TCR_Public/141022.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, October 22, 2014, Vol. 18, No. 294

                            Headlines

AECOM TECHNOLOGY: S&P Assigns 'BB' Corp. Credit Rating
ALEXANDRA TRUST: Voluntary Chapter 11 Case Summary
ANACOR PHARMACEUTICALS: Sells $82.5 Million Convertible Notes
ARDENT MEDICAL: Moody's Affirms B2 Corporate Family Rating
AZUSA, CA: Moody's Affirms Ba2 Lease Revenue Refunding Rating

BERNARD L. MADOFF: Trustee, Developer Strike Settlement
BG MEDICINE: Suspends Payments to Non-Employee Directors
BROADWAY FINANCIAL: Raised $9.7 Million From Private Placement
CAESARS ENTERTAINMENT: Bankruptcy Filing Possible, Analysts Say
CAESARS ENTERTAINMENT: Gets Notice of Default From Noteholders

CAESARS ENTERTAINMENT: To Begin Formal Discussions With Lenders
CAESARS ENTERTAINMENT: To Enter Into Formal Talks w/ Bank Lenders
CANOVA'S KITCHEN: Closes Down East Lake Road Restaurant
CASH STORE: Obtains OK to Sell Part of Business to Money Mart
CAPITAL AUTOMOTIVE: Moody's Assigns Ba3 Corporate Family Rating

CATALENT PHARMA: Moody's Raises Corp. Family Rating to B1
CD STORES: L'Oreal USA Acquires Carol's Daughter
COLOR STAR: Confirms First Amended Joint Plan of Liquidation
CONSTELLATION BRANDS: Fitch Rates $800MM Dual Tranche Notes 'BB+'
CONSTELLATION BRANDS: Moody's Assigns Ba1 Rating on $800MM Bonds

CONSTELLATION BRANDS: S&P Gives 'BB+' Rating on $800MM Sr. Notes
COUPOUNAS LLC: Files for Chapter 11 Bankruptcy Protection
DAVE & BUSTER: Moody's Hikes Rating on $495MM Bank Facility to B1
DETROIT DEVELOPMENT: Fitch Affirms BB Rating on 1998C Bonds
DGS STORE: Voluntary Chapter 11 Case Summary

ENDEAVOUR INT'L: NYSE Mulls Delisting Amid Bankruptcy Filing
FAIRMONT GENERAL: Wins 60-Day Extension of Lease Decision Period
FAJARDO PRIVATE SCHOOL: Case Summary & 20 Top Unsecured Creditors
FERROUS MINER: Receiver Wants Chapter 11 Cases Dismissed
GENON ENERGY: S&P Cuts Credit Rating to 'B-'; Outlook Stable

GGW BRANDS: Settles with 'Hottest Girl in America'
GT ADVANCED: Key Hearing Today on Request to Seal Docs
GT ADVANCED: Executives Face Class Action Lawsuit by Investors
GT ADVANCED: Reaches Deal for "Amicable Parting" with Apple
HOLLEY MOULDING: Voluntary Chapter 11 Case Summary

HOWREY LLP: McGrane Firm Must Disgorge $30,700 in Fees
I2A TECHNOLOGIES: Section 341(a) Meeting Set for Nov. 17
I2A TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
IDAHO BANCORP: Plan-Approval Hearing Set for Nov. 18
LAND LAPPER: Case Summary & 4 Unsecured Creditors

LATEX FOAM: Proposes to Pay $115K to Key Employees
LDK SOLAR: Creditors Approve Cayman and Hong Kong Schemes
LDK SOLAR: US Units' Case Summary & 12 Top Unsecured Creditors
LDK SOLAR: Cayman Unit's Chapter 15 Case Summary
LIBERTY TOWERS: Section 341(a) Meeting Scheduled for Nov. 21

LLRIG TWO LLC: Case Summary & 10 Largest Unsecured Creditors
MCCLATCHY CO: Bestinver Gestion Holds 14.9% of Class A Shares
METROPOLITAN COFFEE: Voluntary Chapter 11 Case Summary
MICHAEL ROSE: Court Dismisses Chapter 11 Bankruptcy Case
MIG LLC: Withdraws Bid to Tap Rothschild as Financial Advisor

MILLER AUTO PARTS: Committee Names ESBA LLC as Financial Advisor
MINUTEMAN SPILL RESPONSE: Sues Attorney General for Defamation
MISSION NEW ENERGY: Announces Annual General Meeting - ASX Waiver
MP-TECH AMERICA: Seeks Case Dismissal, Distribution of Funds
MVB HOLDING: Three-Member Creditors Committee Formed

NATIONAL AIR: Files for Chapter 11 Bankruptcy Protection
NORANDA OPERATING: DBRS Confirms 'BB(high)' Rating on Sec. Notes
NOVA CHEMICALS: Fitch Rates $500MM Sr. Unsecured Notes 'BB+'
OCEANSIDE MILE: Wants Approval for $5.2MM Loan from Stonegate
PLATFORM SPECIALTY: Moody's Puts B1 CFR on Review for Downgrade

PULSE ELECTRONICS: Terminates Registration of Common Stock
QEP RESOURCES: S&P Revises Outlook to Stable & Affirms 'BB+' CCR
QUANTUM CORP: Amends $75 Million Securities Prospectus
RIVER CITY: Wants Until Feb. 25 to File Notices of Removal
ROCKWELL MEDICAL: Robert Chioini Has 8.8% Ownership as of Oct. 1

ROTECH HEALTHCARE: Halts Duty to File SEC Reports
SAMUEL WYLY: $300-Mil. SEC Charge Spurs Bankruptcy Filing
SCOTTSDALE VENETIAN: Confirms Reorganization Plan
SEARS HOLDINGS: ESL, Et Al., Buy 17MM Sears Canada Shares
SEARS HOLDINGS: Offers New Debt Rights/Warrants

SIGA TECHNOLOGIES: PharmAthene, 2 Others Named to Committee
SOLAR POWER: Unit Inks $155-Mil. Contracts With Hebei Yangpu
SOUTHERN FILM EXTRUDERS: Withdraws Bid to Employ John L. Barnes
SRKO FAMILY: Lienholders Group to Take Over Colorado Crossing
SUN BANCORP: Terminates Stock Purchase Plans

TESORO LOGISTICS: Moody's Affirms Ba2 Corporate Family Rating
TESORO LOGISTICS: S&P Affirms 'BB' Corp. Credit Rating
TEXTRON INC: Fitch Plans to Withdraw Ratings
TONY SERVERA CO: Case Summary & 20 Largest Unsecured Creditors
TPC GROUP: Moody's Assigns B3 Rating on $50MM Sr. Secured Notes

TRIKO LLC: Chapter 11 Status Conference Today
TRINITY INDUSTRIES: $175 Million Awarded in Guardrail Suit
TRUMP ENTERTAINMENT: Taj Mahal Wins Court OK to Reject CBA
TRUMP ENTERTAINMENT: Seeks to Hire E&P LLP as Tax Advisors
TRUMP ENTERTAINMENT: Committee Taps Gibbons PC as Co-Counsel

TRUMP ENTERTAINMENT: Committee Names Nathan Schultz as Co-Counsel
TRUMP ENTERTAINMENT: Committee Wants to Hire PWC as Fin'l Advisor
TURNER GRAIN: Close to Filing for Chapter 11, Receiver Says
TURNER GRAIN: President Files for Ch 12 With $5.5MM Debt
U.S. DRY CLEANING: To Raise $17.5 Million in Public Offering

ULTURA (LA) INC: Voluntary Chapter 11 Case Summary
UNIVERSAL COOPERATIVES: Hearing Today on Sale of Residual Assets
UNIVERSAL COOPERATIVES: Terminating Retirement Savings Plan
URS CORP: S&P Cuts Corp. Credit Rating to BB Over AECOM Deal
USEC INC: Top Post Reshuffled Following Bankruptcy Exit

USEC INC: Babcock & Wilcox Unit Holds Class B Shares
USEC INC: Prospector Partners-Managed Accounts Hold Newco Shares
VARIANT HOLDINGS: U.S. Trustee Balks at Bid to Employ CRO
VARIANT HOLDINGS: Asks for Approval of Jefferies as Inv. Banker
VERITEQ CORP: Sells $90,750 Convertible Note to WHC Capital

WEST TEXAS GUAR: Farmers, Hedge Fund Strike Deal Over Payments

* 3rd Cir. Vetting on Laurie Silverstein for Del. Bankr. Bench


                             *********


AECOM TECHNOLOGY: S&P Assigns 'BB' Corp. Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB'
corporate credit rating to Los Angeles-based engineering and
construction (E&C) company AECOM Technology Corp.  The outlook is
stable.

