 million
7.95% notes due April 2017. At the same time, Moody's changed the
Speculative Grade Liquidity rating to SGL-2 from SGL-3 due to
improved operating performance and extension of the debt maturity
schedule.


LAKE CHARLES RETAIL: Bankr. Judge Won't Hear Suit Over Foreclosure
------------------------------------------------------------------
Bankruptcy Judge Nancy Hershey Lord granted a motion to dismiss
the lawsuit, In re: Lake Charles Retail Development LLC,
Plaintiff, LBUBS 2004-C8 Derek Drive, LLC; U.S. Bank National
Association; Bank of America, N.A. as successor to LaSalle Bank
National Association; Lehman Brothers Holdings, Inc.; Aurora Bank
FSB f/k/a Lehman Brothers Bank FSB; Structured Asset Securities
Corporation II; Lennar Partners, Inc.; and Red and Black Company,
Defendants, Adv. Proc. No. 13-01477 (NHL)(Bankr. E.D.N.Y.)

Lake Charles Retail Development LLC owns and formerly operated a
commercial shopping center located at 3507-3525 Derek Drive, Lake
Charles, Louisiana.  When the Debtor defaulted on its mortgage
payments, the Fourteenth Judicial District Court for the Parish of
Calcasieu, Louisiana issued an Order for Executory Process in
favor of LBUBS 2004-C8 Derek Drive, LLC, authorizing the seizure
and sale of the Property.

In response, the Debtor filed for Chapter 11 bankruptcy, and
commenced the adversary proceeding to challenge the validity of
the transactions that securitized and transferred its mortgage to
Derek Drive.

Defendants Derek Drive; LNR Partners, LLC, f/k/a Lennar Partners,
Inc.; U.S. Bank National Association, as Trustee for the
Registered Holders of LB-UBS Commercial Mortgage Trust 2004-C8,
Commercial Mortgage Pass-Through Certificates, Series 2004-C8; and
Bank of America, N.A., solely in its capacity as former Trustee of
the Trust filed a motion to dismiss the Debtor's Complaint,
pursuant to Federal Rules of Civil Procedure 12(b)(1) and (6),
made applicable by Federal Rule of Bankruptcy Procedure 7012.

Judge Hershey Lord held that the Bankruptcy Court lacks subject
matter jurisdiction under the Rooker-Feldman doctrine to
reconsider the State Court's decision and, alternately, the
Complaint fails to state a claim upon which relief can be granted.

A copy of the Bankruptcy Court's Sept. 30, 2014 Decision is
available at http://bit.ly/1sOug0bfrom Leagle.com

Attorney for LBUBS 2004-C8 Derek Drive, LLC, U.S. Bank National
Association, Bank of America, N.A. as successor to LaSalle Bank
National Association, and Lennar Partners, Inc. is:

     Edward A Smith, Esq.
     VENABLE LLP
     Rockefeller Center
     1270 Avenue of the Americas
     Twenty-Fourth Floor
     New York, NY 10020
     Tel: 212-307-5500
     Fax: 212-307-5598
     E-mail: easmith@Venable.com

Lake Charles Retail Development LLC, based in Middle Village, New
York, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No.
13-44093) on July 1, 2013, in Brooklyn.  Judge Nancy Hershey Lord
presides over the case.  Dwight Yellen, Esq., at Ballon Stoll
Bader & Nadler, P.C., serves as the Debtor's counsel.  In its
petition, Lake Charles Retail estimated $1 million to $10 million
in both assets and liabilities.  The petition was signed by Vito
Gerbino, manager/member.


LAMSON & GOODNOW: 2 Investors Try to Help Co. Out of Bankruptcy
---------------------------------------------------------------
Diane Broncaccio at The Recorder reports that two local investors
have helped Lamson & Goodnow Manufacturing Co. cutlery restore its
operations, in hopes that increased sales and profitability will
pull the Debtor out of bankruptcy.

The Debtor's Chief Operating Officer James Pelletier did not
identify the new investors or how much money they have invested,
The Recorder relates.  The report quoted Mr. Pelletier as saying,
"The last court hearing we had approved the infusion of cash by
two investors.  Now we fill out a monthly report . . . .  We have
a couple of local investors, and that eliminated our needing to
borrow money at high interest rates."

The Debtor has hired back its 13 union employees, The Recorder
states, citing M. Pelletier.  The Debtor had layoffs and a few
employees who worked without pay, until the Bankruptcy Court
allowed the Debtor to use its collateral cash to meet operation
expenses, The Recorder says.

According to The Recorder, Mr. Pelletier said, "Sales are very
strong.  We've hired two new full-time sales representatives, and
we're finally going to give attention to the sales side of our
business.  We've met all of our cash projections and all our
orders.  Also, the store has a lot of product on order."

The Debtor's complex has gotten a lot of attention from
prospective buyers, but has not yet been sold, The Recorder adds,
citing Mr. Pelletier.

Pelletier said the 19th-century complex and old equipment is not
efficient. He is hoping the company will be able to continue
manufacturing in Western Massachusetts. Pelletier said the complex
has gotten a lot of attention from prospective buyers, but has not
yet been sold.

                      About Lamson & Goodnow

Lamson & Goodnow Manufacturing Co., based in Shelburne Falls,
Massachusetts, founded in 1837, is the nation's oldest cutlery
manufacturer.  Lamson & Goodnow started out as a scythe maker in
1837, on the Shelburne side of the Deerfield River.  During the
Civil War, it had roughly 500 employees making bayonets for the
weapons of Union soldiers. M ost recently, the company developed a
line of quality barbecue tools sold by L.L. Bean, Williams-Sonoma,
Brookstone and Stoddards.

Lamson & Goodnow Manufacturing, Lamson and Goodnow, LLC, and
Lamson and Goodnow Retail, LLC, each filed separate Chapter 11
bankruptcy petitions (Bankr. D. Mass. Lead Case No. 14-30798) on
Aug. 15, 2014.  Judge Henry J. Boroff presides over the cases.
Gary M. Weiner, Esq., at Weiner & Lange, P.C., serves as the
Debtors' bankruptcy counsel.

In its bankruptcy petition, Lamson & Goodnow Manufacturing
disclosed $1 million to $10 million in estimated assets and $1
million to $10 million in estimated debts.


LEHMAN BROTHERS: Merrill Lynch Can't Shake $21M Swaps Demand
------------------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge Shelley C. Chapman in
New York denied Merrill Lynch Capital Services Inc.'s bid to toss
Lehman Brothers Special Financing Inc.'s adversary suit claiming
MLCS has refused to return $21 million following an allegedly
erroneous series of interest rate swap transactions in 2008.
According to the report, in a brief order, Judge Chapman declined
to grant MLCS's motion to dismiss but did not provide the
reasoning behind her ruling.

                      About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LDK SOLAR: Creditors OK Cayman, Hong Kong Schemes of Arrangement
----------------------------------------------------------------
LDK Solar Co., Ltd. in provisional liquidation and its Joint
Provisional Liquidators, Tammy Fu and Eleanor Fisher, both of
Zolfo Cooper (Cayman) Limited, on Oct. 17 disclosed that the class
meetings of scheme creditors of LDK Solar and its subsidiaries,
LDK Silicon & Chemical Technology Co., Ltd. and LDK Silicon
Holding Co., Limited, convened pursuant to the orders of the Grand
Court of the Cayman Islands and the High Court of Hong Kong on
October 16, 2014 (Cayman Islands time) and October 17, 2014 (Hong
Kong time), approved both the Cayman Islands and Hong Kong schemes
of arrangement relating to the Scheme Companies.  The Cayman Court
is scheduled to hear the petition in respect of the Cayman Islands
schemes of arrangement on November 6, 2014 at 9:30 a.m. (Cayman
Islands time), at which hearing the Cayman Court will determine
whether or not to sanction the Cayman Islands schemes of
arrangement.  Similarly, the Hong Kong Court is currently
scheduled to hear the petition in respect of the Hong Kong schemes
of arrangement on November 7, 2014 at 10:00 a.m. (Hong Kong time),
at which hearing the Hong Kong Court will determine whether or not
to sanction the Hong Kong schemes of arrangement.

                          About LDK Solar

LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi-
Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power
projects and solutions.

LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.

The Company's balance sheet at June 30, 2014, showed $3.3 billion
in total assets, $5.23 billion in total liabilities and total
stockholders' deficit of $1.92 billion.

The Company had a working capital deficit and negative equity and
incurred net loss over the past years due to the overall market
decline and its financial performance.  Due to the impending
maturity of its Renminbi-denominated US$-settled 10% Senior Notes
due 28 February 2014, with an aggregate principal amount of RMB
1.63 billion, the Company decided to file the appointment of
provisional liquidators in the Grand Court of Cayman Islands on 21
February 2014.  Eleanor Fisher and Tammy Fu of Zolfo Cooper
(Cayman) Limited were appointed as joint provisional liquidators
of the Company on 27 February 2014.  "These factors raise
substantial doubt as to our ability to continue as a going
concern," according to the Company's regulatory filing with the
SEC.


LONGVIEW POWER: Exclusive Plan Filing Date Extended to Dec. 31
--------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended Longview Power, LLC, et al.'s
exclusive plan filing period through and including Dec. 31, 2014,
and their exclusive plan solicitation period through and including
March 2, 2015.

According to the Debtors, extension of the exclusivity periods
will facilitate their concurrent efforts to drive the Chapter 11
cases to a successful conclusion and to maintain stability with
their employees, business partners, and creditors.

The Debtors relate that they are focused on obtaining confirmation
of the Amended Plan, for which they are currently soliciting votes
and for which they hope to seek confirmation in the near term.  To
prosecute the Amended Plan, the Debtors tell the Court that they
are vigorously engaged in crucial litigation with First American
Title Insurance Company regarding the Debtors' property interest
in, and the availability of coverage under, the Policy of Title
Insurance, policy number A40008468, issued on March 9, 2007.  The
Debtors add that they continue to pursue good-faith mediation with
the Contractors, the Backstoppers, and First American to resolve
the contingencies that remain in the Chapter 11 cases.

                   About Longview Power LLC

Longview Power LLC is a special purpose entity created to
construct, own, and operate a 695 MW supercritical pulverized
coal-fired power plant located in Maidsville, West Virginia, just
south of the Pennsylvania border and approximately 70 miles south
of Pittsburgh.  The project is owned 92% by First Reserve
Corporation (First Reserve or sponsor), a private equity firm
specializing in energy industry investments, through its affiliate
GenPower Holdings (Delaware), L.P., and 8% by minority interests.

Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case
13-12211) on Aug. 30, 2013.  The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary.  The Debtor estimated assets and debts of
more than $1 billion.  Judge Brendan Linehan Shannon presides over
the case.  Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel.  Lazard Freres & Company LLC
acts as the Debtors' investment bankers.  Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors.  Ernst &
Young serves as the Debtors' accountants.  The Debtors' claims
agent is Donlin, Recano & Co. Inc.

The Debtor disclosed assets of $1,717,906,595 plus undisclosed
amounts and liabilities of $1,075,748,155 plus undisclosed
amounts.

Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as
of Sept. 11, 2013, a committee of unsecured creditors has not
been appointed in the case due to insufficient response to the
U.S. Trustee's communication/contact for service on the committee.


MID-CONTINENT UNIVERSITY: Sued by Teachers for Contract Breach
--------------------------------------------------------------
WPSD Local 6 reports that Mid-Continent University professors and
high ranking employees have filed a lawsuit against the Debtor,
accusing it of breaching their contracts.

The Plaintiffs say that they weren't informed through the required
notification by mail that their services weren't needed by April
1, 2014.  According to the Plaintiff's court filing, the Debtor
didn't meet the requirements as stated in the employee handbook
and the contract itself thus, the contracts were rolled over for
another year.

WPSD Local 6 says that more than two dozen employees are asking
for almost $1 million in payment for the current 2014-2015 school
year.  The Plaintiffs ask that the Court, among other things,
compel the Debtor to honor the final months of the 2013-2014
contract obligations by paying the Plaintiffs their contracted
monthly salaries -- a total of $196,675.34.

According to WPSD Local 6, the Plaintiffs asked attorney Steve
Vidmer to look over the lawsuit.

Mid-Continent University filed for Chapter 11 bankruptcy
protection (Bank. W.D. Ky. Case No. 14-50687) on Sept. 30, 2014,
listing its debts at between $1 million and $10 million, against
up to $50,000 in assets.

Mark C. Whitlow, Esq., at Whitlow, Roberts, Houston & Straub,
PLLC, serves as the Debtor's counsel.


MOUNTAIN PROVINCE: Closes C$100-Mil. Bought Deal Financing
----------------------------------------------------------
Mountain Province Diamonds Inc. announced the closing of its
bought-deal private placement of common shares, for gross proceeds
of C$75 million.

A syndicate of underwriters led by BMO Capital Markets, RBC
Capital Markets and Scotia Capital Inc. and including Haywood
Securities Inc., sold 15,000,000 common shares of the Company at a
price of C$5.00 per share, by way of a bought-deal private
placement.  The Underwriters received a cash commission of 5% of
the gross proceeds.

The Company also announced the closing of a concurrent non-
brokered private placement of common shares at a price of C$5.00
per share, for gross proceeds of C$25 million.

The common shares issued in the bought-deal and non-brokered
private placements are subject to a four month hold period,
expiring Feb. 17, 2015.

The net proceeds of the private placements will be used for the
continued development of the Company's Gahcho Kue project and for
general corporate purposes.

                 About Mountain Province Diamonds

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada.  The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.

Mountain Province reported a net loss of C$26.60 million in 2013,
a net loss of C$3.33 million in 2012 and a net loss of C$11.53
million in 2011.

The Company's balance sheet at June 30, 2014, showed
C$185 million in total assets, C$25.07 million in total
liabilities and C$160 million in total shareholders' equity.


COMSTOCK MINING: Incurs $1.9 Million Net Loss in Third Quarter
--------------------------------------------------------------
Comstock Mining Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common shareholders of $1.98 million on $6.78 million
of total revenues for the three months ended Sept. 30, 2014,
compared to a net loss available to common shareholders of $5.49
million on $6.81 million of total revenues for the same period
during the prior year.

For the nine months ended Sept. 30, 2014, the Company posted a net
loss available to common shareholders of $11.06 million on $18.76
million of total revenues compared to a net loss available to
common shareholders of $18.84 million on $17.59 million of total
revenues for the same period in 2013.

The Company's balance sheet at Sept. 30, 2014, showed $49.55
million in total assets, $25.35 million in total liabilities and
$24.20 million in total stockholders' equity.

"Future production rates and gold prices below management's
expectations would adversely affect the Company's results of
operations, financial condition and cash flows.  If the Company
was unable to obtain any necessary additional funds, this could
have an immediate material adverse effect on liquidity and could
raise substantial doubt about the Company's ability to continue as
a going concern.  In such case, the Company could be required to
limit or discontinue certain business plans, activities or
operations, reduce or delay certain capital expenditures or sell
certain assets or businesses.  There can be no assurance that the
Company would be able to take any such actions on favorable terms,
in a timely manner or at all," the Company said in the filing

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

                        http://is.gd/mkAgGE

                       About Comstock Mining

Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based,
gold and silver mining company with extensive, contiguous property
in the historic Comstock district.  The Company began acquiring
properties in the Comstock in 2003.  Since then, the Company has
consolidated a substantial portion of the Comstock district,
secured permits, built an infrastructure and brought the
exploration project into test mining production.  The Company
continues acquiring additional properties in the Comstock
district, expanding its footprint and creating opportunities for
exploration and mining.  The goal of the Company's strategic plan
is to deliver stockholder value by validating qualified resources
(measured and indicated) and reserves (probable and proven) of
3,250,000 gold equivalent ounces by 2013, and commencing
commercial mining and processing operations by 2011, with annual
production rates of 20,000 gold equivalent ounces.

Comstock Mining incurred a net loss available to common
shareholders of $25.36 million in 2013, a net loss available to
common shareholders of $35.13 million in 2012 and a net loss
available to common shareholders of $16.30 million in 2011.


MS MARK SHALE: Tries to Generate Revenue Through Referral Links
---------------------------------------------------------------
Brigid Sweeney at Chicagobusiness.com reports that Scott Baskin,
former Mark Shale CEO, is trying to turn the Mark Shale brand --
which was known for its customer service and personal shopping --
into an online lifestyle site.

Chicagobusiness.com quoted Mr. Baskin as saying, "The plan is to
generate revenue through referral links."  According to the
report, the new site won't sell any clothing, and will simply
highlight pieces it likes and direct readers to third-party e-
commerce sites like ShopBop.com and Nordstrom.com to make the
purchase.

                         About Mark Shale

Based in Woodridge, Illinois, MS Mark Shale, LLC, filed for
Chapter for Chapter 11 protection on Aug. 21, 2012 (Bankr. N.D.
Ill. Case No. 12-33041).  Judge Jacqueline P. Cox presides over
the case.  Steven B. Towbin, Esq., at Shaw Gussis et al.,
represents the Debtor.  The Debtor disclosed assets of
$3.2 million and liabilities of $5.5 million.

The bankruptcy in August was the second since 2009.  The new
bankruptcy was a liquidation from the outset.  Then operating
eight high-end men's and women's apparel stores, Mark Shale filed
for Chapter 11 reorganization in Chicago in March 2009.  The
existing owners along with others bought the business in a
bankruptcy sale.

Scott Baskin retired in 2011 as the company's CEO.  Maria Pinto, a
local designer known for outfitting Michelle Obama, was hired in
2011 in an effort to modernize the company's image, but it didn't
pan out.  The company filed for Chapter 11 bankruptcy for the
third and last time in August 2012, and shut down its three
remaining stores at 900 N. Michigan Avenue, Oakbrook Center and
Northbrook Court late that year.


MPM SILICONES: Bankr. Judge Rules in Bond Trustees' Suit v. JPM
---------------------------------------------------------------
Bankruptcy Judge Robert D. Drain issued a corrected and modified
bench ruling on JPMorgan Chase's motions to dismiss these
lawsuits:

     -- BOKF, N.A., Plaintiff, v. JPMORGAN CHASE BANK, N.A., et
al., Defendants, Adv. Proc. No. 14-08247-RDD (Bankr. S.D.N.Y.);
and

     -- WILMINGTON TRUST, N.A., Plaintiff, v. JPMORGAN CHASE BANK,
N.A., et al., Defendants, Adv. Proc. No. 14-08248-RDD (Bankr.
S.D.N.Y.)

The so-called first lien trustee and 1.5 lien trustee, with
respect to the indenture governing bonds issued by the Momentive
Performance Holdings debtors, filed largely identical suits,
asserting claims for various alleged breaches of the parties'
Intercreditor Agreement. They also seek declaratory relief
regarding the meaning of the ICA and injunctive relief against
future breaches. Finally, the complaints assert a breach of the
implied covenant of good faith and fair dealing.

The complaints allege that the defendants breached the ICA by
taking positions before and during the course of this bankruptcy
case in opposition to the plaintiffs. More specifically, the
complaints assert that the defendants breached the ICA (a) by
entering into a Restructuring Support Agreement before the
commencement of the case in favor of what eventually became the
debtors' chapter 11 plan and then supporting confirmation of that
plan, which the complaints allege adversely treats the plaintiffs
by "cramming down" the plaintiffs' claims under section 1129(b) of
the Bankruptcy Code, and (b) by intervening support of the
debtors' objections to the plaintiffs' right to a make-whole
payment under their indentures and notes and similar claims based
on the prepayment of their debt.

The plaintiffs also contend that the defendants breached the ICA
(a) by supporting the debtors' financing (apparently, although not
expressly stated in the complaints, the postpetition or "DIP"
financing under section 364 of the Bankruptcy Code as approved by
the Court) that was given a lien with priority over the
plaintiffs' liens, and (b) by opposing the plaintiffs' requests
for adequate protection of their interests in the shared
collateral and, as more specifically alleged in the first lien
trustee's complaint, objecting to the ongoing reimbursement of the
first lien trustee's financial advisor's fees and expenses during
the course of this case as a proposed form of adequate protection
of the trustee's lien.

The complaints also allege that the defendants breached the
Intercreditor Agreement by agreeing to receive in return for their
secured claims property that the plaintiffs contend constitutes
"Common Collateral," a defined term in the ICA, or the proceeds
thereof, while holding that property in trust for the plaintiffs
until the plaintiffs' "Senior Lender Claims" -- another defined
term in the Agreement -- have been paid in full in cash.
The Common Collateral or its proceeds allegedly improperly
retained by the defendants as secured creditors includes (a) a
potential $30 million charge under a Backstop Agreement pursuant
to which defendants agreed to backstop a $600 million rights
offering to partially fund the chapter 11 plan, (b) the fees and
expenses of various counsel and financial advisors for the
plaintiffs that the debtors have reimbursed on an ongoing basis
during the course of this case, which apparently (although I am
not prepared to find this conclusively for reasons discussed
below) were paid pursuant to the Restructuring Support Agreement
between the debtors and defendants that was eventually approved by
the Court, although possibly also paid as a form of adequate
protection of the defendants' interests in the shared collateral,
and (c) 100% of the common stock of the reorganized parent debtor,
to be distributed to the defendants under the chapter 11 plan in
exchange for their claims against the debtors.

Judge Drain said the complaints rarely, if ever, specify the
provisions of the ICA that are claimed to have been breached by
the conduct.

Judge Drain ruled that JPMorgan's motions should be granted and
the claims dismissed with respect to the $30 million charge under
the Backstop Agreement.  While that cash could be viewed as Common
Collateral (although all parties recognize that such collateral
does not comprise all of the debtors' assets), the payment, if
made, will be based on the defendants' rights under the Backstop
Agreement, not in respect of remedies as secured creditors.  The
payment, Judge Drain said, would not be on account of a secured
obligation but, rather, a separate, unsecured obligation
undertaken by the debtors to the defendants for backstopping new
exit financing for the debtors beyond the time provided in the
Backstop Agreement. The defendants therefore would not be
exercising remedies as secured creditors against the Common
Collateral for purposes of triggering ICA section 4.2 if they
receive the $30 million.

A copy of Judge Drain's October 14, 2014 ruling available at
http://bit.ly/1Ctq9Ylfrom Leagle.com.

Theresa A. Foudy, Esq., at Curtis, Mallet-Prevost, Colt & Mosle
LLP, New York, NY, represents Wilmington Trust, N.A., as Trustee
for the 1.5 Lien Noteholders.

                   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.


MARY SANTIAGO: New York High Court Considers Rent-Regulated Leases
------------------------------------------------------------------
Josh Barbanel, writing for The Wall Street Journal, reported that
the New York state court weighed in on a dispute over a plan by a
bankruptcy trustee to sell the rent-stabilized apartment of Mary
Santiago, an 80-year-old East Village woman, to her landlord.
According to the report, arguments before the Court of Appeals
focused on whether those leases were considered transactions like
any leases, or public benefits conferred by the state legislature
that should be protected from bankruptcy court.

As previously reported by The Troubled Company Reporter, citing
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, the city and state of New York filed a friend-of-the-court
brief in Ms. Santiago's bankruptcy case to tell the state's
highest court that their rights under a rent-stabilized lease are
not property of the estate and would be exempt if they were.  A
federal district court said the value of a tenant's lease in a
rent-stabilized apartment was property of the estate that the
landlord could buy from the bankruptcy trustee.  The tenant took
her case to the U.S. Court of Appeals in Manhattan, which, in
turn, turned to the New York Supreme Court after concluding that
the outcome in the case depended on New York law, the report
related.

The case in the state high court is Santiago-Monteverde v. Pereira
(In re Santiago-Monteverde), CTQ-2014-00004, New York Court of
Appeals (Albany).  The case in the federal circuit court is
Santiago-Monteverde v. Pereira (In re Santiago-Monteverde), 12-
4131, U.S. Court of Appeals for the Second Circuit (Manhattan).


MATAGORDA ISLAND: Amends Top 20 Unsecured Creditors List
--------------------------------------------------------
Matagorda Island Gas Operations, LLC, on Oct. 1, 2014, filed with
the Bankruptcy Court an amended list of its top 20 unsecured
creditors, a copy of which is available for free at
http://is.gd/f8XdSj

Among the entities added to the Amended List are:

  Entity                 Nature of Claim        Claim Amount
  ------                 ---------------        ------------
Department of the        Future P&A               $9,000,000
Interior                 obligations for
1849 C Street NW         wells and facilities
Washington,              on OCS-G 3091,
DC 20240-0002            OCS-G 3096, and
                         OCS-G 4139

Thompson & Knight                                   $510,000
333 Clay Street,
Ste. 3300
Houston, TX 77002

Arthur J. Gallagher                                 $325,000
Gallagher Energy
1900 West Loop South,
Suite 1600
Houston, TX 77027

Cetco Energy Services                                $55,000
Company LLC
1001 Ochsner Blvd. Suite 425
Covington, LA 70433

Ernst & Young                                        $44,000
200 Plaza Drive
Secaucus, NJ 07094

Aggreko LLC's claim amount under the Amended list was increased to
$179,000 from $80,000.

                      About Matagorda Island

Matagorda Island Gas Operations, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. La. Case No. 14-51099) in
Lafayette, Louisiana, on Sept. 3, 2014. The case is assigned to
Judge Robert Summerhays.  The Debtor has tapped Lugenbuhl,
Wheaton, Peck, Rankin & Hubbard as counsel.

In its amended petition, the Debtor said its estimated assets
range from $100,000,001 to $500,000,000, while its estimated
liabilities range from $10,000,001 to $50,000,000.


NAARTJIE CUSTOM: Gets Approval of Agreement With Great American
---------------------------------------------------------------
Children's clothing chain Naartjie Custom Kids Inc. received court
approval of its agreement with liquidator Great American Group,
LLC to conduct going-out-of-business sales at its 82 stores.

Great American came out the winning bidder to conduct the sales at
an auction on Oct. 2.  The liquidator topped the "stalking horse"
bid or lead bid made by a joint venture between Hilco Merchant
Resources LLC and Gordon Brothers Retail Partners LLC, which
guaranteed the clothing chain would receive 80% of the cost value
of the merchandise.

The liquidator also beat out another rival bidder: a joint venture
between Tiger Capital Group, LLC and SB Capital Group, LLC.

Great American's offer guaranteed Naartjie would receive 116.8% of
the cost value of the merchandise, which represents about
$2.576 million in additional value to the clothing chain's estate.

The liquidator would also pay all expenses whether or not there
are sufficient proceeds from the sales to pay them, according to
court filings.  A copy of the agreement is available for free at
http://is.gd/rOoeOl

                   About Naartjie Custom Kids

Naartjie Custom Kids, Inc., which designs, manufactures and sells
children's clothing, accessories and footwear for ages newborn
through 10 years old, sought protection under Chapter 11 of the
Bankruptcy Code on Sept. 12, 2014 (Bankr. D. Utah Case No. 14-
29666).  The case is assigned to Judge William T. Thurman.

The Debtor's counsel is Annette W. Jarvis, Esq., Jeffrey M.
Armington, Esq., Benjamin J. Kotter, Esq., and Michael F. Thomson,
Esq., at Dorsey & Whitney LLP, in Salt Lake City, Utah.


AMSTERDAM HOUSE: Working With Nassau to Issue $221MM IDA Bonds
--------------------------------------------------------------
James T. Madore at Newsday.com reports Amsterdam House Continuing
Care Retirement Community Inc, fka The Amsterdam at Harborside, is
working with Nassau County to issue $221 million in tax-exempt
bonds through the Industrial Development Agency.

According to Newsday.com, Nassau officials assured that neither
Nassau nor the IDA would be held liable should the Debtor
encounter more financial troubles in the future.

The Debtor hopes that the U.S. Bankruptcy Court for the Eastern
District of New York will approve its debt restructuring this week
to stabilize finances, Newsday.com reports, citing the Debtor's
executives.

                    About Amsterdam House

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

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

The case is assigned to Judge Alan S Trust.

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

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


NATIONAL AIR CARGO: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: National Air Cargo, Inc.
        350 Windward Drive
        Orchard Park, NY 14127

Case No.: 14-12414

Chapter 11 Petition Date: October 17, 2014

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Judge: Hon. Michael J. Kaplan

Debtor's Counsel: John A. Mueller, Esq.
                  HARTER SECREST & EMERY LLP
                  Twelve Fountain Plaza, Suite 400
                  Buffalo, NY 14202-2293
                  Tel: 716-844-3701
                  Fax: 716-853-1617
                  Email: jmueller@hselaw.com

                     - and -

                  Raymond L. Fink, Esq.
                  HARTER SECREST & EMERY LLP
                  Twelve Fountain Plaza

                  Buffalo, NY 14202-2293
                  Tel: 716 853-1616
                  Fax: 716 853-1617

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million


The petition was signed by Brian T. Conaway, secretary and VIP of
Finance.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nywb14-12414.pdf


NBRS FINANCIAL: Howard Bank Assumes All Deposits
------------------------------------------------
Howard Bank, subsidiary of Howard Bancorp, Inc., on Oct. 17
disclosed that it has entered into an agreement with the Federal
Deposit Insurance Corporation to assume all of the deposits and
purchase certain loans and other assets of NBRS Financial Bank, a
full-service, state chartered commercial bank headquartered in
Rising Sun, Maryland.  NBRS operates two branches in Harford
County, Maryland in Aberdeen, and Dublin, two in Cecil County in
Elkton and Rising Sun and one branch in Lancaster County
Pennsylvania in Peach Bottom.  All NBRS branches were set to
reopen Saturday morning October 18th during their normal business
hours as branches of Howard Bank.  With this transaction
Howard Bank will now operate 13 branch offices, two regional
offices and two mortgage centers in five Maryland counties and two
states.

NBRS depositors will automatically become depositors of Howard
Bank and qualifying accounts will continue to be insured by the
FDIC, up to applicable limits.  There will be no disruption of
service for NBRS customers; their money is accessible by check,
using an ATM or by debit card.  Checks drawn on the bank will
continue to be processed.  Loan customers should continue to make
their payments as usual.  Customers of NBRS Financial Bank may
continue to use their existing NBRS branch or any other NBRS
branch until they receive notice from Howard Bank that it has
completed systems changes to allow Howard Bank branches now in
Harford County and elsewhere to process their accounts.

"We are very pleased to welcome NBRS customers and employees to
Howard Bank.  It's business as usual and customers can be
confident that their deposits are safe, secure and readily
accessible.  NBRS customers will continue to receive excellent
banking service and benefit from a continued relationship with a
community bank that sincerely cares for its customers and the
communities in which we operate," said Howard Bank's President and
CEO, Mary Ann Scully.  "Our strategic decision over three years
ago to take advantage of the significant opportunities that we saw
in communities north of our birthplace in Howard County and our
locations in Anne Arundel County has been rewarded with a brand
recognized before today in four counties in the state.  Our most
recent moves into Harford County through both branch acquisition
and organic de novo branch locations is typical of our view that a
very consistent growth strategy is the best for our customers,
employees, shareholders and community stakeholders.  Our knowledge
of the Cecil County and Lancaster County communities makes us
believe that these attractive markets will welcome our unique
combination of deep and broad product sets, experienced and
sophisticated financial experts and a very traditional, high touch
approach to each and every relationship.  We consider it an honor
to work with employees and customers of one of the oldest banks in
the state of Maryland with a unique legacy and we look forward to
the opportunity of serving former NBRS customers for years to
come."

As of June 30, 2014, NBRS Financial Bank had approximately $188.2
million in total assets and $183.1 million in total deposits.  In
addition to assuming all of the deposits of NBRS Financial Bank,
Howard Bank also agreed to acquire the majority of the NBRS
Financial Bank assets.  The FDIC will retain the other real estate
owned and other remaining assets for later disposition.  The FDIC
estimates that the cost to the Deposit Insurance Fund (DIF) will
be $24.3 million.  In addition, Howard Bank has entered into an
agreement with a third party to sell certain non-performing and
other loans, totaling approximately $18.4 million in the
aggregate, within 30 days.

Customers with questions about the Oct. 17 transaction should call
the FDIC toll-free at 1-800-930-1848.  The phone number will be
operational this evening until 9:00 p.m., Eastern Daylight Time
(EDT); on Saturday from 9:00 a.m. to 6:00 p.m., EDT; on Sunday
from noon to 6:00 p.m., EDT; on Monday from 8:00 a.m. to 8:00
p.m., EDT; and thereafter from 9:00 a.m. to 5:00 p.m., EDT.
Interested parties also can visit the FDIC's Web site at
http://www.fdic.gov/bank/individual/failed/NBRS.html
In addition, customers can visit their former NBRS branch should
they have any questions about their banking relationship.

Interested parties also can visit directly the web site of Howard
Bank at http://www.howardbank.com/or through a link on the
http://www.NBRS.com/Web site.

                  About Howard Bancorp, Inc.

Howard Bancorp, Inc. -- http://www.howardbank.com-- is a bank
holding company with total assets of $534 million as of June 30,
2014.  Its principal operating subsidiary, Howard Bank, is a
growth-focused community bank serving businesses, professionals
and individuals in the Greater Baltimore area through eight full
service branches and also regional offices in Annapolis and
Towson, MD, and mortgage operations throughout the Central
Maryland area.  Howard Bank is a wholly owned subsidiary of Howard
Bancorp, Inc.

                  About NBRS Financial Bank

NBRS Financial Bank, a full-service, state chartered commercial
bank headquartered in Rising Sun, Maryland.  NBRS operates two
branches in Harford County, Maryland in Aberdeen, and Dublin, two
in Cecil County in Elkton and Rising Sun and one branch in
Lancaster County Pennsylvania in Peach Bottom.


NEW TESTAMENT CHURCH: Case Summary & 6 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: New Testament Church
        403 Rapidan Street
        Portsmouth, VA 23701

Case No.: 14-73779

Chapter 11 Petition Date: October 17, 2014

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

Judge: Hon. Frank J. Santoro

Debtor's Counsel: Joseph T. Liberatore, Esq.
                  CROWLEY, LIBERATORE, RYAN & BROGAN, P.C.
                  Town Point Center, Suite 300
                  150 Boush Street
                  Norfolk, VA 23510
                  Tel: 757-333-4500
                  Fax: 757-333-4501
                  Email: jliberatore@clrbfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jerome Williams, senior pastor.

A list of the Debtor's six largest unsecured creditors is
available for free at http://bankrupt.com/misc/vaeb14-73779.pdf


NORTHWEST GF MUTUAL: A.M. Best Affirms 'B-' Fin. Strength Rating
----------------------------------------------------------------
A.M. Best Co. has revised the outlook to positive from stable and
affirmed the financial strength rating of B- (Fair) and the issuer
credit rating of "bb-" of Northwest G.F. Mutual Insurance Company
(Northwest) (Eureka, SD).

The positive outlook is a reflection of Northwest's execution of
continuing efforts to strengthen capitalization and operating
performance.  In previous years, results had deteriorated due to
underpriced products and frequent and severe weather-related
events.  Management has been pro-active in improving risk
management, re-underwriting the book of business, tightening
underwriting guidelines and taking significant rate increases.  In
addition, policies in force have been reduced, expense management
controls have been put in place and the investment portfolio
exposure has been reduced.  Overall, surplus has declined during
the latest five-year period, but surplus increases have been
reported for two consecutive years with this trend continuing in
2014.  These results have been obtained despite frequent and
severe weather-related events, which validate management's
corrective actions.

Partially offsetting these positive factors is the company's
negative pretax and net income, as well as elevated combined and
expense ratios.  The company has reported negative pretax
operating income in four of the past five years.  Net investment
income has not been enough to offset the poor underwriting losses.
The geographic concentration in North Dakota and South Dakota
places the company at risk for frequent and severe weather as
evidenced in most years' results, as well as regulatory, judicial,
and economic concerns.

Positive rating actions may continue if Northwest illustrates a
sustained improvement in underwriting, operating results, and
risk-adjusted capitalization.  Conversely, a decline in overall
risk-adjusted capitalization coupled with adverse operating
results could result in pressure on the ratings or outlooks.


NOVA CHEMICALS: Moody's Assigns Ba2 Rating on New $500MM Sr. Notes
------------------------------------------------------------------
Moody's Investors Service has assigned a Ba2 rating to the
proposed $500 million of new senior unsecured notes due 2025 to be
issued by NOVA Chemicals Corporation (NOVA, Ba1 stable). NOVA has
stated that the proceeds from the new notes will largely be used
to redeem its existing $350 million 8.625% senior notes due 2019,
which are also rated Ba2. The rating outlook is stable.

"Despite its limited earnings diversity, NOVA's performance
continues to be excellent. The company's conservative balance
sheet; North American, ethane feedstock advantage; and ongoing
expansion and feedstock diversification projects are all expected
to drive continued and sustainable improvements to NOVA's credit
profile over the coming quarters," says Anthony Hill, a Moody's
Vice President -- Senior Credit Officer and lead analyst for NOVA.

Assignments:

Issuer: NOVA Chemicals Corporation

  Senior notes due 2025, Assigned Ba2, LGD4

Since 2009 NOVA has been wholly owned by International Petroleum
Investment Company (IPIC, Aa2 stable). The government of Abu Dhabi
(Aa2 stable), which wholly owns IPIC, established IPIC in 1984 as
an investment holding company with a mandate to invest globally in
energy and energy-related industries. IPIC does not provide any
type of explicit support or guarantee to these new notes, or any
rated debt obligations of NOVA.

Ratings Rationale

The Ba2 rating on the new notes reflects their junior position in
the capital structure relative to the company's $425 million
senior secured credit facility.

NOVA's Ba1 corporate family rating (CFR) reflects the company's
(1) solid financial metrics and liquidity profile; and (2) cost
advantaged manufacturing capabilities. Furthermore, IPIC openly
regards its ownership of NOVA as a strategic, long-term
investment. Moody's views this relationship as credit positive.