At the same time, S&P assigned its 'BB+' issue rating and '2'
recovery rating to the company's senior secured credit facilities.
The '2' recovery rating indicates S&P's expectation for
substantial recovery (70%-90%) in a payment default scenario.  The
senior secured credit facilities include a $1.050 billion
revolver, a $1.925 billion term loan A, a $500 million performance
letter of credit facility, and a $1.1875 billion term loan B.

S&P also assigned its 'BB-' issue rating and '5' recovery rating
to the company's $800 million senior unsecured notes due 2022 and
$800 million senior unsecured notes due 2024.  The '5' recovery
rating indicates S&P's expectation for modest recovery (10%-30%)
in a payment default scenario.

The company used the debt proceeds to partly finance its
acquisition of URS.

"Our 'BB' corporate credit rating on AECOM reflects the company's
participation in the volatile and competitive E&C industry," said
Standard & Poor's credit analyst Robyn Shapiro.  "We expect pro
forma debt leverage of about 4.5x as of the fiscal year ended
Sept. 2014."

The company has good scale and diversity -- pro forma for the
acquisition of URS -- as a provider of engineering, construction,
professional technical, and management support services for public
and private clients globally.  Pro forma for the acquisition, the
company also has good geographic diversification across North
America.  But the pro forma revenues are concentrated (at about
76%) in the U.S. and Canada as of June 30, 2014, while Europe, the
Middle East, and Africa account for 15% and Asia-Pacific the
remaining 9%.

The stable outlook reflects S&P's view that AECOM will
successfully integrate the URS acquisition along with S&P's
expectations for good near-term operating prospects buoyed by the
combined company's large backlog.  S&P believes that these factors
will keep leverage well below 5x and allow the company free cash
flow to debt of 5% or more.

S&P could raise the rating during the next 12 months if, as a
result of good operating performance and debt reduction from free
cash flow, S&P expects adjusted debt leverage below 4x and free
cash flow to debt above 10% on a sustained basis.

Although unexpected, S&P could lower the rating during the next 12
months if AECOM's operating performance weakens and it appears
that debt to EBITDA would rise above 5x on a sustained basis or
that FOCF to debt will fall to less than 5%.  A downgrade could
also occur if, for example, the integration does not proceed as
planned or if the company experiences large cost overruns in
several of its larger contracts.


ALEXANDRA TRUST: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Alexandra Trust
        2421 Fulton Drive
        Garland, TX 75044

Case No.: 14-35049

Chapter 11 Petition Date: October 20, 2014

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Barbara J. Houser

Debtor's Counsel: Arthur I. Ungerman, Esq.
                  ARTHUR I. UNGERMAN, ESQUIRE
                  One Glen Lakes Tower
                  8140 Walnut Hill Ln., No. 301
                  Dallas, TX 75231
                  972-239-9055
                  Fax: 972-239-9886
                  E-mail: arthur@arthurungerman.com

Estimated Assets: $100 million to $500 million

Estimated Debts: $500,000 to $1 million

The petition was signed by Richard Dale Sterritt, Jr., trustee.

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


ANACOR PHARMACEUTICALS: Sells $82.5 Million Convertible Notes
-------------------------------------------------------------
Anacor Pharmaceuticals, Inc., on Oct. 16, 2014, issued and sold
$82.5 million aggregate principal amount of 2.00% Convertible
Senior Notes due 2021 to Goldman, Sachs & Co., Jefferies LLC,
Cowen and Company, LLC, and Wedbush Securities Inc., as initial
purchasers, for resale to qualified institutional buyers in a
private offering exempt from registration under the Securities Act
of 1933, as amended, in reliance upon Rule 144A under the
Securities Act.

Included in the 144A Offering were $7.5 million aggregate
principal amount of 144A Notes issued upon the exercise in full of
the over-allotment option granted to the initial purchasers in the
144A Offering.  In addition, the Company issued and sold $8
million aggregate principal amount of 2.00% Convertible Senior
Notes due 2021 in a concurrent private placement under the
Securities Act to certain funds affiliated with Venrock
Associates, an affiliate of the Company.  The Venrock Notes
constitute part of the same series as the 144A Notes.  The Notes
are general unsecured obligations of the Company.  The Notes bear
interest at a fixed rate of 2.00% per year, payable semiannually
in arrears on April 15 and October 15 of each year, beginning on
April 15, 2015.  Subject to satisfaction of certain conditions and
during certain periods, the Notes will be convertible at the
option of holders into cash, shares of the Company's common stock
or a combination thereof, at the Company's election.  The Notes
will mature on Oct. 15, 2021, unless earlier purchased, redeemed
or converted.

The Company received net proceeds from (i) the 144A Offering of
approximately $79.6 million, after deducting the initial
purchasers' fees and (ii) the Venrock Sale of approximately $8
million.  The Company used approximately $30.8 million of the net
proceeds from the 144A Offering and Venrock Sale to repay in full
its outstanding indebtedness under, and terminate, its loan and
security agreement, dated as of June 7, 2013, as amended as of
Dec. 4, 2013, with Hercules Technology Growth Capital, Inc. and
Hercules Technology III, L.P., and intends to use the remaining
net proceeds for general corporate purposes.

Indenture

The Company issued the Notes pursuant to an indenture dated as of
Oct. 16, 2014, by and between the Company and Wells Fargo Bank,
National Association, as trustee.

Subject to satisfaction of certain conditions and during certain
periods, the Notes will be convertible at the option of holders
into cash, shares of the Company's common stock or a combination
thereof, at the Company's election.  The conversion rate will
initially be 32.2061 shares of common stock per $1,000 principal
amount of Notes (equivalent to an initial conversion price of
approximately $31.05 per share of the Company's common stock).
The conversion rate and the corresponding conversion price will be
subject to adjustment upon the occurrence of certain events, but
will not be adjusted for any accrued and unpaid interest.  The
initial conversion price of the Notes represents a premium of
approximately 35% to the $23.00 per share closing price of the
Company's common stock on Oct. 9, 2014.

Registration Rights Agreement

In connection with the Venrock Sale, the Company entered into a
registration rights agreement dated as of Oct. 16, 2014, with the
Venrock Funds.  Pursuant to the Registration Rights Agreement, the
Company has agreed, upon request from the Venrock Funds on up to
three separate occasions, from and after the one-year anniversary
of the last date of original issuance of the Venrock Notes, to
file a shelf registration statement on Form S-3 with the
Securities and Exchange Commission to register the resale by the
Venrock Funds of (1) the Venrock Notes, (2) any shares of the
Company's common stock issuable to the Venrock Funds upon
conversion of the Venrock Notes or (3) any other securities that
may be issued or distributed in respect of any of the securities
described in (1) or (2) above by way of conversion, dividend,
stock split or other distribution or specified corporate
transactions.  Registrable Securities do not include any
securities described above that were previously sold by the
Venrock Funds to the public pursuant to an effective registration
statement or Rule 144 under the Securities Act or are able to be
sold by the Venrock Funds without volume limitations pursuant to
Rule 144.  The Venrock Funds will bear certain registration
expenses and all selling expenses incurred in connection with any
registration of the Registrable Securities pursuant to the
Registration Rights Agreement.

A copy of the Form 8-K as filed with the SEC is available at:

                         http://is.gd/GXhjt1

                     About Anacor Pharmaceuticals

Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform.  Anacor has discovered eight compounds
that are currently in development.  Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.

For the six months ended June 30, 2014, Anacor reported a net
loss of $45.68 million.

Anacor reported net income of $84.76 million in 2013, a net loss
of $56.08 million in 2012 and a net loss of $47.94 million in
2011.  The Company's balance sheet at June 30, 2014, showed
$137.63 million in total assets, $48.02 million in total
liabilities, $4.95 million in redeemable common stock and $84.65
million in total stockholders' equity.


ARDENT MEDICAL: Moody's Affirms B2 Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service affirmed the ratings of Ardent Medical
Services, Inc. (Ardent), including the company's B2 Corporate
Family Rating and B2-PD Probability of Default Rating. Moody's
also affirmed the company's credit facility ratings including the
B1 rating on the first lien revolver and term loan and the Caa1
rating on the second lien term loan. The rating outlook is stable.