NOVA's rating also reflects the company's large capital
expenditure (capex) program, as well as its limited operational,
product, and geographic diversity. NOVA's capex program is largely
necessary to fund ongoing expansions and feedstock diversification
projects aimed at increasing the company's access to cost
advantaged North American NGLs (natural gas liquids, primarily
ethane, propane and butane) feedstocks. Some key milestones of
these projects are now complete or near completion; however, the
company's increased capex is expected to continue over the next
five years. NOVA is heavily exposed to the ethylene and
polyethylene commodity end markets, and dependent on its two main
manufacturing sites - Joffre, Alberta and Corunna, Ontario.
Additionally, NOVA's distributions to IPIC have been increasing.
For financial year-end December 2012 and 2013, and year-to-date
July 2014, NOVA has distributed to IPIC $75 million, $150 million,
and $760 million, respectively. Given the company's solid cash
generation and liquidity profile, Moody's currently considers this
distribution level to be credit neutral as $689 million remains on
the balance sheet as of 30 June 2014.

Despite the company's large capex program and increasing
distributions to IPIC, Moody's expects NOVA to have a solid
liquidity profile over the coming quarters. Moody's assessment of
NOVA's liquidity profile reflects the company's elevated cash
balance, the expectation for significant retained cash flow
generation over the next four quarters (of greater than an average
of $200 million a quarter), and minimal utilization of its
accounts receivable programs and its secured and unsecured
revolvers. While Moody's expects capital expenditures to be
elevated in 2014 and 2015, NOVA should be able to comfortably
finance its projects using cash on hand. Moody's also anticipates
that the company will have sufficient cash to cover working
capital needs over the next 12-18 months without drawing on its
credit facilities.

NOVA's secondary liquidity is provided by a $425 million senior
secured revolving credit facility (unrated) due December 2017.
This senior secured revolving credit facility contains two
financial covenants, a maximum debt to cash flow ratio of 3:1 and
a maximum debt to capitalization ratio of 60%. As of June 2014,
the company was well within compliance under its financial
covenants. NOVA also has access to a $100 million committed bi-
lateral facility (unrated) which expires in 2015 and two accounts
receivable facilities (unrated) which expire in 2017 and 2015 (US
program for $125 million in January 2017 and a Canadian facility
for $100 million in February 2015). As of June 2014, these
facilities were drawn down by $18 million.

The stable outlook reflects Moody's expectation that NOVA will
continue to exhibit solid financial metrics over the coming years,
despite a large capital expenditure program to fund ongoing
expansion and feedstock diversification projects.

Pressure to upgrade NOVA's rating is emerging. However, Moody's
would be unlikely to do so until there is clear evidence that the
company's feedstock diversification projects are producing
sustained, positive financial results as NOVA has not disclosed
the cost of the feedstocks it is purchasing from the Bakken and
Marcellus shales. Additionally, Moody's notes that since April
2014, Nova has been operating without a permanent CEO in place. In
Moody's view, this situation may begin to constrain NOVA's credit
profile if not resolved in the coming quarters.

Given Moody's outlook for North American ethane and the company's
conservative financial policies, the rating agency does not expect
to see pressure to downgrade NOVA's rating develop over the coming
years. However, if the company were to pursue a large debt-funded
acquisition or dividend(s), Moody's may consider a downgrade.
Quantitatively, Moody's would consider downgrading NOVA's rating
if its EBITDA margin falls sustainably to around 15%; or its
debt/EBITDA ratio rises towards 3.0x, both on a Moody's-adjusted
basis.

Nova Chemicals Company is a Calgary, Alberta-headquartered
producer of ethylene, polyethylene plastics, and styrene. The
company's main business unit, known as Olefins and Polyolefins,
operates through three main reporting segments, (1) the Joffre
olefins segment, which is located in Joffre, Alberta and is
responsible for roughly 75% of the company's ethylene production;
(2) the Corunna olefins segment, which is located in Corunna,
Ontario (Canada) and is responsible for the remainder of NOVA's
ethylene production; and (3) the polyethylene segment, which is
where the company utilizes its own ethylene to manufacture
polyethylene plastics such as high-density polyethylene (HDPE),
low-density polyethylene (LDPE), and linear low-density
polyethylene (LLDPE). The company's plastics and chemicals are
used in a variety of applications including rigid and flexible
packaging, containers, building and construction materials,
housewares and other industrial consumer goods.

Approximately 50% of NOVA's external sales are to customers
located in the US, 44% to customers located in Canada, and 6% to
customers in Europe. For the fiscal year ended December 2013,
NOVA's revenues and Moody's-adjusted EBITDA were approximately
$5.3 billion and $1.3 billion, respectively. For the last 12
months ending June 2014, these figures were approximately $5.4
billion and $1.3 billion, respectively.

The principal methodology used in this rating was Global Chemical
Industry Rating Methodology published in December 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.


NOVA CHEMICALS: S&P Assigns BB+ Rating on Proposed $500MM Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' issue-level
rating, and '3' recovery rating, to Calgary, Alta.-based NOVA
Chemicals Corp.'s proposed US$500 million senior unsecured notes
due 2025.  The '3' recovery rating indicates S&P's expectation of
meaningful (50%-70%) recovery for noteholders in the event of a
default.  The long-term corporate credit rating on the company is
'BB+'.

The notes are senior unsecured obligations of NOVA and will rank
equally with all existing and future senior unsecured debt and
rank junior to all existing and future secured debt.  S&P
understands that net proceeds from the notes will be used to repay
the company's existing US$350 million 8.625% senior notes due 2019
(including related fees and expenses), with the remaining net
proceeds being used for general corporate purposes.

"The ratings on NOVA reflect what we view as the company's fair
business risk profile and intermediate financial risk profile,"
said Standard & Poor's credit analyst David Fisher.

S&P views NOVA's business risk profile as "fair," based primarily
on the company's highly volatile earnings profile.  NOVA operates
in the commodity chemicals sector, which S&P considers to be
highly cyclical, competitive, and prone to price volatility -- all
of which have led to large swings in the company's profitability.
NOVA also has limited operational diversity, with its Joffre,
Alta., facilities contributing the majority of segment-level
earnings.  These factors detract from the company's structurally
advantaged cost position as a North American petrochemical
producer.

"We assess NOVA's financial risk profile as "intermediate."
Although current financials are numerically stronger than those
defined in our criteria for the intermediate category, our
analysis factors in the potential for credit metrics to
deteriorate meaningfully at the next cyclical trough.  In
addition, we believe it is difficult to gauge the financial policy
that the company's owner, International Petroleum Investment Co.,
plans to pursue over the next several years," S&P said.

RATINGS LIST

NOVA Chemicals Corp.
Corporate credit rating           BB+/Stable/--

Rating Assigned
Senior unsecured
US$500 million notes due 2025     BB+
Recovery rating                  3


ORANGE REGIONAL: Fitch Affirms 'BB+' Rating on $248MM 2008 Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on approximately $248
million of series 2008 bonds issued by the Dormitory Authority of
the State of New York on behalf of Orange Regional Medical Center
(ORMC).

The Rating Outlook is Stable.

SECURITY

The bonds are secured by a gross receipts pledge and a mortgage.
Further security is provided by a debt service reserve fund.

KEY RATING DRIVERS

IMPROVING OPERATIONS: ORMC's operating EBITDA margin of 11.5%
through the nine-month interim period (ended Sept. 30, 2014) was
improved from 8.7% in fiscal 2013, and was above Fitch's 'below
investment grade' (BIG) median of 7.3%.  ORMC's operating
improvement is attributed to cost cutting initiatives, which
included sizable reductions in force, as well as the addition of
key specialty service lines.  ORMC is budgeting to have an 11.1%
operating EBITDA margin in fiscal 2014, which Fitch views as
feasible given ORMC's strong interim performance.

WEAK LIQUIDITY: ORMC's liquidity in relation to debt remained weak
with 30.7% cash to debt and 3.6x cushion ratio at Sept. 30, 2014,
both of which are below Fitch's medians of 55.7% and 5.3x,
respectively.  Days cash on hand (DCOH) of 79.9 at Sept. 30 was in
line with the median.

ELEVATED DEBT BURDEN: ORMC's debt burden remains high as evidenced
by maximum annual debt service (MADS) at 5.7% of revenues in the
interim period, comparing unfavorably to Fitch's 'BIG' median of
4%.  MADS coverage by EBITDA was 2.2x, slightly above Fitch's
median of 1.8x.

SIGNIFICANT CAPITAL PLANS: ORMC is expecting to file a Certificate
of Need (CON) application for the construction of a medical office
building (MOB) adjacent to the main hospital facility.  If
approved, the project would be funded in part by the issuance of
debt estimated in the range of $65 million-$70 million.  Fitch
will evaluate the full impact of the project at the time of the
debt issuance, which is expected no earlier than the second
quarter of 2015.

RATING SENSITIVITIES

MAINTENANCE OF CURRENT OPERATIONS: Fitch expects ORMC to meet
their fiscal 2014 operating budget and to continue producing solid
operating cash flow going forward.  However, ORMC has little room
for any profitability compression at the current rating level
given its weak liquidity and heavy debt burden.

ADDITIONAL DEBT: Given ORMC's current high leverage position and
weak liquidity metrics, issuance of additional debt may lead to
negative rating pressure as it would further stress ORMC's balance
sheet.

CREDIT PROFILE

ORMC operates a new 383 licensed bed facility, located in
Middletown, NY, approximately 65 miles northwest of New York City.
The new hospital replaced two previous facilities in Goshen and
Middletown, which have since been closed.  ORMC's parent is the
Greater Hudson Valley Health System (GHVHS), also the parent of
two-campus Catskill Regional Medical Center, which ORMC manages.
Total revenue in fiscal 2013 (Dec. 31 year end) was $354.2
million.  There is no audit of GHVHS and Fitch's analysis is based
solely on ORMC.

IMPROVING OPERATIONS

ORMC is beginning to realize efficiencies from the consolidation
of its two previous facilities into the new hospital campus, its
cost cutting and supply chain initiatives and the addition of new
specialty service lines to their continuum of care, as evidenced
by improved operations through the 2014 interim period.  ORMC's $1
million in income from operations through the interim period
equated to an 11.5% operating EBITDA margin, improved from fiscal
2013 year-end result, and above Fitch's 'BIG' median of 7.3%.
ORMC is budgeting to end fiscal 2014 with an 11.1% operating
EBITDA margin and to achieve an 11.4% operating EBITDA margin in
fiscal 2015, which Fitch thinks is achievable.

As part of its physician alignment strategy, ORMC has developed
strong relationships with the three major physician groups in its
service area and is expecting to increase its employed physician
network, currently consisting of 38 clinicians, by 60 physicians,
to a total of 98, over the next five years.  In addition, ORMC has
invested in a number of specialty service lines, including a hand
injury program, a pediatric emergency department and cardiac
catheterization services in an effort to stem outmigration.  Fitch
believes that ORMC physician alignment and growth strategies will
be accretive to the organization in the medium to long term.

WEAK LIQUIDITY

ORMC's $76.5 million in unrestricted cash and investments at
Sept. 30, 2014, coupled with an elevated debt position resulted in
a weak 30.7% cash to debt and 3.6x cushion ratio, both of which
were below Fitch's 'BIG' medians, but were slightly improved from
27.6% and 3.2x at fiscal 2013 year-end.  DCOH of 78.2 at Sept. 30,
2014 was slightly above Fitch's median of 74.8 days and 74.4 days
at 2013 year-end.  ORMC is still in the formal budgeting process
for fiscal 2015, however they have forecasted an improved 83.5
DCOH, 34.3% cash to debt and a 3.8x cushion ratio for the year.
Fitch notes that the forecast does not include any impact from the
proposed additional debt issuance.

ELEVATED DEBT BURDEN AND ADDITIONAL CAPITAL PLANS

ORMC's current MADS of $21.5 million equated to 6.1% of total
annualized revenues in fiscal 2013 and to 5.7% through the interim
period, both of which compared unfavorably to Fitch's median of
4%.  Stronger operating performance through the interim period
resulted in MADS coverage of 2.2x through the period, in line with
Fitch's median.  ORMC is budgeting to end fiscal 2014 with a 2.1x
MADS coverage.

ORMC currently leases an off-campus MOB space which houses its
outpatient services, physician practice and cancer center.  Lease
payments are expected to increase significantly after 2018, and
would result in an estimated $27 million MADS figure for ORMC by
2030.  In order to reduce its exposure to future operating lease
increases ORMC is expecting to file a CON application in October
2014 for the construction of an on-campus MOB.  The proposed
construction project will include a five-story MOB with four
operating rooms, three procedure rooms, three physician office
floors and outpatient facilities, as well as the renovation and
expansion of current hospital facilities to accommodate a cancer
center.  The majority of the funding for this project is
anticipated to come from the issuance of debt in the range of $65
million-$70 million with preliminary estimate of pro forma MADS at
approximately $25 million after 2018, resulting in cost savings
from the elimination of lease expense increases.  The new MOB
would allow for improved physician alignment efficiencies,
clinical integration and operational synergies.  Fitch notes that
while it views ORMC's physician alignment and overall outpatient
strategies positively, the proposed issuance would have a negative
impact on ORMC's already highly leveraged balance sheet.

DEBT PROFILE

All of ORMC's outstanding debt is fixed rate.


PANTECH CO: Asks for U.S. Recognition of Korean Bankruptcy
----------------------------------------------------------
Joonwoo Lee, the rehabilitation custodian for Pantech Co., is
asking the Bankruptcy Court in Atlanta, Georgia, to enter an order
recognizing as "foreign main proceeding" the bankruptcy
proceedings of the South Korean mobile-phone maker that's
currently pending in Korea.

According to Mr. Lee, Pantech's latest financial difficulty was
caused by a drop in sales due to intensifying competition among
mobile device manufacturers and market saturation in mobile device
sales since 2012.  In addition, Pantech experienced a dramatic
drop in domestic sales because the Korea Communications Commission
imposed a suspension on Pantech's customers, the mobile network
carriers, in March 2014.  The suspension adversely affected
Pantech and produced a significant strain on cash flow.  In the
middle of its March, 2014 workout, Pantech found it difficult to
repay liabilities to contractors in the repayment period.  This
setback led Pantech to seek judicially-supervised Rehabilitation.

On Aug. 12, 2014, Pantech filed an application for rehabilitation
procedures under Article 34 paragraph (1) of Debtor Rehabilitation
and Bankruptcy Act.  The Seoul Central District Court, Third
Bankruptcy Division, issued a decision sending Pantech into court
receivership, stating that it found no grounds for turning down
Pantech's application filed for commencing rehabilitation
procedures under Article 42 subparagraphs of the Rehabilitation
Act.

If the Korea Proceeding is recognized as a "foreign main
proceeding," Pantech will receive the benefits of U.S. bankruptcy
law, including the automatic stay that halts lawsuits in the U.S.
and prevents creditors from seizing assets.

Pending recognition by the U.S. judge, Pantech wants the U.S.
Court to enter a temporary restraining order and a preliminary
injunction to obtain an interim stay of pending actions against
the Company.

There are currently 15 actions pending against the Debtor in the
United States in which there are near-approaching court
appearances and deadlines. Pantech wants a stay of all legal
actions involving it or its assets including without limitation,
the assets of Pantech Wireless, Inc., a wholly-owned U.S.
subsidiary.

Attorney for the Custodian, Alan A. Wright, Esq., at H.C. Park &
Associates, PLC, explains that the Debtor's continued
participation in these lawsuits during the short time before the
Court rules on this Petition would divert resources away from the
administration of the Korea Proceeding.

                         About Pantech

Founded in 1991, Pantech Co. is a Korean manufacturer and seller
of mobile devices.  Major shareholders include Qualcomm (11.96%),
Korea Development Bank (11.81%), and Samsung Electronics Co., Ltd
(10.03%).

Pantech filed for court receivership in Seoul, Korea in August
2014 after its latest flagship smartphone failed to take off.  The
Seoul Court set Nov. 7, 2014 as the date of the first meeting of
persons concerned.

The company filed for Chapter 15 bankruptcy protection at the U.S.
Bankruptcy Court in Atlanta (Bankr. N.D. Ga. Case No.: 14-70482)
on Oct. 16, 2014.

Joonwoo Lee, the Seoul-court appointed custodian, serving as
foreign representative in the U.S. case, is represented by
attorneys at Jacobs Legal, LLC, and H.C. Park & Associates.

The Debtor is estimated to have assets and debt ranging from
$100 million to $500 million.


PETTERS COMPANY: Trustee Taps Kobre & Kim as Special Counsel
------------------------------------------------------------
Douglas A. Kelley, the chapter 11 trustee in the bankruptcy case
of Petters Company, Inc., et al., seeks to employ Kobre & Kim LLP
as his special counsel.

As special counsel, the firm is expected to advise the Chapter 11
trustee on the areas of potential claims against international
initial and subsequent transferees of avoidable transfers;
judgment enforcement and asset recovery under foreign law with
respect to international initial and subsequent transferees; and
international insolvency law.

The Firm's standard rates are:

     Professional                 Hourly Rates
     ------------                 ------------
     Attorneys                    $560 to $825
     Financial Analysts           $375
     Paralegals                   $185

Michael S. Kim, co-founder of the Firm, 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:

         KOBE & KIM LLP
         Michael S. Kim
         800 Third Avenue
         New York, New York 10022
         Tel: + 1 212 488 1201
         E-mail: Michael.kim@kobrekim,com

                About Petters Company, Inc.

Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products.  It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets.  Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory).  Founder and chairman Tom Petters formed the company
in 1988.

Petters Company, Inc., is the financing and capital-raising unit
of Petters Group Worldwide.

Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.

Petters Company, Petters Group Worldwide and eight other
affiliates filed separate petitions for Chapter 11 protection
(Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008.  In its
petition, Petters Company estimated its debts at $500 million and
$1 billion.  Parent Petters Group Worldwide estimated its debts at
not more than $50,000.

Fruth, Jamison & Elsass, PLLC, represents Douglas Kelley, the duly
appointed Chapter 11 Trustee of Petters Company, Inc., et al.  The
trustee tapped Haynes and Boone, LLP as special counsel, and
Martin J. McKinley as his financial advisor.

Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and
08-35198) on Oct. 6, 2008.  Petters Aviation is a wholly owned
unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun
Country's parent company.


PETTERS COMPANY: Trustee Taps Gaffney, Gallagher as Investigator
----------------------------------------------------------------
Douglas A. Kelley, as the chapter 11 trustee in the bankruptcy
case of Petters Company, Inc., et al., seeks to employ Gaffney,
Gallagher & Phillip as investigator to the Trustee in connection
with his efforts to collect on certain judgments he has obtained
and judgments he expects to obtain, as well as any other
investigatory, asset tracing and asset recovery needs he may have
in connection with these cases.

The Firm's standard rates are:

         Name                                  Hourly Rate
         ----                                  ------------
         Principals                                   $400
         Investigators for surveillance,
          investigation, interviews and
          report writing                      $200 to $350
         Analysts                                     $200

Ross Gaffney, owner of the Firm, assures the Court that his Firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

                About Petters Company, Inc.

Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products.  It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets.  Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory).  Founder and chairman Tom Petters formed the company
in 1988.

Petters Company, Inc., is the financing and capital-raising unit
of Petters Group Worldwide.

Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.

Petters Company, Petters Group Worldwide and eight other
affiliates filed separate petitions for Chapter 11 protection
(Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008.  In its
petition, Petters Company estimated its debts at $500 million and
$1 billion.  Parent Petters Group Worldwide estimated its debts at
not more than $50,000.

Fruth, Jamison & Elsass, PLLC, represents Douglas Kelley, the duly
appointed Chapter 11 Trustee of Petters Company, Inc., et al.  The
trustee tapped Haynes and Boone, LLP as special counsel, and
Martin J. McKinley as his financial advisor.

Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and
08-35198) on Oct. 6, 2008.  Petters Aviation is a wholly owned
unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun
Country's parent company.


PRIME TIME: To Sell Assets to Prime Time Acquisition for $8.15MM
----------------------------------------------------------------
Prime Time International Company asks the Bankruptcy Court for the
approval of the sale of all or substantially all of the assets to
Prime Time International Acquisition.

After the petition date, the Debtors engaged their professionals
to begin developing the framework of a plan of reorganization,
including a market exploration process which will serve as a
foundation for the Debtors' exit plan.

The Debtors have long terms loans with Chase in the original
principal amount of $3,500,000.  As of the petition date, the
principal obligation is peg at not less than $3,492,479.94 and as
of September 30, 2014, the outstanding loan is $3,291,115.28.

Beginning in March, 2014, the Debtors embarked on a comprehensive
restructuring effort, including exploring various strategic
alternatives, such as a transaction involving a sale of all of the
Debtors' assets or equity. Beginning in June 2014, the Debtors
contacted teasers, made confidentiality agreement with several
parties but there were only seven that submitted their letter of
intent.

The Debtors and Prime Time International Acquisition engaged in an
extensive negotiation for the acquisition of the assets and,
thereafter, both parties are able and willing to pursue the sale
of assets.  The purchase price shall not exceed $8,150,000.

The Debtors believe that the Sale will provide the best means to
maximize value for all of their constituents.

Prime Time International Company is represented by:

     David D. Cleary, Esq.
     GREENBERG TRAURIG, LLP
     2375 East Camelback Road, Suite 700
     Phoenix, AZ 85016
     Telephone:  602-445-8000
     Facsimile:  602-445-8100
     E-mail: clearyd@gtlaw.com

                  About Prime Time International

Prime Time International Company, formerly known as Single Stick
Inc., manufactures and distributes cigarettes and little cigars.
PTIC has two wholly-owned subsidiaries: USA Tobacco Distributing,
Inc., which distributes PTIC's products, and 21st Century Brands,
LLC, which distributes non-tobacco consumer products.

The Company was incorporated in 1993 under the laws of the State
of Arizona for the purpose of manufacturing and distributing a
wide variety of cigarettes and little cigars.

Annual sales are $40 million and the company's products are in
100,000 convenience stores in North America.  The company has
direct accounts with each of the top 25 largest convenience store
distributors in the United States.

Prime Time and its two subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Lead Case No. 14-03518) in Phoenix on
March 15, 2014.

The Debtors have tapped Greenberg Traurig as attorneys, Odyssey
Capital Group, LLC, as financial advisors, and Schian Walker,
P.L.C., as conflicts counsel.

The Debtors disclosed $26.78 million in total assets and
$23.37 million in total liabilities as of Jan. 31, 2014.


PROSPECT SQUARE 07: Seeks Approval of Settlement With MSCI
----------------------------------------------------------
Prospect Square 07 and its affiliated debtors seek approval of a
settlement agreement concluded between them and MSCI 2007-IQ16
Retail 9654.

On October 10, 2007, the Debtors entered into a lending agreement
with RBC for the amount of $12,900,000. In late 2007, the note was
assigned to LaSalle Bank and on October 24, 2011, Bank of America,
as successor of LaSalle Bank, assigned the note to U.S. Bank.

On February 20, 2013, US Bank assigned the note to MSCI and on
March 12, 2014, MSCI filed proof of claim asserting a secured
claim in the amount of $18,768,462.69.

In order to resolve contending matters between MSCI and the
Debtors, the parties entered into a settlement agreement on
September 30, 2014. The parties, likewise, entered into an
agreement of purchase and sale of real property on the same date.

In the settlement agreement, MSCI agreed to a discounted payoff
which, among others, includes all unpaid principal in the amount
of $12,418,135.53.  It also includes several forbearance
provisions and the Debtors shall pay to MSCI $29,002 on account of
accruing real estate taxes and $1,426 on account of insurance
premiums as adequate protection payments in the bankruptcy case.

The parties believe that settlement agreement represents a global
and reasonable resolution of the issues that are involved in both
the adversary and contested matters.

Prospect Square 7 is represented by:

     Lee M. Kuther, Esq.
     Leigh A. Flanagan, Esq.
     KUTNER BRINEN GARBER, P.C.
     1660 Lincoln Street, Suite 1850
     Denver, CO 80264
     Telephone: (303) 832-2400
     Telecopy: (303) 832-1510
     E-mail: lnk@kutnerlaw.com
             laf@kutnerlaw.com

                       About Prospect Square

Prospect Square 07 A, LLC, and related entities sought Chapter 11
bankruptcy protection from creditors (Bankr. D. Colo. Lead Case
No. 14-10896) in Denver on Jan. 29, 2014.

Prospect Square 07 A is a Single Asset Real Estate as defined in
11 U.S.C. Sec. 101(51B) with principal assets located at 9690
Colerain Avenue, Cincinnati, Ohio.  The Debtor listed $16 million
in assets and more than $12 million in liabilities.  Lee M.
Kutner, Esq., at Kutner Brinen Garber, P.C., in Denver, serves as
the Debtors' counsel.

Lender MSCI 2007-IQ16 Retail 9654, LLC, is represented by James T.
Markus, Esq., and Jeffery O. McAnallen, Esq., at Markus Williams
Young & Zimmermann LLC.

The U.S. Trustee for Region 19 said that no committee of unsecured
creditors for the case was formed since there were too few
creditors who are willing to serve on the committee.


PVA APARTMENTS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: PVA Apartments, LLC
        343 Ridge Avenue
        Oakland, CA 94591

Case No.: 14-44224

Chapter 11 Petition Date: October 18, 2014

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Hon. Roger L. Efremsky

Debtor's Counsel: Sydney Jay Hall, Esq.
                  LAW OFFICES OF SYDNEY JAY HALL
                  1308 Bayshore Hwy. #220
                  Burlingame, CA 94010
                  Tel: (650) 342-1830
                  Email: sydneyhalllawoffice@yahoo.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Eric Terrell, shareholder.

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


SAINT FRANCIS' HOSPITAL: To Remain Open, Financial Advisor Says
---------------------------------------------------------------
Saint Francis' Hospital Poughkeepsie will remain open, ABL Advisor
reports, citing Deloitte Corporate Finance LLC managing director
Simon Gisby.

"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," Mr. Gisby said.

DCF acted as exclusive financial advisor to the Debtor in its
Section 363 sale to Westchester Medical Center, an advanced
medical care and referral hospital located in Valhalla.  The sale
to Westchester Medical Center was approved by the U.S. Bankruptcy
Court for the Southern District of New York in February 2014.  The
acquisition closed in May 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, the Debtor's CEO.

                   About St. Francis' Hospital

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.


ROSETTA GENOMICS: Three More Items Added on Meeting Agenda
----------------------------------------------------------
Rosetta Genomics previously announced that an annual general
meeting of the Company's shareholders will be held at the offices
of the Company at 10 Plaut St., Rehovot, Israel on Nov. 5, 2014,
at 10:00 am (ET).  In the original Notice, the Company listed
eight items on the agenda.

According to the Companies Law, one or more shareholders who hold
at least 1% of the voting rights in the General Meeting may
request that the Board of Directors include a subject matter on
the agenda of a General Meeting.  Pursuant to such a request made
by Messrs. Israel Makov, who allegedly owns 1.69 % and Nachum
(Homi) Shamir, who allegedly owns 1.67% of the Company's
outstanding share capital, the following items have been added to
the agenda:

    9. Providing there are available vacancies on the Company's
       Board of Directors, according to Article 38 of the
       Company's Articles of Association, election of Mr. Nachum
      (Homi) Shamir to serve as a Class II director of the Company
       for a 1 year term commencing on the date of his election at
       the Annual Meeting and until the Annual General Meeting of
       the Company's shareholders to be held in 2015 in accordance
       with the Company's Articles of Association; and

   10. Providing there are available vacancies on the Company's
       Board of Directors, according to Article 38 of the
       Company's Articles of Association, election of Mr. Doron
       Birger to serve as a Class I director of the Company for a
       3 year term commencing on the date of his election at the
       Annual Meeting and until the Annual General Meeting of the
       Company's shareholders to be held in 2017 in accordance
       with the Company's Articles of Association; and

   11. Providing there are available vacancies on the Company's
       Board of Directors, according to Article 38 of the
       Company's Articles of Association, election of Mr. Ori
       Hershkovitz to serve as a Class III director of the Company
       for a 2 year term commencing on the date of his election at
       the Annual Meeting and until the Annual General Meeting of
       the Company's shareholders to be held in 2016 in accordance
       with the Company's Articles of Association.

A copy of the Supplement Proxy Statement is available at:

                        http://is.gd/XP0YPK

                           About Rosetta

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics incurred a net comprehensive loss after
discontinued operations of $12.89 million on $405,000 of revenues
for the year ended Dec. 31, 2013, as compared with a net
comprehensive loss after discontinued operations of $10.45 million
on $201,000 of revenues in 2012.

Rosetta Genomics Ltd. reported a net loss after discontinued
operations of $7.18 million on $554,000 of revenues for the six
months ended June 30, 2014, compared to a net loss after
discontinued operations of $6.29 million on $193,000 of revenues
for the same period a year ago.

The Company's balance sheet at June 30, 2014, showed $21.67
million in total assets, $1.79 million in total liabilities and
$19.87 million in total shareholders' equity.

                         Bankruptcy Warning

"We will require substantial additional funding and expect to
augment our cash balance through financing transactions, including
the issuance of debt or equity securities and further strategic
collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance
of ordinary shares, various series of debt securities and/or
warrants to purchase any of such securities, either individually
or in units, with a total value of up to $75 million, from time to
time at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19,
2012.  As of the time of the filing of this Annual Report on Form
20-F, we had sold through the Cantor Sales Agreement an aggregate
of 1,559,537 of our ordinary shares for gross proceeds of $5.9
million under this shelf registration statement, leaving an
aggregate of approximately $69.1 million of securities available
for sale.  If we need additional funding, there can be no
assurance that we will be able to obtain adequate levels of
additional funding on favorable terms, if at all.  If adequate
funds are needed and not available, we may be required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we
     might otherwise seek to develop or commercialize
     independently;

   * monetize certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States," the Company stated in the 2013 Annual Report.


XZERES CORP: Incurs $3 Million Net Loss in Second Quarter
---------------------------------------------------------
Xzeres Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.04 million on $654,786 of gross revenues for the three
months ended Aug. 31, 2014, compared to a net loss of $1.94
million on $1.01 million of gross revenues for the three months
ended Aug. 31, 2013.

For the six months ended Aug. 31, 2014, the Company reported a net
loss of $6.09 million on $1.15 million of gross revenues compared
to a net loss of $3.56 million on $1.14 million of gross revenues
for the same period a year ago.

The Company's balance sheet at Aug. 31, 2014, showed $11.50
million in total assets, $18.37 million in total liabilities and a
$6.86 million total stockholders' deficit.

"We have incurred losses since inception, and have not yet
received sufficient revenues from sales of products or services to
reach profitability.  These factors create substantial doubt about
our ability to continue as a going concern," the Company stated in
the Report.

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

                        http://is.gd/eaoNFf

                         About XZERES Corp.

Headquartered in Wilsonville, Oregon, XZERES Corp. designs,
develops, and markets distributed generation, wind power systems
for the small wind (2.5kW-100kW) market as well as power
management solutions.

XZERES reported a net loss of $9.49 million for the year ended
Feb. 28, 2014, as compared with a net loss of $7.59 million for
the year ended Feb. 28, 2013.

Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Feb. 28, 2014.  The independent
auditors noted that the Company has incurred losses from
operations, has negative working capital, and is in need of
additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


SANDORD AND SON: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Sandord and Son
        3900 Ford Road, Unit 4A
        Philadelphia, PA 19131

Case No.: 14-18330

Chapter 11 Petition Date: October 17, 2014

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Hon. Jean K. FitzSimon

Debtor's Counsel: John M. Keating, Esq.
                  LAW OFFICE OF JOHN M. KEATING
                  9 Dogwood Ave.
                  Glassboro, NJ 08028
                  Tel: 267 702 5428
                  Email: john@jkeatinglaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

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


SEARS HOLDINGS: Sears Canada Files Form F-10 Prospectus
-------------------------------------------------------
Sears Holdings Corporation announced that Sears Canada Inc. has
filed a Registration Statement on Form F-10 with the U.S.
Securities and Exchange Commission in connection with Sears
Holdings' previously announced rights offering of up to 40,000,000
common shares of Sears Canada.  The Registration Statement is
automatically effective as of Oct. 15, 2014.

Under the terms of the rights offering, Sears Holdings is
distributing to its stockholders, at no charge, one transferable
subscription right for every share of Sears Holdings common stock
held of record as of 5:00 p.m., New York City time, on Oct. 16,
2014, the previously announced record date.  Each subscription
right entitles the holder thereof to purchase 0.375643 of a common
share of Sears Canada for each share of Sears Holdings common
stock owned as of the record date at a purchase price of U.S.$9.50
per share.  In addition to being able to purchase their pro rata
portion of the shares offered based on their ownership as of the
record date for the rights offering, stockholders may
oversubscribe for additional Sears Canada common shares as
described in the Registration Statement.

The subscription rights are listed on the NASDAQ Global Select
Market under the symbol "SHLDR."  Unless the rights offering is
extended, trading of the subscription rights on the NASDAQ Global
Select Market will stop at the close of business on Nov. 4, 2014.

As soon as practicable after Oct. 16, 2014, the record date for
the rights offering, Sears Holdings will distribute subscription
rights certificates to individuals who owned Sears Holdings common
stock at 5:00 p.m., New York City time, on Oct. 16, 2014.  The
rights offering will expire at 5:00 p.m., New York City time, on
Nov. 7, 2014, unless extended.

The rights offering will be made only by means of a prospectus
filed with the OSC and the SEC.  The prospectus, including any
supplements or amendments thereto, contains important information
about the rights offering and Sears Canada, and holders of
subscription rights are urged to read the prospectus carefully.
Questions about the rights offering or requests for additional
copies of the rights offering documents may be directed to
Georgeson Inc., Sears Holdings' information agent for the rights
offering, by calling (866) 741-9588 (toll-free) or emailing
SearsCanadaOffer@georgeson.com.

                             About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused
on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $1.36 billion in 2013, a net
loss of $930 million in 2012 and a net loss of $3.14 billion in
2011.  As of Aug. 2, 2014, Sears Holdings had $16.43 billion in
total assets, $15.51 billion in total liabilities and $919 million
in total equity.

                            *     *     *

Moody's Investors Service in January 2014 downgraded Sears
Holdings Corporate Family Rating to Caa1 from B3.  The rating
outlook is stable.

The downgrade reflects the accelerating negative performance of
Sears' domestic business with comparable sales falling 7.4% for
the quarter to date ending January 6th, 2014 compared to the prior
year.  The company now expects domestic Adjusted EBITDA to decline
to a range of ($80 million) to $20 million for the fourth fiscal
quarter, compared with $365 million in the year prior period. For
the full year, Sears expects domestic Adjusted EBITDA loss between
$(308) million and $(408) million, as compared to $557 million
last year. Moody's expects full year cash burn (after capital
spending, interest and pension funding) to be around $1.2 billion
in 2013 and we expect Sears' cash burn to remain well above $1
billion in 2014. "Operating performance for fiscal 2013 is
meaningfully weaker than our previous expectations, and we expect
negative trends in performance to persist into 2014" said Moody's
Vice President Scott Tuhy.  He added "While Sears noted improved
engagement metrics for its "Shop Your Way" Rewards program,
Moody's remains uncertain when these improved engagement metrics
will lead to stabilization of operating performance."

As reported by the TCR on March 26, 2014, Standard & Poor's
Ratings Services affirmed its ratings on the Hoffman Estate, Ill.-
based Sears Holdings Corp., including the 'CCC+' corporate credit
rating.

Fitch Ratings had downgraded its long-term Issuer Default Ratings
(IDR) on Sears Holdings Corporation (Holdings) and its various
subsidiary entities (collectively, Sears) to 'CC' from 'CCC',
according to a TCR report dated Sept. 12, 2014.


SEARS METHODIST: Texas Tech Objects to Asset Sale
-------------------------------------------------
Texas Tech objected to the motion of Sears Methodist Retirement
System Inc. for orders, which among others, seek approval of the
sale of all or substantially all of the Debtor's properties.

On August 1, 1999, the Debtor entered into a lease between Texas
Tech for the real property on which the Garrison facility is
located. The lease agreement includes the right of first refusal
in favor of Texas Tech.

On September 18, 2014, the Debtor filed the sale motion, which was
heard on October 3, 2014. The Sale motion identifies Knight Health
Holdings as the stalking horse bidder and the proposed sale will
have a purchase price of $6,240,000.

Texas Tech does not, however, object to the motion but it only
wishes to assert its right of first refusal as stipulated under
the lease agreement.

Texas Tech University is represented by:

     GREG ABBOTT
     Attorney General of Texas

     DANIEL T. HODGE
     First Assistant Attorney General

     JOHN B. SCOTT
     Deputy Attorney General for Civil
     Litigation

     RONALD R. DEL VENTO
     Assistant Attorney General
     Chief, Bankruptcy & Collections, Division

     J. CASEY ROY
     Texas State Bar No. 00791578
     Assistant Attorney General
     Bankruptcy & Collections Division
     P. O. Box 12548
     Austin, TX 78711-2548
     Tel: (512) 463-2173
     Fax: (512) 936-1409
     E-mail: casey.roy@texasattorneygeneral.gov

Sears Methodist Retirement is represented by:

     Vincent P. Slusher, Esq.
     Andrew Zollinger, Esq.
     DLA PIPER LLP (US)
     1717 Main Street, Suite 4600
     Dallas, TX 75201-4629
     Telephone: (214) 743-4500
     Facsimile: (214) 743-4545
     E-mail: vincent.slusher@dlapiper.com
             andrew.zollinger@dlapiper.com

          - and -

     Thomas R. Califano, Esq.
     DLA Piper LLP (US)
     1251 Avenue of the Americas
     New York, NY 10020-1104
     Telephone: (212) 335-4500
     Facsimile: (212) 335-4501
     E-mail: thomas.califano@dlapiper.com

                       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.