The affirmation of Ardent's B2 Corporate Family Rating reflects
Moody's expectation that pro forma debt to EBITDA will continue to
decline to around 5.0 times over the next 12 to 18 months. The pro
forma leverage amount reflects the repayment of debt with proceeds
from the sale of the company's health plan segment and adjustments
to exclude the losses in that segment from the ongoing run rate of
EBITDA. Moody's also expects EBITDA growth from the continued
improvement in the company's Albuquerque market following the
disruption caused by the loss of a significant referral source and
return on capital investments in other markets.

Following is a summary of Moody's rating actions on Ardent Medical
Services, Inc.:

Ratings affirmed:

Corporate Family Rating at B2

Probability of Default Rating at B2-PD

Senior secured first lien at B1 (LGD3)

Senior secured second lien at Caa1 (LGD5)

The rating outlook is stable

Ratings Rationale

The B2 Corporate Family Rating reflects Ardent's high financial
leverage, limited geographic diversification and modest free cash
flow. Moody's also expects that the company will pursue
acquisitions, which could be debt financed, in order to increase
its scale. These risks are balanced against improving volume
trends and Moody's expectation that capital projects will
contribute to modest improvement in margins and cash flow.

The stable rating outlook reflects Moody's expectation of modest
improvement in margins and cash flow. Additionally, while Moody's
expects that Ardent will continue to pursue additional investment
opportunities, Moody's anticipates that the company will maintain
a disciplined approach to debt financed acquisitions and entrance
into new markets.

The ratings could be upgraded if operating performance improves
and the company is expected to generate sustained positive free
cash flow. Additional diversification through expansion into new
markets without detriment to financial metrics could also result
in an upgrade. More specifically, the ratings could be upgraded if
debt to EBITDA is sustained below 4.5 times.

Conversely, the ratings could be downgraded if Ardent is not
expected to sustain debt to EBITDA below 5.5 times or if free cash
flow is expected to be negative. Liquidity deterioration or a
material debt financed acquisition could also result in a
downgrade of the ratings.

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

Ardent Medical Services, Inc., based in Nashville, Tennessee, is a
wholly owned subsidiary of AHS Medical Holdings LLC (collectively
Ardent). The company operates thirteen acute care hospitals in
three states. Ardent is a privately held company with a
controlling interest in its outstanding shares held by Welsh,
Carson, Anderson & Stowe.


AZUSA, CA: Moody's Affirms Ba2 Lease Revenue Refunding Rating
-------------------------------------------------------------
Moody's Investors Service has affirmed the city of Azusa's (CA)
Issuer Rating at Baa1 and the city's 2003 Lease Revenue Refunding
Certificates of Participation rating at Ba2. Moody's has
maintained the negative outlook on these ratings.

Rating Rationale

The affirmation of the issuer and COPs ratings reflects the city's
continued very weak general fund liquidity position. Most of the
city's General Fund reserves are non-spendable land assets. While
the sale of these land assets would substantially alleviate the
city's liquidity issues, whether the city can sell the land
remains uncertain. The city needs the state's Department of
Finance (DOF) to approve the transfer of the land to the city from
the former redevelopment agency. Without the land-sale proceeds,
the city has limited short-term financial flexibility reflected in
its negative available reserves.

The city's operating performance in recent years has been very
weak, including the city's reliance on its enterprise funds for
operating purposes. Operating performance is however showing some
signs of improvement with very small surpluses estimated in fiscal
2014 and budgeted for in 2015.

The Baa1 rating also incorporates the city's growing property tax
base, slowly improving economic profile, below-average
socioeconomic profile and very low direct debt burden.

The Baa1 issuer rating represents what the city's GO rating would
be if the city had such debt. Under California law, a city's GO
pledge is an unlimited ad valorem pledge of the city's tax base.
The city must raise property taxes by whatever amount necessary to
repay the obligation, irrespective of its underlying financial
position.

The Ba2 rating on the city's certificates of participation reflect
the less secure pledge for lease obligation payments and reflects
the additional risk to bondholders from the city's financial,
operational and economic condition over the more secure GO pledge.
A lease pledge is a contractual obligation, on parity with a
city's other unsecured obligations, backed by all of the city's
available financial resources.

The negative outlook reflects the city's operating challenges from
its limited operating flexibility as well as the uncertainty over
the city's ability to maintain and monetize the city's land assets
in the general fund.

Strengths

-- Stabilizing property tax base that increased in value in
    fiscal years 2013, 2014, and 2015

-- Low direct debt burden

-- Fast payout of debt

Challenges

-- Very limited general fund liquidity

-- Uneven operating performance

WHAT COULD CHANGE THE RATING - UP

-- Timely sale of land assets resulting in a more liquid general
    fund reserves

-- Improved fiscal balance allowing for surplus revenues and
    rebuilding of reserves

WHAT COULD CHANGE THE RATING - DOWN

-- Sustained fiscal imbalance resulting in further deterioration
    of reserves

-- Increased liquidity risk with negative operating cash flows
    leading to reliance on interfund and/or third-party resources

-- Adverse findings related to RDA obligations resulting in a
    negative financial impact to the city

The principal methodology used in the issuer (GO-equivalent)
rating was US Local Government General Obligation Debt published
in January 2014. The principal methodology used in the lease-
backed rating was The Fundamentals of Credit Analysis for Lease-
Backed Municipal Obligations published in December 2011.


BERNARD L. MADOFF: Trustee, Developer Strike Settlement
-------------------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal, reported
that Edward Blumenfeld, a real-estate developer, who invested with
Bernard Madoff agreed to return $32.75 million in cash and
surrender $29.35 million in claims against the convicted Ponzi-
scheme operator?s investment firm under a new settlement.
According to the report, Irving Picard , the court-appointed
trustee for Mr. Madoff's company, filed papers in bankruptcy court
outlining a settlement with Mr. Blumenfeld, his New York real-
estate company and his family, which settlement was the product of
multiple mediation sessions.

                     About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970.  The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims, with the fourth
and latest batch of distributions done in May 2014.  Distributions
to eligible claimants have totaled almost $6 billion, which
includes $812.2 million in committed advances from the SIPC.  More
than 1,100 victims have already recovered the full principal they
lost in the fraud.

As of May 2014, Mr. Picard has recovered or reached agreements to
recover $9.8 billion since his appointment in December 2008.


BG MEDICINE: Suspends Payments to Non-Employee Directors
--------------------------------------------------------
The Board of Directors of BG Medicine, Inc., suspended further
payments of cash and equity compensation to its non-employee
directors under the Company's Non-Employee Director Compensation
Policy for services to be provided by the non-employee directors
beginning on Oct. 1, 2014.  The Board took this action to conserve
the Company's cash and equity to deploy for other operational
purposes.  The Board intends to re-evaluate the payment of
compensation to its non-employee directors in 2015, the Company
disclosed in a regulatory filing with the U.S. Securities and
Exchange Commission.

                         About BG Medicine

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

BG Medicine reported a net loss of $15.84 million on $4.07 million
of total revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $23.76 million on $2.81 million of total
revenues during the prior year.  The Company's balance sheet at
June 30, 2014, showed $11.24 million in total assets, $7.25
million in total liabilities and $3.98 million in total
stockholders' equity.

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


BROADWAY FINANCIAL: Raised $9.7 Million From Private Placement
--------------------------------------------------------------
Broadway Financial Corporation has completed its previously
announced plan to raise additional common equity, extend the
maturity of the Company's Floating Rate Junior Subordinated
Debentures and implement modifications to the payment terms of the
Debentures.

The Company raised approximately $9.7 million of new equity
capital through private sales of an aggregate of 1,856,229 shares
of voting common stock and 6,973,320 shares of non-voting common
stock at a price of $1.10 per share to twenty-four investors, led
by an entity affiliated with Gapstow Capital Partners, and
including members of the Company's Board of Directors and senior
management.  The other investors included both new and current
stockholders.  The net proceeds from the placement were used to
repay $900,000 of the principal amount of the Debentures at face
value, pay all of the accrued interest on the Debentures, which
had accumulated to approximately $805 thousand over the past four
years, and retire the outstanding principal balance of $2.425
million, and related accrued interest, on the Company's senior
loan due to another bank.  The remaining $4.7 million of net
proceeds from the Private Placement will be used to fund the
Company's working capital and make an incremental investment into
the Bank to support growth.

As a result of these transactions, the Company's remaining debt
consists solely of $5.1 million of Debentures.  Debt service
requirements have been reduced for the next five years to
approximately $142 thousand per year based on current interest
rates.  The modified terms of the Debentures require quarterly
payments of interest only for the next five years at the original
rate of 3 Month LIBOR plus 2.54%.  Starting in June 2019, the
Company will be required to make quarterly payments of equal
amounts of principal, plus interest, until the Debentures are
fully amortized on March 17, 2024.  The Debentures may be called
for redemption at any time by the Company.

Giving effect to the Private Placement, the book value of the
Company's common equity is $1.24 per share as of June 30, 2014.
The number of shares of common stock has been increased to
29,076,708 shares, including 21,405,188 shares of voting common
stock and 7,671,520 shares of non-voting common stock.  Based on
the assumed uses of proceeds, the Bank's pro forma Tier 1 Leverage
ratio increased to 11.33%, its pro forma Tier 1 Risk-Based Capital
ratio increased to 16.77%, and its pro forma Total Risk-Based
Capital ratio increased to 18.06%, each as of June 30, 2014.

Chief Executive Officer, Wayne-Kent Bradshaw stated, "Consummation
of the Private Placement and Debenture Extension represent the
final chapter in the restructuring of the Company's balance sheet.
In conjunction with the improvements in the quality and
performance of our loan portfolio, we are now able to devote our
attention to producing profitable growth and enhancing operations
for our investors.  We are especially pleased that several of the
investors that participated in our Recapitalization in August
2013, including Gapstow Capital Partners, National Community
Investment Fund, Economic Resources Corporation, and the
California Community Foundation, elected to invest additional
funds in the Private Placement in support of our mission of
serving low-to-moderate income communities in Southern California.
In the near term, we will accelerate our efforts to improve
operations and pursue growth, and continue our efforts to remove
the restrictions under our regulatory orders.

Finally, on behalf of the Board of Directors I would like to
express our sincere thanks and appreciation to the members of the
local communities that we serve, our employees, and all of our
stockholders for their patience and enduring support through the
extended process that was required to successfully return Broadway
and the Bank to a solid financial foundation.  Your support is a
strong testimony to the strength of Broadway's brand and position
in Southern California, and enables the Company to continue to be
a leader in serving low-to-moderate income communities in Southern
California."

Jack Thompson, Head of Financial Institutions Investments of
Gapstow Capital Partners, commented, "We are proud to help
Broadway Financial complete its financial restructuring so that
the Bank can continue making loans to foster local businesses and
provide affordable housing to low-to-moderate income families in
Southern California.  Gapstow Capital Partners has invested in a
number of community banks that, like Broadway Financial, are the
lifeblood of their communities.  We believe that their health is a
vital component of the overall economy."

BlackTorch Capital served as financial advisor to the Company.

Arnold & Porter, LLP, served as legal advisor to the Company.

                     About Broadway Financial

Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank.  In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b.  The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.

The Company is regulated by the Board of Governors of the Federal
Reserve System.  The Bank is regulated by the Office of the
Comptroller of the Currency and the Federal Deposit Insurance
Corporation.

Broadway Financial reported a loss allocable to common
stockholders of $1.08 million in 2013, a loss allocable to common
stockholders of $693,000 in 2012 and a net loss available to
common shareholders of $15.36 million in 2011.

The Company's balance sheet at March 31, 2014, the Company had
$335.07 million in total assets, $308.51 million in total
liabilities and $26.56 million in total stockholders' equity.


CAESARS ENTERTAINMENT: Bankruptcy Filing Possible, Analysts Say
---------------------------------------------------------------
Alex Bumazhny, a financial analyst at Fitch Ratings, said that
bankruptcy for Caesars Entertainment Corporation is likely, given
the amount of debt, Craig Pearson, writing for The Windsor Star,
reports.

The Windsor Star says that some analysts have predicted that if
the Company files for bankruptcy protection, it could happen
before the end of the year or early next year.

John Seward at Benzinga relates that the Company entered into non-
disclosure accords with major creditors last week to allow bank
negotiations to start.  The Debtor is seeking to reduce its
$24.2 billion debt and forestall a bankruptcy filing,
Insidetrade.co adds.

According to The Windsor Star, the Company recently filed a
document on its financing plan with the U.S. Securities and
Exchange Commission.  Mr. Bumazhny, says The Windsor Star, noted
that so many creditors make an agreement difficult to achieve.
"But we don't really think it's going to have a major impact on
the operations," the report quoted Mr. Bumazhny as saying.  The
report says that Mr. Bumazhny expects things to worsen for the
Company before they improve.  The Company could shut down more
facilities, but not in the near future and not because of its
financial restructuring, the report states, citing the analyst.

                     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'.


CAESARS ENTERTAINMENT: Gets Notice of Default From Noteholders
--------------------------------------------------------------
Caesars Entertainment Operating Company, Inc., a majority-owned
subsidiary of Caesars Entertainment Corporation, received a Notice
of Default from holders purporting to own at least 30% in
principal amount of CEOC's outstanding second-priority senior
secured notes issued under the Indenture, dated Dec. 24, 2008, by
and among CEOC, CEC and Wilmington Savings Fund Society, FSB, as
successor trustee to U.S. Bank National Association, according to
a regulatory filing with the U.S. Securities and Exchange
Commission.

The Noteholders' claims in the Notice are substantially similar to
the claims made by the noteholders and the trustee of CEOC's
second-priority senior secured notes issued under the Indenture,
dated April 15, 2009, by and among CEOC, CEC and Wilmington
Savings Fund Society, FSB, as successor trustee.

The Notice claims that to the extent the defaults are not remedied
within 60 days, those defaults will become events of default under
the Indenture.

There is approximately $1 billion of Notes outstanding under the
Indenture.  Under certain circumstances, the holders of at least
30% in principal amount of outstanding Notes may accelerate CEOC's
obligations under the Notes upon an actual event of default under
the Indenture and may, after providing the Trustee reasonable
security or indemnity satisfactory to the Trustee against any
loss, liability or expense, request the Trustee to pursue
remedies, which are subject to the terms of the agreements
governing the Notes, including applicable intercreditor
agreements.

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

                        http://is.gd/BfU9s1

                   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'.


CAESARS ENTERTAINMENT: To Begin Formal Discussions With Lenders
---------------------------------------------------------------
Caesars Entertainment Corporation and its subsidiary Caesars
Entertainment Operating Company, Inc., disclosed that they have
executed non-disclosure agreements with certain beneficial holders
of debt, including senior secured term loans, issued by CEOC
pursuant to the third amended and restated credit agreement, dated
as of July 25, 2014, enabling the commencement of formal
discussions with the Bank Lenders.

"This latest and important step further reflects our commitment to
working constructively with creditors to deleverage CEOC and
create a path toward a sustainable capital structure for CEOC that
is in the best interest of all stakeholders," said Gary Loveman,
Chairman and CEO of Caesars Entertainment and Chairman of CEOC.

On Sept. 12, 2014, Caesars Entertainment and CEOC announced that
they had executed non-disclosure agreements with certain
beneficial holders of CEOC's 11.25% senior secured notes due 2017,
8.5% senior secured notes due 2020 and 9% senior secured notes due
2020.

                     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'.


CAESARS ENTERTAINMENT: To Enter Into Formal Talks w/ Bank Lenders
-----------------------------------------------------------------
Lisa Allen, writing for The Deal, reported that bank lenders to
Caesars Entertainment Corp.'s operating subsidiary have signed
confidentiality agreements to enter formal negotiations as the
casino operator attempts to rally lenders to work out a
restructuring plan.  According to the report, CreditSights Inc.
analyst Chris Snow expects that the private equity-backed company
will discuss a comprehensive restructuring plan for Caesars
Entertainment Operating Co., the highly indebted operating unit,
and the timing of executing such a plan, but he also thinks the
company may have more specific goals in mind.

As previously reported by The Troubled Company Reporter, CEOC, on
Oct. 16, 2014, entered into certain control arrangements with
Credit Suisse AG, Cayman Islands Branch, as successor collateral
agent for the first lien secured creditors covered by a Collateral
Agreement, in order to provide the first lien secured creditors
with a perfected lien on its cash.

According to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, granting the lien may mean that the largest
U.S. casino owner won?t file for Chapter 11 reorganization at
earliest until late January because a sooner filing would permit
voiding the newly-granted lien as a so-called preference.

                     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'.


CANOVA'S KITCHEN: Closes Down East Lake Road Restaurant
-------------------------------------------------------
Canova's Kitchen, Inc., shut down its Peppers restaurant on East
Lake Road in September, Megan Brandow at the Daily Messenger
reports.

According to Daily Messenger, documents show that the business
bankruptcy case was closed in July 2014, months before the
restaurant closed its doors.  Daily Messenger relates that the
Company's owner, Darren Canova, also filed for Chapter 7 personal
bankruptcy on Aug. 9, 2014, and that case is still pending,
awaiting a meeting of creditors.