SHOTWELL LANDFILL: LSCG Fund Files 3rd Amended Liquidation Plan
---------------------------------------------------------------
LSCG Fund 18, LLC, a secured creditor and party-in-interest, filed
its Third Amended Consolidated Chapter 11 Plan of Liquidation for
Debtors Shotwell Landfill, Inc., and the affiliated debtors.

LSCG Fund submits that the Debtors' creditors, including LSCG
Fund, are best served if Shotwell's landfill located in Wendell,
North Carolina, and all of the Affiliated Debtors' property other
than the collateral of Ford Motor Credit Company, LLC are managed,
marketed, and liquidated.

The Plan classifies these Claims and Interests against the
Debtors:

   * Class I - Administrative Expense Claims;

   * Class II - Tax Claims;

   * Class III - Secured Claim of LSCG;

   * Class IV - Caterpillar Financial Services Corporation
     Secured Claim;

   * Class V - Ford Motor Credit Company LLC Secured Claim;

   * Class VI - Caterpillar Financial Commercial Account
     Corporation Secured Claim;

   * Class VII - TT&E Iron & Metal, Inc. Secured Claim;

   * Class VIII - North State Bank Secured Claim;

   * Class IX - Small Unsecured Claims;

   * Class X - General Unsecured Claims; and

   * Class XI - Equity Holders.

According to the Third Amended Plan, filed on October 7, 2014, on
the Confirmation Date, the principals of the Affiliated Debtors
(including, but not necessarily limited to, David W. King, Jr.)
will be removed as officers and principals of the Affiliated
Debtors as well as from the conduct of the day-to-day operation of
the Landfill, except that the appointed Corporate Restructuring
Officer Doug Gurkins or any successor will continue to manage the
Property and operate the Landfill pending its liquidation.  A
Liquidation Trustee will be immediately appointed to market and
liquidate the Property.

After the Confirmation Date, the CRO will have complete control
over the debtor-in-possession bank accounts, and the principals of
the Affiliated Debtors will have no access to those bank accounts.
The Liquidation Trustee will be John A. Northen.  Subject to
approval by the Bankruptcy Administrator and LSCG after
consultation with the CRO, the Liquidation Trustee will employ
additional appropriate professional or professionals to operate
the Landfill pending its liquidation.

Within six months of the Confirmation Date, the Liquidation
Trustee will conduct an auction of the Property, including the
Landfill.  The Plan will not prejudice any party with regard to
any issue involving the sale of the Debtors' Property, including
the allocation of the proposed purchase price among the Property
being purchased.  Transfer of the Property pursuant to the Plan to
a third-party purchaser will be exempt from stamp or transfer tax
pursuant to Section 1146 of the Bankruptcy Code.

As of the Confirmation Date, all causes of action that are
property of the Debtors' estates, if any, will be vested in LSCG,
and decisions concerning whether to prosecute such causes of
action shall be determined by LSCG.  As of the Confirmation Date,
the Property vests in the Liquidation Trustee until sold pursuant
to the Plan.

Should the Court confirm the Plan, LSCG will place $2.7 million in
an escrow account approved by the Committee and Bankruptcy
Administrator.  The $2.7 million will be escrowed in the Escrow
Account within three business days after the Confirmation Date.
Assuming that the Claim of Waste Industries is allowed in full and
the Claim of James M. Barnes is allowed in the amount at which it
has been estimated by the Court ($350,000), the $2.7 million is
sufficient to purchase (I) all Allowed Unsecured Claims, (II) all
Allowed Secured Claims, and (III) all Allowed Tax Claims.

Using funds in the Escrow Account, LSCG will purchase all Allowed
Unsecured Claims, all Allowed Secured Claims other than that of
Ford Motor Credit Company, LLC, and all Allowed Tax Claims within
30 days of the Confirmation Date by paying all the Allowed Claims
in full.  If a Claim is not an Allowed Claim on the date on which
LSCG purchases Allowed Claims, then LSCG will purchase the Claim
within 15 days of the date on which the Claim becomes an Allowed
Claim.  The Allowed Claims purchased by LSCG will then be paid
from the proceeds of the sale of the Debtors' Property on the
Effective Date.

The Plan further provides that the owners of the Debtors are David
A. Cook and David W. King, Jr. (the "Equity Security Holders").
The Equity Security Holders will receive a distribution only after
all other costs of administration and all Allowed Secured Claims,
Allowed Administrative Expense and Tax Claims, and Allowed General
Unsecured Claims are paid in full.

A Status Conference relating to the Plan was held October 16,
2014.

A copy of the Third Amended Plan is available for free at:

  http://bankrupt.com/misc/SHOTWELLLANDFILL_3rdAmendedPlan.pdf

             LSCG Fund Files Plan Supplement

LSCG Fund also filed with the Court its brief and memorandum of
law in support of confirmation of its own Plan against
confirmation of the Chapter 11 Plan of the Debtors.

The Debtors' Consolidated Plan cannot be confirmed because it
fails to meet the requirements of Section 1129(a) of the
Bankruptcy Code, LSCG Fund tells the Court.  LSCG Fund explains
that the Consolidated Plan improperly classifies LSCG's potential
unsecured claim in Class 9, separate from Class 11, which includes
general unsecured claims.

"The Debtors do not provide any legitimate basis for
differentiating LSCG's potential unsecured claim from other
allowed general unsecured claims," Thomas W. Waldrep, Jr., Esq.,
at Womble Carlyle Sandridge & Rice, LLP, in Winston-Salem, North
Carolina -- TWaldrep@wcsr.com -- contends.  "The only logical
reason is gerrymandering, which is impermissible," he adds.

Mr. Waldrep also argues, among other things, that although the
LSCG Joint Plan is a liquidation plan, it is swift and feasible
and preferable to the Consolidated Plan.  He explains that within
30 days of confirmation, LSCG Fund will purchase secured claims
and pay them in full (except Ford, which wants to be paid over
time), and LSCG will pay all unsecured claims and tax claims in
full.  He adds that the LSCG Joint Plan guarantees 100% payment to
all other creditors, taking the full risk of the auction on
itself.

A copy of LSCG Fund's supplement is available for free at:

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

                  About Shotwell Landfill, Inc.

Raleigh, North Carolina-based Shotwell Landfill, Inc., filed a
Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-02590) in Wilson
on April 19, 2013.  Blake P. Barnard, Esq., William P. Janvier,
Esq., and Samantha Y. Moore, Esq., at the Janvier Law Firm, PLLC,
in Raleigh, N.C., represent the Debtor as counsel.  William W.
Pollock, Esq., at Ragsdale Liggett PLLC, in Raleigh, N.C.,
represents the Debtor as special counsel.

The Debtor, in its amended schedules, disclosed $23,235,236 in
assets and $10,049,020 in liabilities.

Shotwell Landfill appointed Doug Gurkins as restructuring officer.

                          *     *     *

Judge Stephani W. Humrickhouse has terminated the exclusivity
period within which the affiliate debtors of Shotwell Landfill
Inc., may file a chapter 11 plan and disclosure statement.  On
August 25, 2014, secured creditor LSCG Fund 18, LLC, filed with
the Bankruptcy Court a Second Amended Consolidated Chapter 11 Plan
of Liquidation for Shotwell Landfill et al.  The Plan states that
the Debtors' creditors are best served if the landfill located at
4724 Smithfield Road, Wendell, North Carolina 27591, and all of
the Debtors' property are managed, marketed, and liquidated.
Within six months of the confirmation date (or at a later time as
a liquidation trustee will determine only after consultation and
approval by LSCG and the Unsecured Creditors' Committee), the
Liquidation Trustee will conduct an auction of the property,
including the Landfill.


SHOTWELL LANDFILL: Files Supplement to Reorganization Plan
----------------------------------------------------------
Shotwell Landfill, Inc., and the Affiliated Debtors filed with the
United States Bankruptcy Court for the Eastern District of North
Carolina their initial brief in support of confirmation of the
Debtors' Plan, filed February 3, 2014.

The Debtors argue that their Plan is feasible.  The Debtors note
that their Plan proposes to pay all creditors in full, with
interest, over time, through continued operations.  They add that
their Plan also proposes that existing equity interests will
remain in place, and keeps Doug Gurkins, the Court Restructuring
Officer, in control of the Debtors' finances.

In short, the Debtors point out, their Plan is safe, it is fair,
and it either pays everyone in full or leaves their rights
unaltered.  "Stated another way: it does exactly what Chapter 11
is meant to do," William P. Janvier, Esq., at Janvier Law Firm,
PLLC, in Raleigh, North Carolina, tells the Court.

Mr. Janvier relates that to date, LSCG Fund 18, LLC has filed
seven plans and seven disclosure statements, the most recent of
which was filed on October 7, 2014.  He contends that no
disclosure statement accompanied the LSCG Plan, no witnesses were
asked about the LSCG Plan, no evidence has been presented as to
the LSCG Plan, and the Debtors have not been given an opportunity
to call or question any witnesses about the LSCG Plan.

To the extent LSCG intends to argue that the Disclosure Statement
filed July 18, 2014, relates to their most recent Plan, that
Disclosure Statement is inadequate, Mr. Janvier contends.  He
asserts that the most significant inadequacies are:

   (1) The Disclosure Statement fails to describe the LSCG Plan.
       The LSCG Plan describes a completely different plan, which
       has since been amended twice.  While it still calls for
       liquidation, the current LSCG Plan is very different than
       the plan presented in the Disclosure Statement.  Among
       other things:

       * the new plan calls for the deposit of $2.7 Million on
         confirmation into an escrow account;

       * the new plan calls for the purchase by LSCG of nearly
         all claims; and

       * the new plan proposes to keep the CRO in place; and

   (2) The Disclosure Statement fails to show whether the $2.7
       Million is available for deposit (or whether LSCG will
       need to borrow the funds), fails to disclose whether the
       various creditors have agreed to have their debt purchased
       as required by the LSCG Plan, and fails to disclose
       whether or not the CRO has agreed to remain in place under
       the LSCG Plan.

A copy of the Debtors' plan supplement is available for free at:

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

                  About Shotwell Landfill, Inc.

Raleigh, North Carolina-based Shotwell Landfill, Inc., filed a
Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-02590) in Wilson
on April 19, 2013.  Blake P. Barnard, Esq., William P. Janvier,
Esq., and Samantha Y. Moore, Esq., at the Janvier Law Firm, PLLC,
in Raleigh, N.C., represent the Debtor as counsel.  William W.
Pollock, Esq., at Ragsdale Liggett PLLC, in Raleigh, N.C.,
represents the Debtor as special counsel.

The Debtor, in its amended schedules, disclosed $23,235,236 in
assets and $10,049,020 in liabilities.

Shotwell Landfill appointed Doug Gurkins as restructuring officer.

                          *     *     *

Judge Stephani W. Humrickhouse has terminated the exclusivity
period within which the affiliate debtors of Shotwell Landfill
Inc., may file a chapter 11 plan and disclosure statement.  On
August 25, 2014, secured creditor LSCG Fund 18, LLC, filed with
the Bankruptcy Court a Second Amended Consolidated Chapter 11 Plan
of Liquidation for Shotwell Landfill et al.  The Plan states that
the Debtors' creditors are best served if the landfill located at
4724 Smithfield Road, Wendell, North Carolina 27591, and all of
the Debtors' property are managed, marketed, and liquidated.
Within six months of the confirmation date (or at a later time as
a liquidation trustee will determine only after consultation and
approval by LSCG and the Unsecured Creditors' Committee), the
Liquidation Trustee will conduct an auction of the property,
including the Landfill.


SHREE ARIHANT: Economy Inn Sold for $1.29MM at Foreclosure Auction
------------------------------------------------------------------
Michael Thompson at Richmond BizSense reports that Shree Arihant
of Richmond, Inc.'s Economy Inn at 1600 Robin Hood Road was sold
to an unidentified buyer at a foreclosure auction for $1.29
million -- a price that includes a 10% premium for the Motleys
Asset Disposition Group that conducted the auction.

According to the BizSense, the buyer said he was with Habit LLC
and that he will renovate the motel and continue operating it.
The report says that the incorporation of the LLC and the sale are
still being finalized.

                       About Shree Arihant

Richmond, Virginia-based Shree Arihant of Richmond, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Va. Case No. 13-
36917) on Dec. 27, 2013, disclosing estimated assets and debts at
$1 million to $10 million each, to block foreclosure, but the
Bankruptcy Court allowed lender Bank of Hampton Roads to move
forward with the auction.  The Debtor defaulted on two loans,
owing the Lender more than $1.6 million.

The Hon. Keith L. Phillips presides over the case.  Graham
Thornton Jennings, Jr., Esq., at Graham T. Jennings, Jr., P.C.,
serve as the Debtor's bankruptcy counsel.


SRKO FAMILY: Hearing to Consider Plan Approval Is on Oct. 24
------------------------------------------------------------
Wayne Heilman, Business Reporter at Gazette.com, reports that the
Hon. Sidney Brooks of the U.S. Bankruptcy Court for the District
of Colorado said that on Oct. 24, 2014, he will decide whether to
approve a plan to transfer ownership of SRKO Family Limited
Partnership's complex to contractors and other creditors who would
complete construction and eventually sell or lease it.

As reported by the Troubled Company Reporter on Sept. 9, 2014, the
Informal Mechanics Lienholder Committee filed on Aug. 28, 2014, a
proposed Second Amended Plan, which calls for the vesting of the
Colorado Crossing project (or the unsold portions of Colorado
Crossing).  The existing limited and general partnership interests
in SRKO will be canceled; and reorganized SRKO will be owned by
certain classes of creditors of SRKO and the Jannie Richardson
bankruptcy estate.

                   About The SRKO Family LP

The SRKO Family Limited Partnership, dba Colorado Crossing, is
based in Colorado Springs, Colorado.  SRKO Family is the owner of
the financially troubled Colorado Crossing project.  The Company
was run by Colorado Springs developer Jannie Richardson.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Colo. Case No. 10-13186) on Feb. 19, 2010.  The Debtor disclosed
$34,421,448 in assets and $80,619,854 in liabilities as of the
Petition Date.  Lee M. Kutner at Kutner Miller Brinen, P.C.
represents the Debtor.

On March 25, 2010, Jannie Richardson filed a Chapter 11 petition
in the Court commencing the Richardson bankruptcy case.  C. Randel
Lewis was appointed as the Chapter 11 trustee in the Richardson
case on Jan. 28, 2011.

On March 11, 2011, the Bankruptcy Court entered an order approving
a stipulation pursuant to which the Chapter 11 trustee in the
affiliated Richardson Chapter 11 case was named as the manager of
the Debtor's general partner.  Craig A. Christensen, Esq., at
Lindquist & Vennum LLP, represents C. Randel Lewis, the Chapter 11
trustee of the Jannie Richardson bankruptcy estate.


STANLEY THAW: Non-Bankrupt Spouse's Homestead Can Be Sold
---------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Court of Appeals in New Orleans ruled
in an Oct. 9 opinion that the sale of a non-bankrupt spouse's
interest in a homestead is no violation of the Fifth Amendment's
Takings Clause, if the home was bought after 2005 amendments to
the Bankruptcy Code.  According to the report, writing for the
three-judge panel, U.S. Circuit Judge Stephen A. Higginson said
there was no constitutional violation because the couple bought
the home after the 2005 amendments added subsections (o) and (p)
to Section 522, capping and in some instances eliminating the
exemption.

The case is Thaw v. Moser (In re Thaw), 14-40108, U.S. Court of
Appeals Fifth Circuit (New Orleans).  A full-text copy of the
Decision is available at http://is.gd/CuXCBGfrom Leagle.com.


STARR PASS: Wants Plan Filing Deadline Moved to December 9
----------------------------------------------------------
Starr Pass Residential LLC asks the Bankruptcy Court to extend its
exclusive periods to file a Chapter 11 plan of reorganization and
to solicit acceptances of that plan through December 9, 2014 and
February 7, 2015, respectively.  The Debtor cites the number of
outstanding administrative issues that remain unresolved, such as
the pending motion to dismiss and motion to remand filed by the
U.S. Bank and, also, due to the 30-day extension given by the
Debtor to both the Lender and Receiver Douglas Wilson to file
their respective proofs of claim.

On August 25, 2014, the Court entered an order establishing a
claims bar date of October 9, 2014 but on September 254, 2014, the
Debtor entered into a stipulation with the Lender to extend the
claims bar date an additional 30 days to allow the Lender to file
its proof of claim by November 7, 2014.  Moreover, the Debtor
stipulated on October 6, 2014, with the Receiver to extend the
claims bar date and to allow the Receiver to file its proof of
claim by November 7, 2014.

Starr Pass Residential is represented by:

     Jody A. Corrales, Esq.
     GUST ROSENFELD P.L.C.
     One South Church Ave., Suite 1900
     Tucson, AZ 85701-1627
     Telephone: (520) 628-7070
     Facsimile: (520) 624-3849
     E-mail: jcorrales@gustlaw.com

                 About Starr Pass Residential LLC

Starr Pass Residential LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Ariz. Case No. 14-09117) on June 12, 2014.  Christopher
Ansley signed the petition as authorized officer.  Gust Rosenfeld,
P.L.C., serves as the Debtor's counsel.  The Debtor disclosed
total assets of $7.40 million and total liabilities of
$145.86 million.

The bankruptcy case was reassigned to Judge Eileen W. Hollowell
because Judge Brenda Moody Whinery recused herself from hearing
any matter on the Chapter 11 proceeding.

                             *   *   *

The U.S. Trustee for Region 14 informed the U.S. Bankruptcy Court
for the District of Arizona that it was unable to appoint
creditors form the Official Committee of Unsecured Creditors for
the Chapter 11 case of Starr Pass Residential LLC because an
insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.


SUNGARD DATA: Moody's Rasies Unsecured Notes Rating to B3
---------------------------------------------------------
Moody's Investors Service raised SunGard Data Systems Inc.'s
unsecured notes rating to B3 from Caa1 and affirmed all other debt
ratings, including the B2 corporate family rating (CFR), Ba3
secured debt, and Caa1 subordinated notes ratings. The rating
outlook remains stable.

Ratings Rationale

The revision of the unsecured notes rating reflects SunGard's spin
off of Sungard Availability Services Capital, Inc. (AS) and
Moody's expectation of debt balances over the next year and a
half. With the repayment of over $1 billion of secured debt, the
unsecured notes benefit from lower expected losses with less
senior secured debt ranking ahead of it.

The B2 CFR considers that total adjusted debt to EBITDA will be
high at over 6.5 times (pro forma for the AS spin off). However,
Moody's believes that SunGard will be committed to steadily
reducing debt over time using its sizable free cash flows (FCF),
which Moody's estimates will be over $250 million annually.