Victor, New York-based Canova's Kitchen, Inc., dba Peppers Deli &
Pastas, filed for Chapter 11 bankruptcy protection (Bankr.
W.D.N.Y. Case No. 13-21454) on Sept. 24, 2013.  Judge Paul R.
Warren presided over the case.  David H. Ealy, Esq., at Trevett,
Cristo, Salzer & Andolina, P.C., served as the Company's
bankruptcy counsel.  The Company estimated its assets and debts at
between $500,001 and $1,000,000 each.


CASH STORE: Obtains OK to Sell Part of Business to Money Mart
-------------------------------------------------------------
The Cash Store Financial Services Inc. disclosed that the Ontario
Superior Court of Justice (Commercial List) has approved the
binding agreement for Cash Store Financial to sell a portion of
its business and assets to National Money Mart Company, as
announced on Oct. 9, 2014.

The Agreement and the completion of the Transaction remain subject
to certain regulatory approvals and satisfaction of certain
customary closing conditions.  The current expectation remains
that the Transaction will be completed by late 2014 or early 2015,
following regulatory approval.  Cash Store Financial will continue
to provide updates as the necessary approvals are obtained and the
Transaction is finalized.  In the interim, the Company will
continue to operate its business as usual.

Cash Store Financial's Chief Restructuring Officer and Rothschild
Inc., the Company's financial advisor, in consultation with the
CCAA Court-appointed Monitor, FTI Consulting Canada Inc., have
determined that the bid submitted by Money Mart was the most
favorable bid received, and was therefore selected pursuant to the
terms of the Sale Process.

Further details regarding the Transaction, along with other
details regarding the Company's Companies' Creditors Arrangement
Act proceedings, are available on the Monitor's Web site at
http://cfcanada.fticonsulting.com/cashstorefinancial. The Company
will continue to provide updates on its restructuring and the
Transaction as matters advance.

                       Default Status Report

Cash Store provided a default status report in accordance with the
alternative information guidelines in National Policy 12-203 Cease
Trade Orders for Continuous Disclosure Defaults.

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

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

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

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

                      Seeks OK to Comply With
                     Document Production Demand

Cash Store said it is seeking court approval of a proposal aimed
at preserving Company resources while meeting its obligations to
comply with a document production demand by the Alberta Securities
Commission related to an investigation by the ASC.

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

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

                      About Cash Store Financial

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

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

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


CAPITAL AUTOMOTIVE: Moody's Assigns Ba3 Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service has assigned Capital Automotive LLC
(New) a Ba3 Corporate Family Rating following the transfer of
ownership from investors advised by DRA Advisors LLC, to
Brookfield Property Partners and its institutional partners.
Concurrently, Moody's affirmed the Ba2 senior secured credit
facility rating and the B1 second lien term loan rating of Capital
Automotive L.P. ('Operating company'), the operating partnership
that is owned by Capital Automotive LLC (New).

The following rating was assigned with stable outlook:

Capital Automotive LLC (New) -- Corporate family rating at Ba3

The following ratings were affirmed with a stable outlook:

Capital Automotive LP Senior secured credit facility at Ba2,
Second lien term loan at B1

Ratings Rationale

Brookfield Property Partners and its institutional partners have
acquired Capital Auto from DRA Advisors' managed funds for $4.3
billion. The transaction included $300 million new ABS debt
issuance and a $100 million increase to the second lien credit
facility. Unused capacity on the $200 million revolver maturing in
2018, stable operating cash flows and no debt maturities till
2017, are some factors that offset the deterioration in leverage
metrics. Capital Auto will continue to guarantee the secured
facility and second lien borrowings of the operating company.

Capital Auto's portfolio consists of triple net lease assets with
high occupancy. The portfolio is geographically diverse (35
states) and weighted average rental coverage is strong at 4.0x.
The EBITDA margins are strong and fixed charge coverage was 1.7x
in the first half of 2014. On the downside, speculative rated
dealerships account for a large portion of Capital Auto's
clientele and there are few alternative uses for Capital Auto's
properties. In addition, Capital Auto's dividend payout ratio has
been high in recent quarters; Capital Auto's portfolio growth
strategy and the new investor's capitalization strategy would
influence future trends.

The outlook for the rating is stable based on the expectation that
Capital Auto's operational strengths will continue to generate
predictable cash flows to support its debt service. The entity's
diversified client base, strong rent coverage and improving trends
in auto dealership performance are some other factors that
contribute to the stable outlook.

Moody's would consider an upgrade if Capital Auto's net
debt/EBITDA was below 9x, secured debt as a proportion of gross
assets was less than 50%, fixed charge coverage was above 1.8x on
a consistent basis and the company maintained adequate liquidity
to meet obligations for at least 12 months. Deterioration in net
debt/EBITDA to above 12.0x, effective leverage (debt + preferred
as a % of gross assets) above 80% and fixed charge below 1.5x are
some factors that could lead to a downgrade.

Capital Automotive LLC (New), headquartered in McLean, Virginia,
owns and acquires real estate used by multi-franchised auto
dealerships and related businesses. As of June 30, 2014, Capital
Auto had a portfolio of auto retail assets representing 448
automotive franchises.

The principal methodology used in these ratings was Global Rating
Methodology for REITs and Other Commercial Property Firms
published in July 2010.


CATALENT PHARMA: Moody's Raises Corp. Family Rating to B1
---------------------------------------------------------
Moody's Investors Service upgraded Catalent Pharma Solutions,
Inc.'s Corporate Family Rating to B1 from B2, Probability of
Default rating to B1-PD from B2-PD and Senior Unsecured Term loan
rating to B3 from Caa1. Moody's also affirmed the company's
Speculative Grade Liquidity rating of SGL-2. The rating outlook is
positive. These rating actions follow Catalent's successful
initial public offering and subsequent debt repayment of more than
$870 million. This concludes the rating review that was initiated
on July 31, 2014.

At the same time, Moody's also lowered the senior secured credit
facilities rating to B1 from Ba3. Because the debt reduction
involved Catalent's senior subordinated debt and senior unsecured
notes and a large portion of the unsecured term loan, the
remaining debt structure is predominantly composed of senior
secured credit facilities with limited loss absorption cushion
from junior debt. As such, the senior secured debt credit
facilities are rated at par with the B1 Corporate Family Rating.

The one notch upgrade of the CFR to B1 reflects Catalent's recent
improvement in organic revenue growth and operating profit in
spite of on-going industry challenges. The upgrade reflects the
significant deleveraging effect from the debt repayment from the
recent IPO. The debt paydown using IPO proceeds was substantial
and has reduced Catalent's leverage to below 5.0x debt/EBITDA,
from a previous level of 7.0x, and meaningfully reduced cash
interest expense.

The positive rating outlook reflects Catalent's improving
operating trend as well as Moody's expectation that the company
will likely be able to reinvigorate revenue growth close to its
long-term growth rate in the mid-single digit range over the next
12-18 months. In addition, absent meaningful acquisition
activities, Moody's expects a portion of the free cash flow to be
used to reduce debt, resulting in further deleveraging.

The rating actions are as follows:

Ratings upgraded:

Corporate Family Rating to B1 from B2

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

Senior unsecured term loan to B3, LGD6 from Caa1, LGD5

Rating affirmed:

Speculative Grade Liquidity rating at SGL-2

Rating downgraded:

Senior secured revolving credit facility to B1, LGD3 from Ba3,
LGD3

Senior secured term loan to B1, LGD3 from Ba3, LGD3

Rating outlook: Positive

Ratings Rationale

Catalent's B1 rating is constrained by industry-wide contract
manufacturing challenges including reduced R&D spending by large
pharmaceutical manufacturer customers, generic drug conversion and
pricing pressure and high fixed costs, which can create volatility
in net profit and cash flow. The rating is also constrained by
Catalent's moderately high debt/EBITDA which Moody's expects to
remain at approximately 4.5x in the near term. Moody's believes,
however, that Catalent will benefit from the favorable trend of
increasing outsourcing by the pharmaceutical and biotech industry
and that it is relatively well positioned in mitigating the above
challenges given the company's large scale and diversified
customer base. In addition, the company is a leader in development
and manufacturing of softgels and other oral drug delivery
technologies ("Oral Technologies") and commands a large library of
patents, know-how, and other intellectual properties that not only
raise barriers to entry but also help enhance margins.

Should Catalent sustain positive operating momentum in the near to
medium term and further reduce its financial leverage such that
its debt/EBITDA approaches 4.0x, and free cash flow to debt
improves towards 10%, Moody's could upgrade the company's ratings.

If Moody's expects leverage to be sustained at or above 5.5x,
either due to deterioration in EBITDA, acquisitions or
shareholder-friendly payouts, Moody's could downgrade the ratings.

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

Catalent Pharma Solutions, Inc., based in Somerset, New Jersey, is
a leading provider of development solutions and advanced delivery
technologies for drugs, biologics and consumer health products.
The company reported revenue of approximately $1.8 billion for the
twelve months ended June 30, 2014.


CD STORES: L'Oreal USA Acquires Carol's Daughter
------------------------------------------------
Lisa Price, who started Carol's Daughter in 1993, said that
L'Oreal USA has purchased the Company, Yesha Callahan at
Theroot.com reports.

Tonya Garcia at Madame Noire relates that the sale is subject to
the final regulatory approvals, and other financial details are
undisclosed.

The Company, according to Madame Noire, will continue with its
current leadership team, based out of its New York City
headquarters.

                         About CD Stores

Entities affiliated with beauty products company Carol's Daughter
filed for Chapter 11 bankruptcy protection April 24, 2014 (Bankr.
S.D.N.Y. Lead Case No. 14-11192) in Manhattan.  The filing
entities are CD Stores LLC and its retail affiliates: CD Store
125th, LLC; CD Store Atlantic Terminal, LLC; CD Store Roosevelt
Field, LLC; CD Store Pentagon City LLC; CD Store Newport Centre,
LLC; CD Store Fox Hills, LLC; and CD Store Lenox Square, LLC.

The Debtors' primary business is the marketing and sales of
natural hair, body, and skincare beauty products under the name
"Carol's Daughter," from retail stores located in New York, New
Jersey, Georgia, Virginia, and California.  Carol's Daughter has
been known for its natural beauty products for more than 20 years.

Debtor CD Stores does not operate a retail location, and has no
employees, but it is the sole member of the Retail Debtors, and
guarantor with respect to certain lease agreements for Debtor
125th, Debtor Roosevelt Field, Debtor Lenox, Debtor Newport,
Debtor Fox, and Debtor Pentagon.

Debtor CD Stores is wholly owned by Carol's Daughter Holdings,
LLC, a New York limited liability company.  CD Holdings is the
sole member of Debtor CD Stores, and Carol's Daughter Products,
LLC, a Delaware limited liability company.

Neither CD Holdings nor CD Products have sought bankruptcy
protection.  CD Holdings and CD Products focus on the marketing
and sales of Carol's Daughter beauty products direct to consumers,
through CarolsDaughter.com, a website owned and operated by
Carol's Daughter Online, LLC1, as well as to wholesale vendors.
The Debtors are not involved in the online marketing and sales of
Carol's Daughter beauty products.

CD Stores estimated assets and debts each in the $1 million to $10
million range.  As of April 20, 2014, the Debtors, on an unaudited
basis, had total assets with a book value of $280,435 and total
liabilities of roughly $7,050,016.

Judge Shelley C. Chapman presides over the cases.  Gerard R.
Luckman, Esq., and Adam L. Rosen, Esq., at Silverman Acampora LLP,
serve as the Debtors' counsel.

The petitions were signed by John D. Elmer, chief financial
officer, chief operating officer.

                               * * *

As reported by the Troubled Company Reporter on Sept. 16, 2014,
Bloomberg News bankruptcy columnist Bill Rochelle reported that
U.S. Bankruptcy Judge Shelley C. Chapman, on Sept. 2, 2014, signed
an order confirming the reorganization plan for CD Stores.


COLOR STAR: Confirms First Amended Joint Plan of Liquidation
------------------------------------------------------------
Color Star Growers of Colorado, Inc., et al., won confirmation of
their First Amended Joint Plan of Liquidation dated Aug. 5, 2014.

The order noted that there were no formal objections filed to the
Plan or made at the confirmation hearing.

As already reported in the TCR, according to the the Plan provides
for the creation two trusts: The Color Star Liquidation Trust and
the Color Star Litigation Trust.  The Plan was designed to
accomplish the further liquidation of the Debtors' estates and
provide a mechanism for the distribution of the proceeds of
liquidation to beneficiaries of the estates.

All of the Debtors' powers, assets and property not transferred or
distributed on or prior to the Effective Date of the Plan will
vest in the two trusts on the Effective Date for the benefit of
each trust's beneficiaries.

The cash necessary for confirmation will come from the cash in the
Debtors' possession on the confirmation Date pursuant to the terms
of the global settlement and the cash proceeds of Liquidation
Trust Assets and Litigation Trust Assets collected by the
Liquidation Trustee and Litigation Trustee after the Effective
Date.

A copy of the Disclosure Statement explaining the terms of the
Plan is available for free at
http://bankrupt.com/misc/COLORSTAR_432_ds.pdf

                         About Color Star

Color Star, a grower and wholesaler of flowers and nursery stock
with greenhouses and distribution centers in Colorado, Missouri
and Texas, filed for Chapter 11 bankruptcy protection in December
2013.

Color Star Growers of Colorado, Inc., and two affiliates filed
Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos.
13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas.  The
petitions were signed by Brad Walker, chief restructuring officer.
The Debtors estimated assets of at least $10 million and
liabilities of at least $50 million.

Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne
Sewell LLP, serve as the Debtors' counsel.  Simon, Ray & Winikka
LLP serves as special conflicts counsel.  SSG Advisors, LLC
provides investment banking services, and UpShot Services LLC
serves as claims, noticing and balloting agent.

The Official Committee of Unsecured Creditors appointed in the
Debtors' cases retained Gavin/Solmonese, LLC as financial
advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq.,
Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt
Kopf & Harr, PC as attorneys.


CONSTELLATION BRANDS: Fitch Rates $800MM Dual Tranche Notes 'BB+'
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Constellation Brands
Inc. $800 million dual-tranche senior notes due 2019 and 2024. The
Rating Outlook is Stable. Constellation expects to use the net
proceeds for general corporate purposes, including the repayment
of indebtedness. Constellation has $500 million of 8.375% notes
maturing in December 2014.

Key Rating Drivers

Leverage Impact from Investment Relatively Neutral; Long-term
Improvement Expected

Fitch believes that while total debt levels are expected to
increase and the free cash flow (FCF) outlook has decreased in the
near term due to recently announced strategic initiatives,
leverage expectations should remain relatively neutral. Moreover,
Fitch expects Constellation to remain on-track to restore leverage
back under 4x during fiscal 2016 as the substantial investments in
the beer segment reflect stronger underlying growth in revenues,
profitability and cash flows than previously expected.

Pro forma for the offering, total debt-to-EBITDA for Aug. 31, 2014
was approximately 4.4x. Leverage, while improved from the close of
the Modelo acquisition, remains outside of current expectations
for the 'BB+' rating category. The post-closing adjustment payment
of approximately $558 million due in June 2014, the high capital
investment required for the brewery expansion and the glass
sourcing investment strategy limits any meaningful debt reduction
through fiscal 2016. Consequently, cash flow growth is expected to
drive further leverage improvement to below 4x during fiscal year
(FY) 2016. Lease adjusted funds from operations (FFO) gross
leverage was approximately 5.1x as of Aug. 31, 2014 which is
consistent with the 'BB' category for an alcoholic beverage
company. Fitch expects FFO adjusted leverage will improve
moderately over the forecast.

Good Market Position and Diversification
The ratings recognize Constellation's strong position in the
premium beer, wine and spirits business that supports its sizable
and stable cash generation. Fitch expects Constellation will
produce increasing levels of cash from operations driven
principally by expectations for favorable industry demand trends,
further leverage on new product development, and the potential for
increased efficiencies through cost synergies.

Constellation is one of the foremost leading producers of premium
wine and spirits. The company sold approximately 32 million cases
during the first half of FY2015 with leading market share
positions in the U.S., Canada and New Zealand. Constellation
markets multiple wine brands across all categories and at several
price points. Its well-known wine brands include; Robert Mondavi
Brands, Clos du Bois, Estancia, Black Box, Arbor Mist, Blackstone,
Rex Goliath, Simi, Toasted Head, Mark West, Ravenswood, Franciscan
Estate, Ruffino, Wild Horse, Kim Crawford, Mount Veeder, Nobilo
and Inniskillin. These focus brands represent the majority of U.S
profitability. Premium spirit brands in its portfolio include
SVEDKA Vodka, and Black Velvet Canadian Whisky all of which,
according to the company, have a leading position in their
respective categories. In the U.S., Constellation sells 14 of the
top-selling 100 table wine brands.