The prospects for a continuing steady amount of FCF comes from
SunGard's solid market position as a leading provider of financial
institution processing services and its strong business profile,
as represented by low customer concentration, diverse offerings,
and broad geographic reach. The expectation of steady FCF is
enhanced with the spin-off of the more capital intensive and
declining AS business.

Without the capital expenditures needs of the AS business, SunGard
could be modestly acquisitive and seek growth opportunities that
expand and diversify its revenue base. But Moody's believes the
risk of higher leverage will be mitigated by the majority owners'
intentions to maximize SunGard's equity value in preparation for
exiting their investment.

The stable outlook reflects Moody's expectation of low single
digit annual revenue growth through 2015 in line with global GDP
growth. While IT growth catalysts exist within the financial
services sector with heightened regulatory requirements, Moody's
anticipates that capital spending with banks will still remain
cautious over the next year. Moody's expects modest improvement to
SunGard's financial leverage to below 6 times adjusted debt to
EBITDA in 2015. The stable outlook also assumes SunGard will not
make dividend payments to its private equity sponsors.

Consistent revenue and profitability growth (in the mid single
digits) with adjusted debt to EBITDA less than 5 times on a
sustained basis could result in a higher rating. The rating could
be lowered if revenue or operating profitability were to decline
such that the company's ratio of adjusted debt to EBITDA were to
exceed high 6x or free cash flow were to fall below $175 million
on a sustained basis. Further, there would be pressure on the B2
CFR if there is any evidence that further deleveraging would not
continue due either to a shift back to more shareholder friendly
financial policies or a weakening in profits.

Rating upgraded:

Senior Unsecured Notes -- B3 (LGD5) from Caa1 (LGD5)

Ratings affirmed:

Corporate Family Rating -- B2

Probability of Default Rating -- B2-PD

Senior Secured Revolving Credit Facility -- Ba3 (LGD2)

Senior Secured Term Loan -- Ba3 (LGD2)

Senior Subordinated Notes -- Caa1 (LGD6)

Speculative Grade Liquidity Rating -- SGL-1

Rating outlook is stable.

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.

With over $2.7 billion of projected annual revenues, SunGard Data
Systems Inc. is a provider of financial systems and public sector
software and IT services, and is owned by a consortium of private
equity investors (including Bain, Blackstone, KKR, Silver Lake,
Texas Pacific Group, GS Partners, and Providence Equity).


TERESA GIUDICE: Pleads Guilty Over Fake License
-----------------------------------------------
Law360 reported that "The Real Housewives of New Jersey" star
Giuseppe Giudice -- who was sentenced to 41 months in federal
prison after admitting to bankruptcy fraud, tax evasion and other
charges -- pled guilty in a separate driver's license fraud case
in New Jersey state court.  According to the report, citing
NJ.com, Giudice pled guilty in Passaic County Superior Court to
possessing a fraudulent driver's license and received an 18-month
sentence, to be served concurrently with his federal sentence.

The federal case is U.S. v. Giudice et al., case number 2:13-cr-
00495, in the U.S. District Court for the District of New Jersey.
Information for the state case was not immediately available.

                       About the Giudices

In June 2010, Teresa Giudice, who portrays a role in Real
Housewives of New Jersey, and her husband, Joe, filed for
bankruptcy under Chapter 11 in the U.S. Bankruptcy Court in New
Jersey.  The Giudices owe creditors $10.85 million.

Chapter 7 trustee John Sywilok sued the Giudices.  The suit
claimed that the Debtors concealed key documents about their
finances and business transactions.  Mr. Sywilok also accused the
couple of making false statements under oath about their assets,
income and expenses.


TRIGEANT HOLDINGS: Files 1st Amended Plan & Disclosure Statement
----------------------------------------------------------------
Trigeant Holdings, Ltd., Trigeant, LLC and Trigeant, Ltd., filed
with the United States Bankruptcy Court for the Southern District
of Florida their First Amended Joint Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code on October 8, 2014.

The Plan provides that on the Effective Date, except as provided
in the Plan, all of the Debtors' assets will vest in and be
retained by the Reorganized Debtors under the control of the
holders of Equity Interests and existing management.  In order to
achieve the results outlined in the Plan, the Plan provides for
and implements the Sale to the Buyer.

The Plan Proponents believe that the Sale is in the best interests
of the Debtors' creditors as it will generate sufficient proceeds
to pay all creditors of the Debtors in full.  The Debtors also
believe that the Sale is in the best interests of the Debtors'
Equity Interest holders, as they will receive a meaningful return
and the highest and best value offered for the Purchased Assets.

The Claims and Interests against the bankruptcy estates are
divided into nine Classes:

   * Class - 1 Priority Claims;
   * Class - 2 Disputed Secured Claim of BTB;
   * Class - 3 Secured Claim of PDVSA;
   * Class - 4 Miscellaneous Secured Claims;
   * Class - 5 General Unsecured Claims against Trigeant;
   * Class - 6 Equity Interests in Trigeant;
   * Class - 7 Claims Against LLC and Holdings;
   * Class - 8 Equity Interests in LLC; and
   * Class - 9 Equity Interests in Holdings.

Under the Plan, certain Claims -- in particular, Administrative
Expense Claims, DIP Claims, Statutory Fees, Professional Claims,
Priority Non-Tax Claims and Priority Tax Claims -- remain
unclassified in accordance with Section 1123(a)(1) of the
Bankruptcy Code.

The Plan Proponents estimate that the holders of Allowed Claims
and Allowed Equity Interests will receive these treatments under
the Plan: (i) the holders of Allowed unclassified Claims will
receive the full amount of their Allowed Claims in Cash; and (ii)
the holders of Allowed Claims and Equity Interests in Classes 1-9
will receive the treatments detailed in the Plan, all of which are
sufficient to render each Class unimpaired.

Harry Sargeant III has disputed the Debtors' premise that Class 9
is unimpaired.  Accordingly, out of an abundance of caution, the
Debtors have determined to solicit votes in Class 9 in the event
that the Bankruptcy Court were to determine that Class 9 is
impaired.

Trigeant estimates that the amount of Claims filed and scheduled
against its Estate totals approximately $97,272,602 (unadjusted
for any claim objections).  Holdings estimates that the amount of
Claims filed and scheduled against its Estate totals approximately
$13,007,165 (unadjusted for any claim objections).  LLC estimates
that the amount of Claims filed and scheduled against its Estate
totals approximately $87,424,206 (unadjusted for any claim
objections), and including some duplication of Claims against
Holdings.

The Debtors project that Classes 1-9 will have a distribution to
pay allowed Equity Interests in the approximate aggregate amount
of at least approximately $7,928,670 after the claims objection
and reduction process is completed (prior to any reduction to any
claim held by BTB or PDVSA).

As the Liquidation Analysis will show, the Plan Proponents believe
that the Distributions under the Plan will provide Creditors of,
and holders of Equity Interests in, the Debtors a greater recovery
on account of Allowed Claims and Allowed Equity Interests than
would Distributions by a chapter 7 trustee.  Furthermore,
Distributions under the Plan will be made more quickly than
distributions by a chapter 7 trustee, and a chapter 7 trustee
would be entitled to seek a commission, thereby, reducing the
amount available for distribution to Creditors and Equity Interest
holders on account of Allowed Claims and Allowed Equity Interests.

The Bankruptcy Court has scheduled a hearing to consider
confirmation of the Plan starting January 7, 2015, at 9:30 a.m.

Copies of the Amended Plan and Disclosure Statement are available
for free at:

   * http://bankrupt.com/misc/TrigeantHoldings_1stAmd_Plan.pdf
   * http://bankrupt.com/misc/TrigeantHoldings_1stAmd_DS.pdf

                     About Trigeant Holdings

Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014.  Berger Singerman LLP
serves as the Debtor's counsel.  Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.

The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code.  The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC.  The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.


TRINET HR: S&P Raises CCR to 'B+' on Good Operating Performance
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on San Leandro, Calif.-based TriNet HR Corp. to 'B+' from
'B'.  The outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's $650 million senior secured credit facility, which
consists of a $75 million revolving credit facility, a $375
tranche A, and a $200 million tranche B, to 'BB-' from 'B+'.  The
recovery rating remains '2', indicating S&P's expectation for
substantial (70% to 90%) recovery in the event of a payment
default.

"The upgrade reflects the company's good operating performance and
improved credit metrics over the past year," said Standard &
Poor's credit analyst Jacqueline Hui.  "We estimate adjusted
leverage will be around 3.5x at year-end 2014 and around 3x at
year-end 2015, down from 6.4x at Sept. 30, 2013, when the company
increased debt to fund its Ambrose acquisition and shareholder
distribution.  Since then, the company went public, using the
majority of the proceeds towards debt reduction, and the Ambrose
integration is tracking to plan."

Standard & Poor's ratings on TriNet reflects its aggressive
financial policy, good cash flow generation, narrow product focus
in the highly competitive and fragmented Professional Employer
Organization industry (which could be susceptible to weak economic
conditions, high unemployment, or weak wage growth), and its
limited geographic diversity.

The stable outlook reflects S&P's view that TriNet's operating
performance will continue to be good and that the company should
be able to maintain credit measures near current levels thanks to
positive industry trends and new customer wins.  At the same time,
S&P expects liquidity to remain adequate and covenant cushion will
remain sufficient.


TRUMP ENTERTAINMENT: Says Union Is 'Sacrificing' Workers' Jobs
--------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Trump Entertainment Resorts Inc. says Unite
Here Local 54 is trying to "sacrifice the jobs of the workers" at
the 2,000-room Trump Taj Mahal Casino Resort to protect union
members working at other casinos in Atlantic City, New Jersey.
According to the report, those allegations were contained in
papers in support of a motion to modify the existing collective-
bargaining agreement and save $14.6 million annually by altering
work rules and eliminating benefits.

                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.


UNI-PIXEL INC: To Hold Third Quarter Conference Call on Nov. 6
--------------------------------------------------------------
UniPixel, Inc., will hold a conference call on Thursday, Nov. 6,
2014, at 4:30 p.m. Eastern time to discuss the third quarter ended
Sept. 30, 2014.  Financial results will be issued in a press
release prior to the call.

UniPixel management will host the presentation, followed by a
question and answer period.

The call will be webcast live here, as well as via a link in the
Investors section of the company's Web site at
www.unipixel.com/investors.  Webcast participants will be able to
submit a question to management via the webcast player.

Date: Thursday, November 6, 2014
Time: 4:30 p.m. Eastern time (3:30 p.m. Central time)
Webcast: http://public.viavid.com/index.php?id=111490

To participate in the conference call via telephone, dial 1-913-
981-5524 and provide the conference name or conference ID 7779119.
Please call the conference telephone number 5-10 minutes prior to
the start time so the operator can register your name and
organization.

If you have any difficulty with the webcast or connecting to the
call, please contact Liolios Group at 1-949-574-3860.

A replay of the call will be available after 7:30 p.m. Eastern
time on the same day through Dec. 6, 2014, via the same link
above, or by dialing 1-858-384-5517 and entering replay ID
7779119.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel reported a net loss of $15.18 million in 2013, a net
loss of $9.01 million in 2012 and a net loss of $8.56 million in
2011.  As of June 30, 2014, the Company had $44.40 million in
total assets, $5.60 million in total liabilities and $38.80
million in total shareholder's equity.


UNIVERSAL HEALTH: Court Amends Gregory Sharer Retention Order
-------------------------------------------------------------
Bankruptcy Judge K. Rodney May amended the order authorizing the
Chapter 11 trustee of Universal Health Care Group, Inc.'s
retention of Gregory, Sharer & Stuart as healthcare consultant.

The judge authorizes the Chapter 11 trustee to employ Gregory
Sharer as healthcare consultant nunc pro tunc to July 10, 2014,
and approves the proposed compensation and expense reimbursement
for the Firm.

The Bankruptcy Court further notes that the Chapter 11 trustee has
agreed that Gregory Sharer will not participate in any proceedings
involving tax refunds with the Florida Department of Financial
Services or in any proceedings to place Universal Health Care,
Inc. and/or Universal Health Care Insurance Company, Inc. into
bankruptcy.

As reported in the July 8, 2014 edition of The Troubled Company
Reporter, Gregory Sharer will be compensated on an hourly fee
basis and will require $25,000 retainer.  However, no fees
will be paid to Gregory Sharer from the retainer without an
application and approval from the Court.  The Court approved these
provisions.

                About Universal Health Care Group

Universal Health Care Group, Inc., owns an insurance company and
three health-maintenance organizations that provide managed care
services for government sponsored health care programs, focusing
on Medicare and Medicaid.

Universal Health was founded in 2002 by Dr. A.K. Desai and grew
its operations of offering Medicare plans to more than 37,000
members to over 20 states.

Universal Health filed a Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida
regulators moved to put two of the company's subsidiaries in
receivership.  Universal Health Care estimated assets of up to
$100 million and debt of less than $50 million in court filings in
Tampa, Florida.

Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser, in
Tampa, serves as counsel to the Debtor.

Soneet R. Kapila has been appointed the Chapter 11 Trustee in the
Debtor's case.  He is represented by Roberta A. Colton, Esq., at
Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA.
Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special
conflicts counsel and E-Hounds, Inc., serves as a forensic imaging
consultant to the Chapter 11 trustee.


URS CORP: Moody's Lowers Senior Secured Debt Rating to B1
---------------------------------------------------------
Moody's Investors Service has downgraded the senior unsecured debt
rating of URS Corporation ("URS") to B1 from Baa3. The ratings
downgrade reflects the acquisition of URS by AECOM Technology
Corporation ((P) Ba2 stable), which closed on Oct. 17, 2014. The
Baa3 rating on URS's senior unsecured revolving credit facilities
has been withdrawn since the facilities have been terminated.
Moody's will withdraw URS's remaining ratings shortly since most
of the company's senior notes will likely be put to the company
due to the change of control. This concludes the review for
downgrade commenced on July 14, 2014 when URS agreed to be
acquired by AECOM.

The following rating actions were taken:

$400 million senior notes due 2017, to B1 from Baa3 (to be
subsequently withdrawn)

$600 million senior notes due 2022, to B1 from Baa3 (to be
subsequently withdrawn)

$1.7 billion senior unsecured bank credit facilities, withdrawn at
Baa3 under review for downgrade

Outlook is stable

Ratings Rationale

The senior notes downgrade reflects the closing of the acquisition
of URS by AECOM and the impact on the security and guarantees
supporting URS' senior notes. URS' senior notes now rank below all
of AECOM's secured and unsecured debt since AECOM's unsecured debt
has guarantees from all the existing and future domestic
restricted subsidiaries of AECOM including the restricted
subsidiaries of URS. Whereas the URS notes only have guarantees
from the restricted subsidiaries of URS. The downgrade also
incorporates the negative impact on URS's credit profile from the
mostly debt funded combination with AECOM. AECOM funded the
transaction with about $2.4 billion of additional borrowings,
which has resulted in a combined entity with significantly
increased financial leverage at a time when they are taking on the
risks associated with the integration of two sizeable
organizations. The combined entity has an adjusted leverage ratio
of about 5.0x on a pro forma basis. In addition to the elevated
leverage, the combined entity will face significant integration
risks due to the large scale of each organization and the
different services they provide. This more than offsets the
benefits that URS receives from an improved operating risk
profile, including increased scale and end market diversification
and enhanced service offerings.

The principal methodology used in this rating was Global
Construction Methodology published in November 2010.

URS Corporation, headquartered in San Francisco, California, is a
provider of engineering, construction and technical services and a
major contractor for the US Federal government. URS reports its
revenue in four market segments: Infrastructure & Environment,
Energy & Construction, Federal Services and Oil & Gas. The company
generated $9.9 billion in revenues for the LTM period ended July
4, 2014.


US STEEL CANADA: Has Tentative Deal on Hamilton Works Contract
--------------------------------------------------------------
Reuters reported that U.S. Steel Canada said it has reached a
tentative deal with union leaders on a contract for workers at its
Hamilton Works operations in Ontario.  According to the report,
the current contract between U.S. Steel Canada, a wholly owned
subsidiary of parent U.S. Steel Corp., and its workers at its
Hamilton Works operations expired on Oct. 15.  The terms of the
tentative agreement were not disclosed and the deal remains
subject to ratification by members of United Steelworkers Local
1005, the report related.

                  About U. S. Steel Canada, Inc.

U. S. Steel Canada's operations are located at Lake Erie Works, a
fully integrated steelmaking facility, and at Hamilton Works, home
to cokemaking and finishing operations including our premier
zinc-coating facility, the world-class Z-Line.  U. S. Steel Canada
has the capability of producing approximately 2.6 million tons of
steel annually and employs approximately 2,000 people.

U.S. Steel Canada commenced court-supervised restructuring
proceedings under the Companies' Creditors Arrangement Act, R.S.C.
1985, c. C-36, before the Ontario Superior Court of Justice
(Commercial List) on Sept. 16, 2014.  Ernst & Young Inc. has been
appointed by the CCAA court as monitor pursuant to an Initial CCAA
Order.


VARIANT HOLDING: Amends List of Top 20 Unsecured Creditors
----------------------------------------------------------
Variant Holding Company, LLC, on Sept. 12, 2014, submitted to the
Bankruptcy Court an amended list of its top 20 unsecured
creditors, a copy of which is available for free at
http://is.gd/gVmYDe

Among the entities that made it to the amended list are Kasowitz,
Benson, Torres LLP (with claim amount $105,037); Aron A.
Bronnimann (with claim amount $23,331); Bloomberg LP (with claim
amount $23,055); Huber CPA PC; and Levitzacks CPAs.

                      About Variant Holding

Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014.  Tucson, Arizona-based Variant Holding
estimated $100 million to $500 million in assets and less than
$100 million in debt.

The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.


VEDE JACOB MILLER: Means Test Includes Salary Received
------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that in deciding whether an individual passes or
fails the so-called means test to qualify for Chapter 7, income
need only be received during the six-month look-back period, not
both received and earned, according to an Oct. 8 opinion by the
U.S. Bankruptcy Appellate Panel in Denver.  The report related
that U.S. Bankruptcy Judge Janice M. Karlin, writing for the
three-judge panel, said there are no appellate decisions on the
issue but legislative history and public policy both support the
holding that it's enough if income was received.

The case is Miller v. U.S. Trustee (In re Miller), 14-002, 2014 BL
284325, U.S. Bankruptcy Appellate Panel for the 10th Circuit
(Denver).  A full-text copy of the Decision is available at
http://is.gd/zw1yqI


VIGGLE INC: To Issue 3.3MM Shares Under 2011 Incentive Plan
-----------------------------------------------------------
Viggle Inc. filed with the U.S. Securities and Exchange Commission
a Form S-8 registration statement to register 3,375,000 shares of
common stock issuable under the Company's Second Amended 2011
Executive Incentive Plan.  The proposed maximum aggregate offering
price is $9.82 million.  A copy of the prospectus is available for
free at http://is.gd/Md5sGs

                            About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle reported a net loss of $68.43 million on $17.98 million of
revenues for the year ended June 30, 2014, compared to a net loss
of $91.40 million on $13.90 million of revenues for the year ended
June 30, 2013.