Constellation has a perpetual, exclusive license to import, market
and sell primarily Grupo Modelo's Mexican beer portfolio in the 50
states of the U.S., the District of Columbia and Guam. According
to the company, Constellation is the largest imported beer company
in the U.S. and the third largest beer company overall with a beer
portfolio that contains five of the top 15 imported beers. Corona
Extra is the best-selling imported beer with more than 100 million
cases sold, significantly higher than the nearest import
competitor, Heineken. Corona Light is the leading imported light
beer with almost 14 million cases sold.

The Modelo acquisition also substantially increased the
diversification of Constellation revenues and cash flows.
Constellation generates approximately 55% of revenues and more
than 60% of segment operating income from the beer business.
Constellation should benefit from the current marketing momentum
in the beer segment, the expected favorable growth of imported
beer sales in the U.S., and the strength of the Corona brand. As
such, Fitch anticipates the beer segment mix to grow during the
next several years as Constellation increases earnings and cash
flow over the longer term.

Solid Liquidity and Profitability Underpin Financial Profile
Constellation's liquidity was approximately $835 million as of
Aug. 31, 2014. The company had a cash position of $104 million and
approximately $726 million of availability under its $850 million
revolving five-year secured credit facility that matures in 2018.
Constellation has two accounts receivable securitization
facilities that provide additional borrowing capacity from $190
million up to $290 million and from $100 million up to $160
million. Constellation had availability on the facilities of $270
million and $154 million respectively as of Aug. 31, 2014.

FCF for the latest 12 month (LTM) period ending Aug 31, 2014 was
$520 million. Constellation's reduced FCF expectation for fiscal
2015 to the range of $275 million - $350 million, which is
reasonable and achievable. FCF expectations in FY2016 are more
modest, which Fitch estimates at less than $100 million and
consider the increased brewery investment in FY2016 to FY2018 from
approximately $800 million to $1 billion. Upcoming debt maturities
in fiscal 2015 include $500 million of 8.375% notes due in
December 2014 and $700 million of 7.25% notes in FY2017. Annual
amortization requirements for the next three fiscal years are
approximately $24 million remaining in FY2015, $139 million in
FY2016 and $182 million in FY2017.

Constellation's profitability metrics are strong for the ratings
and consistent with an investment grade profile for FFO margin,
EBIT, EBITDAR, FCF margin and profit volatility. FCF margin is
expected to weaken considerably in FY2015 before rebounding as
peak investment levels decrease in the beer segment. Constellation
estimates operating margins within the beer segment in the mid 30s
range with FCF of greater than $1 billion in FY2018.

Flexible Covenants

The covenants and guarantors of the notes are the same as existing
senior notes due 2021, 2022 and 2023. The senior notes are pari
passu with existing and future senior unsecured indebtedness of
Constellation.

Constellation has material flexibility under its financial
covenants for the credit facility. The maximum total leverage
covenant is 5.5x. The minimum interest coverage covenant is 2.50x.
Minimal restrictions exist for the issuance of incremental debt,
and restricted payments are generally allowed if leverage as
defined by the facility is equal to or less than 4.5x. Mandatory
prepayments include amortization payments on the term loans and
proceeds from material assets sales unless reinvested within a
pre-specified time period.

Solid Operating Performance

For the first half of FY2015, Constellation generated $3.1 billion
of net sales with results driven by a 12% increase in net sales
from the beer segment. Beer shipment volume grew 8.8% for the
first half to 111.5 million cases. Organic shipment volumes for
the wine and spirits segment decreased modestly by 1.2% to 31.9
million cases due primarily to lower wine volumes in the U.S.,
largely from a planned reduction in inventory levels by one of
Constellation's exclusive distributors. Brand building efforts and
innovation across Constellation's beer portfolio allowed the
company to take share and grow at above market rates. The company
expects sales growth in the mid to high single digit range for the
beer business and sales growth in the low to mid-single digit
range for the wine and spirits category during fiscal 2015.

Rating Sensitivities

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

-- Given the current increase in leverage as a result of the
   Modelo acquisition, an upgrade of Constellation's ratings is
   not anticipated over the rating horizon. Constellation's track
   record of deleveraging following acquisitions and current
   commitment to reducing leverage back below 4.0x during fiscal
   2016 was a key rating factor at the time the acquisition
   closed.

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

-- Expectations that Constellation will sustain leverage above
   4.5x following a material debt-financed acquisition.

-- Management allocating FCF for other strategic equity-friendly
   initiatives before reducing leverage back to the low 4x range,
   which is more in line with expectations for the 'BB+' rating
   category.

-- Sustained FFO fixed charge coverage of less than 3.5x.

-- Significant and ongoing deterioration in profitability that
   adversely affects operating results due to competitive
   activity.

Fitch currently rates Constellation as follows:

Constellation Brands, Inc. (Parent)

-- Long-term Issuer Default Rating (IDR) at 'BB+';
-- Senior unsecured notes at 'BB+';
-- $850 million senior secured revolver facility at 'BB+';
-- $496 million senior secured term loan A at 'BB+';
-- $245 million senior secured term loan A-1 at 'BB+';
-- $650 million senior secured term loan A-2 at 'BB+.

CIH International S.a.r.l. (Wholly Owned Subsidiary)

-- Long-term IDR at 'BB+'.
-- $481 million European senior secured term loan A at 'BB+';
-- $990 million European senior secured term loan B at 'BB+'.


CONSTELLATION BRANDS: Moody's Assigns Ba1 Rating on $800MM Bonds
----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Constellation
Brands Inc.'s new 5 and 10 year bonds totaling $800 million. The
rating outlook is stable.

Ratings Rationale

Constellation's Ba1 Corporate Family Rating reflects its
meaningful scale, which doubled as a result of the June 2013 US
Modelo acquisition, and its good product diversification and the
successful integration of the Modelo beer business.
Constellation's products include an extensive portfolio of premium
wine, spirits and imported beers. Constellation is the third
largest beer company in the United States -- albeit well behind
the leaders -- and the largest imported beer company in the
country. Moody's expect that Constellation's portfolio of premium
imported Mexican beers will continue to grow faster than the
overall U.S. beer market. The Ba1 rating also reflects
Constellation's franchise strength and diversity with a presence
in the all three alcohol categories, as well as its strong cash
flow and solid profitability. These strengths are offset by the
company's high leverage and large capital spending requirements
resulting from the acquisition of the U.S. Modelo business and
investments in its glass strategy and further capacity expansion.
Constellation's stable outlook reflects that its ability to pay
down debt will be somewhat limited by these large capital spending
requirements over the next two years. However Moody's expect
Constellation's debt to EBITDA leverage to fall below 4 times over
the next 12 to 18 months.

An upgrade could occur if the company sustains strong operating
profit, and reduces leverage. An upgrade would also require that
management show a firm commitment to a more conservative financial
policy than its current one, including setting financial targets
that would reduce leverage levels such that debt to EBITDA is
maintained under 3.5 times. Furthermore, there would need to be a
clearly articulated commitment by management to being investment
grade.

A downgrade could occur if operating performance weakens such that
EBITA margins are sustained below 15%, or if for any other reason
debt/EBITDA is sustained above 4.5 times, or liquidity weakens. In
addition, problems related to the brewery expansion in Mexico, a
debt-financed acquisition or debt-financed shareholder returns
could also lead to a downgrade.

The Ba1 rating on Constellation's unsecured notes is the same as
the company's Ba1 Corporate Family Rating, reflecting Moody's view
that debt that is effectively unsecured represents the
preponderance of debt in the capital structure. Moody's view the
unsecured notes as effectively pari passu with the U.S. senior
secured credit facilities. The credit facilities are only secured
by a perfected first priority pledge of the stock of direct and
certain indirect domestic subsidiaries and other non-domestic
subsidiaries to the extent allowable. Moody's view this type of
collateral as weak, and hence assign a 100% deficiency claim
against it - effectively treating this debt as unsecured from a
loss given default perspective.

Headquartered in Victor, New York, Constellation Brands, Inc.
("Constellation", or "STZ") is a leading international wine
company and the largest U.S. beer importer, with a broad portfolio
of premium brands across the wine, spirits, and imported beer
categories. Major brands in the company's portfolio include
Corona, Modelo, Pacifico, Robert Mondavi, Clos du Bois,
Ravenswood, Blackstone, Nobilo, Kim Crawford, Inniskillin,
Jackson-Triggs, Arbor Mist, Black Velvet Canadian Whisky, and
SVEDKA vodka.