The Company's balance sheet at June 30, 2014, showed $79.09
million in total assets, $39.29 million in total liabilities and
$39.80 million in total stockholders' equity.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2014.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30, 2014
has a deficiency in working capital that raises substantial doubt
about its ability to continue as a going concern.


WATERFORD SPEEDBOWL: Owner Could Lose Track at Foreclosure Auction
------------------------------------------------------------------
Shawn Courchesne at Racedayct.com reports that the Waterford
Speedbowl facility has been scheduled for a foreclosure auction.

Racedayct.com relates that the Debtor's owner, Terry Eames, said
Thursday that all recent possibilities of putting together deals
to keep the track under his ownership or under a new partnership
fell through and that he has likely exhausted all possibilities of
refinancing the track.  The report quoted Mr. Eames as saying,
"I've got nothing put together so I guess an auction is likely.
There's just as much interest from people that just want to
develop it as there is from people that want to run it as a
racetrack . . . .  There's still an outside chance for an 11th
hour maneuver . . . but at this point everything I had hoped to
have done ahead of time has just fallen through."

Waterford Speedbowl -- http://www.speedbowl.com/-- operates a
racing track.

As reported by the Troubled Company Reporter on Jan. 27, 2012,
Shawn Courchesne at blogs.courant.com reported that a court in New
London, Connecticut, approved the debt reorganization plan filed
by Waterford Speedbowl management.


WEST CORP: To Redeem Outstanding 7.875% Senior Notes Due 2019
-------------------------------------------------------------
West Corporation delivered a notice to redeem all of its
outstanding 7.875% Senior Notes due 2019, which were issued
pursuant to the Indenture, dated Nov. 24, 2010, as amended,
supplemented or otherwise modified to date, among the Company, the
guarantors party thereto from time to time and the Bank of New
York Mellon Trust Company, N.A., as trustee.  The redemption price
will be 103.938% of the principal amount of the Notes.  In
addition, the Company will pay accrued and unpaid interest on the
redeemed Notes from May 15, 2014, through, but not including, the
redemption date of Nov. 15, 2014.  A copy of the Notice of
Redemption is available for free at http://is.gd/DhTKAz

                       About West Corporation

West Corporation is a global provider of communication and network
infrastructure solutions.  West helps manage or support essential
enterprise communications with services that include conferencing
and collaboration, public safety services, IP communications,
interactive services such as automated notifications, large-scale
agent services and telecom services.

West Corp posted net income of $143.20 million in 2013 as
compared with net income of $125.54 million in 2012.

The Company's balance sheet at June 30, 2014, showed $3.87 billion
in total assets, $4.54 billion in total liabilities and a $672.74
million stockholders' deficit.

                         Bankruptcy Warning

"If we cannot make scheduled payments on our debt, we will be in
default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its quarterly report for the period ended
     March 31, 2014.

                          *     *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Omaha, Neb.-based
business process outsourcer West Corp. to 'BB-' from 'B+'.  The
upgrade reflects Standard & Poor's view that lower debt leverage
and a less aggressive financial policy will strengthen the
company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company," stated Moody's analyst Suzanne Wingo.


WESTMORELAND COAL: Agrees to Buy Oxford Resource General Partner
----------------------------------------------------------------
Westmoreland Coal Company, Oxford Resource Partners, LP, and
Oxford Resources GP, LLC, the general partner of Oxford, announced
that Westmoreland will acquire Oxford GP and contribute certain
royalty bearing coal reserves to Oxford in return for Oxford
common units.  As a result, it is believed that Oxford will be
able to resume quarterly distributions at $0.2000 per common unit
(post-reverse split) and has secured a commitment to refinance its
existing credit facilities on better terms, including additional
credit capacity to fund future acquisitions.  Following these
transactions, Oxford will continue to operate as a stand-alone,
publicly-traded master limited partnership and Westmoreland will
own 77% of the fully-diluted limited partner interests in Oxford.

"Westmoreland has long felt that our long-term cost-plus and cost-
protected contracts make us ideally suited for a MLP structure,"
stated Keith E. Alessi, chief executive officer.  "We have
explored various ways to take advantage of the benefits of a MLP.
The Oxford transactions provide us with an expeditious path to
enter the MLP space and immediately recognize the advantages of
owning a general partner.  Additionally, the existing Oxford
business has many of the characteristics of Westmoreland's
business and we feel that we are well positioned to partner with
its customers.  We look forward to Oxford's employees joining the
Westmoreland family."

"Oxford is very excited about this opportunity with Westmoreland,"
said Oxford's President and Chief Executive Officer, Charles C.
Ungurean.  "Since early in 2012, we have been pursuing various
strategic alternatives in an effort to bring increased value to
our unitholders.  This transaction represents the culmination of
that effort and we believe that this represents a great
opportunity for our company, unitholders, employees and customers,
as well as providing a MLP vehicle for Westmoreland and its
shareholders. This transaction is a win for all stakeholders."

The board of directors of Oxford GP unanimously approved the
transactions, including the equity restructuring of Oxford through
the amendment and restatement of Oxford's partnership agreement.
The transactions have also been unanimously approved by
Westmoreland's board of directors.

Process Steps and Expected Timeline

The series of contemplated transactions are cross-conditioned upon
each other and the transactions involving Oxford must be approved
by a majority of the outstanding Oxford common unitholders that
are not owned by Oxford GP and its affiliates and by a majority of
the outstanding subordinated units.  In addition, the transactions
are conditioned upon Westmoreland either amending its existing
credit facility and bond indenture or refinancing all of its
existing debt, and also upon the refinancing of Oxford's existing
debt.  Oxford intends to promptly file a proxy statement with the
SEC for review and it is anticipated that the unitholder vote will
be held in December.  Upon receiving unitholder approval, all of
the transactions are expected to be closed concurrent with the
debt transactions.  It is anticipated that the transactions will
be completed during the fourth quarter of 2014.

Strategic Rationale

  * Platform to unlock inherent value in Westmoreland's business
    model: Assuming control of Oxford provides Westmoreland with a
    platform to implement a drop-down strategy of certain U.S. and
    Canadian coal assets into a MLP structure, allowing it to
    unlock significant value that is inherent in its stable cash
    flow generating business model.

  * Strong sponsorship to drive Oxford unitholder value: The
    acquisition of Oxford GP by Westmoreland transforms Oxford
    into a "sponsored" MLP with a parent that holds a stable of
    potential drop-down assets, providing it with a visible path
    to sustainable growth in distributable cash flow backed by
    long-term, cost-protected contracts with high-quality
    customers.

  * Restart of Quarterly Distributions: The transactions,
    including the equity restructuring, are expected to allow
    Oxford to restart quarterly distributions to its common
    unitholders.

  * Increased size, scale and diversity: Asset diversification
    into the eastern U.S. provides Westmoreland an entry into a
    major coal producing and consuming region with opportunities
    for organic and acquisitive growth.
  * Complementary business models: Oxford's coal operations are
    complementary to Westmoreland's low cost surface mining
    competencies, existing mine-mouth business model, and customer
    partnering expertise.
      -- Operations are safe and environmentally responsible;
      -- Operations have good relationships with employees;
      -- Operations are strategically located close to customer
         generating facilities; and
      -- Operations have long-term contracts with high-quality
         utility customers.

Oxford GP Acquisition

Westmoreland has entered into a purchase agreement with AIM Oxford
Holdings, LLC, C&T Coal, Inc., certain present and former
executives, and affiliates of Oxford's existing second lien term
loan lenders.  Under the purchase agreement, Westmoreland will
acquire 100% of the outstanding units of Oxford GP, the general
partner of Oxford, from AIM, C&T and such executives, 100% of the
outstanding GP unit warrants from the Warrantholders, 100% of the
outstanding subordinated units of Oxford from AIM and C&T, and
100% of the outstanding subordinated unit warrants of Oxford from
the Warrantholders.  The cash purchase price for these interests
is $30 million, plus an additional $3.5 million if a specified
coal acquisition is consummated within one year of the date of the
purchase agreement.

Name Changes

As part of the transactions, the parties will take the necessary
steps to change the name of Oxford to Westmoreland Resource
Partners, LP, and to change the name of Oxford GP to Westmoreland
Resources GP, LLC.

Contribution of Kemmerer Mine Coal Reserves

Westmoreland and Oxford have entered into a contribution agreement
pursuant to which Westmoreland will, directly or indirectly,
contribute to Westmoreland LP certain fee simple interests in coal
reserves and related surface lands at Westmoreland's Kemmerer Mine
in Lincoln County, Wyoming in exchange for the issuance to
Westmoreland of 4.5125 million post-reverse split common units of
Westmoreland LP, resulting in Westmoreland holding a pro forma
fully-diluted common unit ownership of 77% of Westmoreland LP.
Westmoreland LP will concurrently enter into a coal mining lease
with Westmoreland with respect to these coal reserves pursuant to
which Westmoreland will pay Westmoreland LP a per-ton royalty as
it mines the leased reserves.

Through the coal lease arrangement, the Kemmerer Mine coal
reserves are expected to generate approximately $5.8 million in
average annual cash flow for Westmoreland LP over the 2015-18
period. In order to further enhance the stability of cash flows to
Westmoreland LP, the leasing Westmoreland subsidiary will commit
to a minimum royalty structure such that payment of at least $1.0
million per quarter is made to Westmoreland LP through December
31, 2020.  This minimum payment amount will be reduced to $500,000
per quarter for the subsequent period ending Dec. 31, 2025, with
no further minimum payment amounts due in the years thereafter.
Westmoreland intends to drop down additional assets in the future
that are expected to be accretive to Westmoreland LP, although it
is not obligated to do so.

Oxford Equity Restructuring

The transactions are conditioned on the successful equity
restructuring of Oxford, which will consist of the adoption of an
amended and restated limited partnership agreement that will,
among other things:

   * Effect a 12-to-1 reverse split of common and general partner
     units;
   * Convert all outstanding subordinated units to liquidation
     units (with no non-liquidating distribution or voting rights)
     and cancel all subordinated unit warrants;
   * Waive and eliminate the current cumulative common unit
     arrearages;
   * Reset the minimum quarterly distribution to $0.1333 per
     common unit;
   * Restructure the incentive distribution rights held
     by Westmoreland GP as the general partner to provide that the
     IDRs will be entitled to receive (i) 13% of quarterly
     distributions over $0.1533 per unit and up to $0.1677 per
     unit, (ii) 23% of quarterly distributions over $0.1667 per
     unit and up to $0.2000 per unit (iii) 48% of quarterly
     distributions over $0.2000 per unit;
   * Suspend distributions on the IDRs for six quarters, provided
     that such suspension may be reduced to no less than three
     quarters if, during the suspension period, additional drop-
     down transactions aggregating greater than $35.0 million in
     enterprise value are undertaken by Westmoreland GP or
     affiliates of Westmoreland GP that are reasonably expected to
     provide accretion to per unit common unitholder
     distributions; and
   * Provide for a distribution of additional common units to the
     common unitholders of Oxford excluding AIM, C&T, the
     Warrantholders and Westmoreland.

Distribution to Certain Oxford Unitholders

In connection with the transactions, there will be a one-time
special distribution to the common unitholders of Oxford excluding
AIM, C&T, the Warrantholders and Westmoreland.  The distribution
will be made to such common unitholders, on a pro rata basis, and
will consist of an approximately 25% "unit dividend" of an
aggregate of 202,184 additional post-reverse split common units.

Refinancing of Oxford Credit Facilities

In conjunction with the transactions, Westmoreland LP will enter
into a new credit agreement with certain lenders to replace
Oxford's existing $175 million of credit facilities consisting of
(i) a first lien $75 million term loan and $25 million revolving
credit facility and (ii) a second lien $75 million term loan. The
new credit agreement will provide for up to $295 million of senior
secured first lien term loans, with $175 million funded at close
and maturing four years after closing, and the remaining $120
million available in the form of delayed draw term loans, which
can be used to fund acquisitions up to 12 months after closing.
Additionally, there is an accordion feature that takes effect when
the delayed draw feature expires which makes a further $150
million available for use to fund acquisitions during the
remaining three loan years.

Conditions Precedent to Transactions

The Oxford GP acquisition, the contribution of Kemmerer Mine coal
reserves and the refinancing of Oxford's credit facilities are
cross-conditioned upon each other.  In addition to customary
conditions, these transactions are also contingent on Westmoreland
either amending its existing credit facility and bond indenture or
refinancing all of its existing debt, and Oxford receiving
approval from a majority of the unaffiliated Oxford unitholders of
the Oxford equity restructuring as well as approval by a majority
of the Oxford unitholders of the contribution of Kemmerer Mine
coal reserves in exchange for common units of Oxford.

Advisors

BMO Capital Markets Corp. acted as financial advisor and Holland &
Hart LLP and Baker Botts, LLP, acted as legal counsel to
Westmoreland.

Evercore acted as financial advisor to Oxford GP and Vinson &
Elkins LLP acted as legal counsel to Oxford GP's majority
unitholders.

Citi acted as financial advisor to Oxford's management and Squire
Patton Boggs (US) LLP and Latham & Watkins LLP acted as legal
counsel to Oxford.

                     About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

Westmoreland Coal incurred a net loss applicable to common
shareholders of $6.05 million in 2013, a net loss
applicable to common shareholders of $8.58 million in 2012 and a
net loss applicable to common shareholders of $34.46 million in
2011.

As of June 30, 2014, the Company had $1.58 billion in total
assets, $1.84 billion in total liabilities and a $260.64 million
total shareholders' deficit.

                           *     *     *

As reported by the TCR on Nov. 6, 2012, Standard & Poor's
Ratings Services raised its corporate credit rating on Englewood,
Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'.

"The upgrade reflects our view that WLB is less vulnerable to
default after successfully negotiating less restrictive covenant
requirements for an unrated $110 million term loan due 2018," said
credit analyst Gayle Bowerman.  "Our assessment of WLB's business
risk profile as 'vulnerable' and financial risk profile as 'highly
leveraged' are unchanged.  We also revised our liquidity score to
'adequate' based on the covenant relief and additional liquidity
provided under the company's new $20 million asset-based loan
(ABL) facility from 'less than adequate'."

Westmoreland Coal carries a Caa1 corporate family rating from
Moody's Investors Service.


* Fed Official Calls for End of Gov't Rescue of Large Fin'l Firms
-----------------------------------------------------------------
Reuters reports that Richmond Federal Reserve Bank President
Jeffrey Lacker said that U.S. regulators must complete a
comprehensive bankruptcy program implementation to let large
financial firms to unwind in the event they collapse.

Citing Mr. Lacker, Reuters relates that the Federal Reserve Bank
is making progress with its efforts to get large banks to complete
resolution plans -- which would let a bank be dismantled under the
bankruptcy code without government support -- but a lot more work
needs to be done.  The report quoted Mr. Lacker as saying, "As
long as regulators retain discretion to intervene with government
funding, the credibility of resolution plans will be at risk."



* Large Companies With Insolvent Balance Sheet
----------------------------------------------

                                                Total
                                               Share-      Total
                                     Total   Holders'    Working
                                    Assets     Equity    Capital
  Company          Equity             ($MM)      ($MM)      ($MM)
  -------          ------           ------   --------    -------
ABSOLUTE SOFTWRE   ALSWF US          129.2       (9.4)       0.4
ABSOLUTE SOFTWRE   ABT2EUR EU        129.2       (9.4)       0.4
ABSOLUTE SOFTWRE   OU1 GR            129.2       (9.4)       0.4
ABSOLUTE SOFTWRE   ABT CN            129.2       (9.4)       0.4
ADVANCED CELL TE   ACTC US             5.5       (5.8)      (4.8)
ADVANCED CELL TE   T2N1 GR             5.5       (5.8)      (4.8)
ADVANCED EMISSIO   ADES US           106.4      (46.1)     (15.3)
ADVANCED EMISSIO   OXQ1 GR           106.4      (46.1)     (15.3)
ADVENT SOFTWARE    AXQ GR            452.2      (86.0)     (99.3)
ADVENT SOFTWARE    ADVS US           452.2      (86.0)     (99.3)
AEMETIS INC        AMTX US            95.4       (1.1)     (18.1)
AIR CANADA-CL A    ADH GR         10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL A    AIDIF US       10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL A    ADH TH         10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL A    AC/A CN        10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL B    AIDEF US       10,522.0   (1,822.0)    (226.0)
AIR CANADA-CL B    AC/B CN        10,522.0   (1,822.0)    (226.0)
ALLIANCE HEALTHC   AIQ US            468.1     (131.0)      59.7
AMC NETWORKS-A     AMCX US         3,685.9     (396.1)     689.3
AMC NETWORKS-A     9AC GR          3,685.9     (396.1)     689.3
AMC NETWORKS-A     AMCX* MM        3,685.9     (396.1)     689.3
AMER RESTAUR-LP    ICTPU US           33.5       (4.0)      (6.2)
AMYLIN PHARMACEU   AMLN US         1,998.7      (42.4)     263.0
AMYRIS INC         AMRS US           284.1     (139.7)      74.4
ANGIE'S LIST INC   ANGI US           128.4      (36.6)     (54.9)
ANGIE'S LIST INC   8AL GR            128.4      (36.6)     (54.9)
ANGIE'S LIST INC   8AL TH            128.4      (36.6)     (54.9)
ARRAY BIOPHARMA    ARRY US           139.1      (25.7)      68.9
ASTERIAS BIO       AST US              1.9       (5.1)      (6.7)
AUTOZONE INC       AZ5 GR          7,371.8   (1,808.2)  (1,016.1)
AUTOZONE INC       AZO US          7,371.8   (1,808.2)  (1,016.1)
AUTOZONE INC       AZOEUR EU       7,371.8   (1,808.2)  (1,016.1)
AUTOZONE INC       AZ5 TH          7,371.8   (1,808.2)  (1,016.1)
AVALANCHE BIOTEC   AVU GR             54.8       43.0       48.9
AVALANCHE BIOTEC   AAVL US            54.8       43.0       48.9
AVID TECHNOLOGY    AVID US           208.0     (348.9)    (134.1)
BENEFITFOCUS INC   BNFT US           141.0      (14.6)      52.3
BENEFITFOCUS INC   BTF GR            141.0      (14.6)      52.3
BERRY PLASTICS G   BP0 GR          5,419.0     (118.0)     654.0
BERRY PLASTICS G   BERY US         5,419.0     (118.0)     654.0
BRP INC/CA-SUB V   B15A GR         1,895.9      (44.8)     133.6
BRP INC/CA-SUB V   BRPIF US        1,895.9      (44.8)     133.6
BRP INC/CA-SUB V   DOO CN          1,895.9      (44.8)     133.6
BURLINGTON STORE   BUI GR          2,555.3     (140.1)     102.3
BURLINGTON STORE   BURL US         2,555.3     (140.1)     102.3
CABLEVISION SY-A   CVC US          6,701.1   (5,133.2)     338.4
CABLEVISION SY-A   CVY GR          6,701.1   (5,133.2)     338.4
CABLEVISION-W/I    CVC-W US        6,701.1   (5,133.2)     338.4
CABLEVISION-W/I    8441293Q US     6,701.1   (5,133.2)     338.4
CADIZ INC          CDZI US            57.9      (45.6)       4.7
CAESARS ENTERTAI   CZR US         27,069.4   (2,578.4)   1,716.6
CAESARS ENTERTAI   C08 GR         27,069.4   (2,578.4)   1,716.6
CANADIAN CANNABI   CCAN US             0.0       (0.0)      (0.0)
CAPMARK FINANCIA   CPMK US        20,085.1     (933.1)       -
CASELLA WASTE      CWST US           656.6       (7.6)     (11.6)
CATALENT INC       0C8 TH          3,090.2     (367.3)     234.5
CATALENT INC       0C8 GR          3,090.2     (367.3)     234.5
CATALENT INC       CTLT US         3,090.2     (367.3)     234.5
CENTENNIAL COMM    CYCL US         1,480.9     (925.9)     (52.1)
CHOICE HOTELS      CZH GR            628.4     (412.5)     184.3
CHOICE HOTELS      CHH US            628.4     (412.5)     184.3
CIENA CORP         CIE1 TH         2,100.4      (45.2)     889.3
CIENA CORP         CIEN US         2,100.4      (45.2)     889.3
CIENA CORP         CIE1 GR         2,100.4      (45.2)     889.3
CIENA CORP         CIEN TE         2,100.4      (45.2)     889.3
CINCINNATI BELL    CBB US          2,176.9     (556.0)     337.7
CIVITAS SOLUTION   CIVI US         1,031.5      (62.0)      66.1
CIVITAS SOLUTION   1CI GR          1,031.5      (62.0)      66.1
CORINDUS VASCULA   CVRS US             0.0       (0.0)      (0.0)
CROWN BAUS CAPIT   CBCA US             0.0       (0.0)      (0.0)
DENNY'S CORP       DENN US           284.2       (0.0)     (21.5)
DENNY'S CORP       DE8 GR            284.2       (0.0)     (21.5)
DERMIRA            DERM US            16.5       (2.2)       3.9
DIPLOMAT PHARMAC   DPLO US           338.9       30.1      (43.4)
DIPLOMAT PHARMAC   7DP GR            338.9       30.1      (43.4)
DIRECTV            DTVEUR EU      22,126.0   (6,127.0)    (624.0)
DIRECTV            DIG1 GR        22,126.0   (6,127.0)    (624.0)
DIRECTV            DTV US         22,126.0   (6,127.0)    (624.0)
DIRECTV            DTV CI         22,126.0   (6,127.0)    (624.0)
DOMINO'S PIZZA     DPZ US            510.9   (1,281.7)     112.9
DOMINO'S PIZZA     EZV GR            510.9   (1,281.7)     112.9
DOMINO'S PIZZA     EZV TH            510.9   (1,281.7)     112.9
DUN & BRADSTREET   DB5 GR          1,773.4   (1,077.1)     (60.3)
DUN & BRADSTREET   DNB US          1,773.4   (1,077.1)     (60.3)
EDGEN GROUP INC    EDG US            883.8       (0.8)     409.2
EMPIRE RESORTS I   NYNY US            46.1       (9.5)      (7.2)
EMPIRE RESORTS I   LHC1 GR            46.1       (9.5)      (7.2)
EMPIRE STATE -ES   ESBA US         1,122.2      (31.6)    (925.9)
EMPIRE STATE-S60   OGCP US         1,122.2      (31.6)    (925.9)
EOS PETRO INC      EOPT US             1.7       (4.4)      (5.6)
FAIRPOINT COMMUN   FRP US          1,524.8     (360.6)      20.9
FAIRPOINT COMMUN   FONN GR         1,524.8     (360.6)      20.9
FERRELLGAS-LP      FGP US          1,572.3     (111.6)       9.9
FERRELLGAS-LP      FEG GR          1,572.3     (111.6)       9.9
FMSA HOLDINGS IN   FMSA US         1,375.5      (82.0)     232.3
FMSA HOLDINGS IN   FM1 GR          1,375.5      (82.0)     232.3
FREESCALE SEMICO   FSL US          3,265.0   (3,728.0)   1,334.0
FREESCALE SEMICO   1FS TH          3,265.0   (3,728.0)   1,334.0
FREESCALE SEMICO   1FS GR          3,265.0   (3,728.0)   1,334.0
GAMING AND LEISU   2GL GR          2,581.7      (72.9)     (41.1)
GAMING AND LEISU   GLPI US         2,581.7      (72.9)     (41.1)
GENCORP INC        GY US           1,749.7      (48.5)      70.2
GENCORP INC        GCY TH          1,749.7      (48.5)      70.2
GENCORP INC        GCY GR          1,749.7      (48.5)      70.2
GENTIVA HEALTH     GTIV US         1,250.6     (285.7)     112.2
GENTIVA HEALTH     GHT GR          1,250.6     (285.7)     112.2
GLG PARTNERS INC   GLG US            400.0     (285.6)     156.9
GLG PARTNERS-UTS   GLG/U US          400.0     (285.6)     156.9
GOLD RESERVE INC   GRZ CN             29.9       (4.2)       9.9
GOLD RESERVE INC   GDRZF US           29.9       (4.2)       9.9
GRAHAM PACKAGING   GRM US          2,947.5     (520.8)     298.5
HCA HOLDINGS INC   2BH TH         29,822.0   (6,588.0)   2,877.0
HCA HOLDINGS INC   2BH GR         29,822.0   (6,588.0)   2,877.0
HCA HOLDINGS INC   HCA US         29,822.0   (6,588.0)   2,877.0
HD SUPPLY HOLDIN   5HD GR          6,714.0     (701.0)   1,438.0
HD SUPPLY HOLDIN   HDS US          6,714.0     (701.0)   1,438.0
HERBALIFE LTD      HLFEUR EU       2,435.7     (404.1)     552.4
HERBALIFE LTD      HOO GR          2,435.7     (404.1)     552.4
HERBALIFE LTD      HLF US          2,435.7     (404.1)     552.4
HOVNANIAN ENT-A    HOV US          1,893.7     (443.1)   1,107.3
HOVNANIAN ENT-B    HOVVB US        1,893.7     (443.1)   1,107.3
HOVNANIAN-A-WI     HOV-W US        1,893.7     (443.1)   1,107.3
HUBSPOT INC        096 GR             52.1       (5.3)     (22.1)
HUBSPOT INC        HUBS US            52.1       (5.3)     (22.1)
HUGHES TELEMATIC   HUTC US           110.2     (101.6)    (113.8)
HUGHES TELEMATIC   HUTCU US          110.2     (101.6)    (113.8)
IHEARTMEDIA INC    IHRT US        14,752.2   (9,315.2)   1,225.6
INCYTE CORP        INCY US           679.1     (171.0)     464.6
INCYTE CORP        ICY TH            679.1     (171.0)     464.6
INCYTE CORP        ICY GR            679.1     (171.0)     464.6
INFOR US INC       LWSN US         6,778.1     (460.0)    (305.9)
IPCS INC           IPCS US           559.2      (33.0)      72.1
ISTA PHARMACEUTI   ISTA US           124.7      (64.8)       2.2
JUST ENERGY GROU   JE CN           1,511.6     (169.0)     230.1
JUST ENERGY GROU   1JE GR          1,511.6     (169.0)     230.1
JUST ENERGY GROU   JE US           1,511.6     (169.0)     230.1
L BRANDS INC       LTD GR          6,870.0     (503.0)   1,119.0
L BRANDS INC       LTD TH          6,870.0     (503.0)   1,119.0
L BRANDS INC       LB US           6,870.0     (503.0)   1,119.0
LEAP WIRELESS      LEAP US         4,662.9     (125.1)     346.9
LEAP WIRELESS      LWI TH          4,662.9     (125.1)     346.9
LEAP WIRELESS      LWI GR          4,662.9     (125.1)     346.9
LEE ENTERPRISES    LEE US            828.2     (165.0)     (26.0)
LORILLARD INC      LLV GR          2,893.0   (2,228.0)     900.0
LORILLARD INC      LO US           2,893.0   (2,228.0)     900.0
LORILLARD INC      LLV TH          2,893.0   (2,228.0)     900.0
MANNKIND CORP      NNF1 GR           236.3      (46.4)     (74.3)
MANNKIND CORP      NNF1 TH           236.3      (46.4)     (74.3)
MANNKIND CORP      MNKD US           236.3      (46.4)     (74.3)
MARRIOTT INTL-A    MAQ TH          6,830.0   (1,720.0)  (1,153.0)
MARRIOTT INTL-A    MAQ GR          6,830.0   (1,720.0)  (1,153.0)
MARRIOTT INTL-A    MAQ QT          6,830.0   (1,720.0)  (1,153.0)
MARRIOTT INTL-A    MAR US          6,830.0   (1,720.0)  (1,153.0)
MDC PARTNERS-A     MD7A GR         1,685.0      (87.5)    (228.9)
MDC PARTNERS-A     MDZ/A CN        1,685.0      (87.5)    (228.9)
MDC PARTNERS-A     MDCA US         1,685.0      (87.5)    (228.9)
MERITOR INC        AID1 GR         2,810.0     (527.0)     373.0
MERITOR INC        MTOR US         2,810.0     (527.0)     373.0
MERRIMACK PHARMA   MACK US           129.8      (77.1)      13.0
MERRIMACK PHARMA   MP6 GR            129.8      (77.1)      13.0
MICHAELS COS INC   MIK US          1,716.0   (2,734.0)     493.0
MICHAELS COS INC   MIM GR          1,716.0   (2,734.0)     493.0
MONEYGRAM INTERN   MGI US          4,784.5     (142.0)     119.2
MORGANS HOTEL GR   MHGC US           684.8     (211.2)     124.9
MORGANS HOTEL GR   M1U GR            684.8     (211.2)     124.9
MOXIAN CHINA INC   MOXC US             4.9       (1.2)      (4.0)
MPG OFFICE TRUST   1052394D US     1,280.0     (437.3)       -
NATIONAL CINEMED   NCMI US         1,005.2     (188.3)      79.1
NATIONAL CINEMED   XWM GR          1,005.2     (188.3)      79.1
NAVISTAR INTL      IHR GR          7,702.0   (4,046.0)   1,126.0
NAVISTAR INTL      IHR TH          7,702.0   (4,046.0)   1,126.0
NAVISTAR INTL      NAV US          7,702.0   (4,046.0)   1,126.0
NEKTAR THERAPEUT   ITH GR            478.1      (35.4)     213.9
NEKTAR THERAPEUT   NKTR US           478.1      (35.4)     213.9
NORTHWEST BIO      NBYA GR            12.6      (29.9)     (30.0)
NORTHWEST BIO      NWBO US            12.6      (29.9)     (30.0)
NYMOX PHARMACEUT   NYMX US             0.8       (5.8)      (4.0)
OMEROS CORP        3O8 GR             41.0      (10.6)      26.8
OMEROS CORP        OMER US            41.0      (10.6)      26.8
OMTHERA PHARMACE   OMTH US            18.3       (8.5)     (12.0)
PALM INC           PALM US         1,007.2       (6.2)     141.7
PHILIP MORRIS IN   PMI SW         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM1CHF EU      35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM US          35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   4I1 TH         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM1EUR EU      35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM1 TE         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   4I1 GR         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM FP          35,401.0   (8,677.0)    (356.0)
PLAYBOY ENTERP-A   PLA/A US          165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B   PLA US            165.8      (54.4)     (16.9)
PLY GEM HOLDINGS   PG6 GR          1,096.8      (91.4)     217.3
PLY GEM HOLDINGS   PGEM US         1,096.8      (91.4)     217.3
PROTALEX INC       PRTX US             0.8       (9.1)       0.4
PROTECTION ONE     PONE US           562.9      (61.8)      (7.6)
QUALITY DISTRIBU   QDZ GR            445.6      (35.6)     115.6
QUALITY DISTRIBU   QLTY US           445.6      (35.6)     115.6
QUINTILES TRANSN   Q US            2,978.6     (621.6)     511.6
QUINTILES TRANSN   QTS GR          2,978.6     (621.6)     511.6
RADNET INC         RDNT US           738.4       (2.8)      60.7
RADNET INC         PQIA GR           738.4       (2.8)      60.7
RAYONIER ADV       RYAM US         1,225.0      (38.8)     136.3
RAYONIER ADV       RYQ GR          1,225.0      (38.8)     136.3
REGAL ENTERTAI-A   RETA GR         2,675.7     (750.5)      26.2
REGAL ENTERTAI-A   RGC US          2,675.7     (750.5)      26.2
RENAISSANCE LEA    RLRN US            57.0      (28.2)     (31.4)
RENTPATH INC       PRM US            208.0      (91.7)       3.6
REVLON INC-A       RVL1 GR         1,938.7     (571.8)     275.3
REVLON INC-A       REV US          1,938.7     (571.8)     275.3
RITE AID CORP      RAD US          6,959.3   (1,906.5)   1,783.1
RITE AID CORP      RTA TH          6,959.3   (1,906.5)   1,783.1
RITE AID CORP      RTA GR          6,959.3   (1,906.5)   1,783.1
ROCKWELL MEDICAL   RMTI US            25.9       (3.9)       6.4
ROCKWELL MEDICAL   RWM TH             25.9       (3.9)       6.4
ROCKWELL MEDICAL   RWM GR             25.9       (3.9)       6.4
RURAL/METRO CORP   RURL US           303.7      (92.1)      72.4
RYERSON HOLDING    RYI US          2,001.1     (108.5)     734.8
RYERSON HOLDING    7RY GR          2,001.1     (108.5)     734.8
RYERSON HOLDING    7RY TH          2,001.1     (108.5)     734.8
SALLY BEAUTY HOL   SBH US          1,983.6     (362.8)     616.8
SALLY BEAUTY HOL   S7V GR          1,983.6     (362.8)     616.8
SEQUENOM INC       SQNM US           131.6      (49.3)      51.4
SILVER SPRING NE   SSNI US           534.3     (111.7)      83.2
SILVER SPRING NE   9SI GR            534.3     (111.7)      83.2
SILVER SPRING NE   9SI TH            534.3     (111.7)      83.2
SIRIUS XM CANADA   SIICF US          409.2      (78.8)    (157.0)
SIRIUS XM CANADA   XSR CN            409.2      (78.8)    (157.0)
SPARK ENERGY-A     SPKE US            86.5       (0.9)      (9.4)
SPORTSMAN'S WARE   SPWH US           292.3      (44.5)      76.1
SPORTSMAN'S WARE   06S GR            292.3      (44.5)      76.1
SUPERVALU INC      SVU* MM         4,486.0     (634.0)      92.0
SUPERVALU INC      SVU US          4,486.0     (634.0)      92.0
SUPERVALU INC      SJ1 GR          4,486.0     (634.0)      92.0
SUPERVALU INC      SJ1 TH          4,486.0     (634.0)      92.0
THERAVANCE         HVE GR            605.6     (187.5)     303.2
THERAVANCE         THRX US           605.6     (187.5)     303.2
TRANSDIGM GROUP    TDG US          6,711.0   (1,591.5)   1,073.0
TRANSDIGM GROUP    T7D GR          6,711.0   (1,591.5)   1,073.0
TRAVELPORT WORLD   1TW TH          3,016.0   (1,069.0)    (262.0)
TRAVELPORT WORLD   1TW GR          3,016.0   (1,069.0)    (262.0)
TRAVELPORT WORLD   TVPT US         3,016.0   (1,069.0)    (262.0)
TRINET GROUP INC   TNETEUR EU      1,333.0      (36.7)      70.3
TRINET GROUP INC   TN3 TH          1,333.0      (36.7)      70.3
TRINET GROUP INC   TN3 GR          1,333.0      (36.7)      70.3
TRINET GROUP INC   TNET US         1,333.0      (36.7)      70.3
TRUPANION INC      TRUP US            48.8       (7.3)       3.8
ULTRA PETROLEUM    UPM GR          2,958.1     (123.5)    (352.9)
ULTRA PETROLEUM    UPLEUR EU       2,958.1     (123.5)    (352.9)
ULTRA PETROLEUM    UPL US          2,958.1     (123.5)    (352.9)
UNISYS CORP        USY1 GR         2,336.1     (628.5)     369.7
UNISYS CORP        USY1 TH         2,336.1     (628.5)     369.7
UNISYS CORP        UISCHF EU       2,336.1     (628.5)     369.7
UNISYS CORP        UIS1 SW         2,336.1     (628.5)     369.7
UNISYS CORP        UISEUR EU       2,336.1     (628.5)     369.7
UNISYS CORP        UIS US          2,336.1     (628.5)     369.7
VECTOR GROUP LTD   VGR GR          1,642.7      (31.1)     560.0
VECTOR GROUP LTD   VGR US          1,642.7      (31.1)     560.0
VECTOR GROUP LTD   VGR QT          1,642.7      (31.1)     560.0
VENOCO INC         VQ US             736.8     (139.5)    (777.3)
VERISIGN INC       VRS TH          2,322.6     (632.9)    (246.0)
VERISIGN INC       VRS GR          2,322.6     (632.9)    (246.0)
VERISIGN INC       VRSN US         2,322.6     (632.9)    (246.0)
VIRGIN MOBILE-A    VM US             307.4     (244.2)    (138.3)
WEIGHT WATCHERS    WTWEUR EU       1,526.4   (1,397.9)      13.8
WEIGHT WATCHERS    WTW US          1,526.4   (1,397.9)      13.8
WEIGHT WATCHERS    WW6 TH          1,526.4   (1,397.9)      13.8
WEIGHT WATCHERS    WW6 GR          1,526.4   (1,397.9)      13.8
WEST CORP          WT2 GR          3,876.0     (672.7)     264.3
WEST CORP          WSTC US         3,876.0     (672.7)     264.3
WESTMORELAND COA   WME GR          1,583.7     (260.6)      50.8
WESTMORELAND COA   WLB US          1,583.7     (260.6)      50.8
XERIUM TECHNOLOG   TXRN GR           633.4       (8.9)     104.5
XERIUM TECHNOLOG   XRM US            633.4       (8.9)     104.5
XOMA CORP          XOMA US            89.9       (7.6)      45.9
XOMA CORP          XOMA GR            89.9       (7.6)      45.9
YRC WORLDWIDE IN   YEL1 TH         2,179.5     (362.4)     201.2
YRC WORLDWIDE IN   YEL1 GR         2,179.5     (362.4)     201.2
YRC WORLDWIDE IN   YRCW US         2,179.5     (362.4)     201.2




                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
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 202-362-8552.


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