The principal methodology used in this rating was Global Soft
Beverage Industry published in May 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.


CONSTELLATION BRANDS: S&P Gives 'BB+' Rating on $800MM Sr. Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' senior
unsecured debt rating and '3' recovery rating to Constellation
Brands Inc.'s proposed $800 million senior unsecured notes
consisting of a five-year and 10-year tranches (actual amounts and
maturity dates to be finalized at the close of the transaction).
The '3' recovery rating indicates S&P's expectation for meaningful
(50%-70%) recovery in the event of a payment default.  Recovery
ratings on unsecured debt issued by companies rated 'BB-' or
higher are generally capped at '3' to account for the greater risk
of recovery prospects being impaired from expected incremental
debt issuance prior to default.

The company will issue the notes under its new shelf.  S&P expects
the company to use net proceeds of this offering to redeem its
$500 million senior notes due Dec. 15, 2014, and for general
corporate purposes.

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

RATINGS LIST

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

Rating assigned
Constellation Brands Inc.
Senior unsecured
  Proposed $800 mil. notes            BB+
   Recovery rating                    3


COUPOUNAS LLC: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------
Coupounas, LLC, filed for Chapter 11 bankruptcy protection (Bankr.
D. Colo. Case No. 14-23906) on Oct. 13, 2014, disclosing its
estimated assets and liabilities at $1 million to $10 million
each.

The Debtor had more than $4.9 million in unsecured claims,
according to documents filed with the U.S. Bankruptcy Court for
the District of Colorado.  Court records show that the largest
unsecured claims are held by Hong Kong-based manufacturers,
exporters and suppliers including: (i) A Garment (H.K.) Ltd., owed
almost $1.34 million; (ii) Hanoman International Ltd., owed under
$457,700; and (iii) Li & Fung (Trading) Ltd., owed almost
$440,000.

Jon Underhill, the Debtor's spokesperson, said in an e-mailed
statement to the Daily Camera, "GoLite has filed Chapter 11 in
order to restructure debt to support a healthy, profitable,
growing company best able to serve our customers with great
lightweight outdoor apparel and equipment for many years to come."
According to Alicia Wallace at the Daily Camera, Mr. Underhill
assured that the Debtor's workers would not be affected.

The Debtor expects to emerge from the Chapter 11 bankruptcy in a
stronger position, the Daily Camera reports, citing the Debtor's
officials.

The Daily Camera relates that the Debtor's attorneys listed 13
leases -- including those of shops in outlet malls like the
Cabazon Outlets mall in Cabazon, California, the Aspen Grove
Lifestyle Center in Littleton, and retail spaces in cities like
Aspen and Colorado Springs -- that the Debtor would want to
reject.  According to the report, the Debtor seems to have closed
down those stores in recent weeks and months.

James T. Markus, Esq., at Markus Williams Young & Zimmermann LLC,
serves as the Debtor's bankruptcy counsel.

Boulder, Colorado-based Coupounas, LLC, dba GoLite, LLC, makes
outdoor clothing and equipment.  GoLite was founded in 1998 by a
husband and wife, Kim and Demetri Coupounas.


DAVE & BUSTER: Moody's Hikes Rating on $495MM Bank Facility to B1
-----------------------------------------------------------------
Moody's Investors Service upgraded Dave & Buster's Inc.'s (D&B)
$495 million bank facility to B1, including its $50 million senior
secured revolver due 2019 and $444 million (pro forma for the $86
million pay-down from IPO proceeds) senior secured term loan due
2020 and its Speculative Grade Liquidity rating to SGL-1 from SGL-
2. The company's B2 Corporate Family Rating and B2-PD Probability
of Default Rating were affirmed. The rating outlook has also been
revised to positive from stable.

On October 16, 2014, D&B closed its IPO and raised net proceeds of
about $86 million which was used to reduce its original $530
million term loan due 2020. There is also an option for the
underwriters to purchase additional shares which, if completed,
could raise an additional $14 million of net proceeds for D&B that
Moody's expects would be used to reduce debt further. Following
the IPO, Oak Hill Capital Partners will maintain about 80%
ownership of D&B.

The revision of the rating outlook to positive reflects the
improved leverage and coverage metrics following the debt
reduction. Pro forma lease-adjusted debt/EBITDA improves to 4.7x
from 5.2x and EBITA/interest remains relatively flat at 1.4x. The
positive rating outlook also reflects Moody's expectation that D&B
will continue to grow its revenue and earnings over the next 12 to
18 months as the company grows the number of new/remodeled stores
and maintains positive same store sales, such that debt/EBITDA
will be sustained below 5.0x and EBITA/interest above 2.0x times
(metrics are adjusted for Moody's standard adjustments and does
not include add backs for stock based compensation expense or
management fees). Moody's notes that in addition to earnings
improvement, D&B's interest coverage will benefit over the next 12
months from recent steps the company has taken to reduce its
overall cost of debt, including refinancing its high cost PIK
holdco notes and reducing the company's total debt outstanding.
The upgrade of D&B's senior secured debt rating to B1 from B2 --
one notch above the Corporate Family Rating -- reflects the
reduction of senior secured debt following the pay-down with IPO
proceeds.

Ratings affirmed:

  Corporate Family Rating at B2

  Probability of Default Rating at B2-PD

Ratings Upgraded:

  $50 million senior secured revolver due 2019 to B1 (LGD3) from
  B2 (LGD3)

  $444 million senior secured term loan due 2020 to B1 (LGD3)
  from B2 (LGD3)

  Speculative Grade Liquidity rating to SGL-1 from SGL-2

Ratings Rationale

The B2 Corporate Family Rating reflects the highly capital
intensive nature of the D&B's business model that constrains free
cash flow generation, exposure to trends in discretionary consumer
spending, and the company's somewhat limited scale in terms of the
number of system wide units and scope. The rating also considers
past shareholder-friendly actions, including a dividend
recapitalization in 2011.

Positive considerations include D&B's strong EBITDA growth and
positive same store sales which has outpaced its peers. D&B
reported positive same store sales of 5.2% for the six months
ending August 3, 2014 versus the prior year. Over the same time
period, D&B's EBITDA has grown about 15% which along with the
repayment from IPO proceeds has reduced the company's pro forma
debt/EBITDA to about 4.7 times which is modest compared to rated
peers. Interest coverage, pro forma for the debt reduction and the
elimination of the PIK holdco notes is expected to improve to
above 2.0 times. The ratings also acknowledge D&B's leading
position in the niche, combined food & entertainment industry,
strong brand recognition, diverse geographic footprint, and the
resilience of its operating performance during the downturn.

D&B's SGL-1 reflects its very good liquidity profile. Over the
next 12 to 18 months Moody's expects the company will generate
sufficient free cash flow to cover its interest expense, required
amortization and all capex while maintaining cash balances of
above $50 million. D&B has an undrawn $50 million revolver that
expires in 2019 (about $6 million of LCs outstanding at August 3,
2014), and Moody's do not expect any borrowings under the
facility. The company is subject to springing leverage and fixed
charge coverage covenants that will be tested only if borrowings
and LCs meet a certain threshold.

D&B's ratings could be upgraded if the company maintains positive
same store sales growth, maintains good returns on new store
openings, and is able to sustain debt/EBITDA below 5.0 times and
EBITA/cash interest expense above 2.25 times. Ratings could be
downgraded if D&B's operating results or liquidity weakened, if
the company experiences a period of negative same store sales
growth, or if debt/EBITDA rises to above 6.0 times or
EBITA/interest expense dropped below 1.5 times. Independent of a
change to the Corporate Family Rating, the ratings on the bank
debt could be downgraded if the company were to increase the
amount of senior secured debt as a percentage of the capital
structure.

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

Headquartered in Dallas, Texas, Dave & Buster's, Inc. is a leading
operator of large format, high volume specialty restaurant-
entertainment complexes. The company operates under the Dave &
Buster's and Dave & Buster's Grand Sports Caf' brand names and as
of September 26, 2014, owns 70 stores in 27 states and Canada.
Revenues for the last twelve months ended August 3, 2014 were
approximately $690 million. On October 16, 2014, Dave & Buster's,
Inc. became a public company following a successful IPO. Post-IPO
Oak Hill Capital Partners controls about 80% of the company. Dave
& Buster's is listed on the NASDAQ exchange under "PLAY".


DETROIT DEVELOPMENT: Fitch Affirms BB Rating on 1998C Bonds
-----------------------------------------------------------
Fitch Ratings has affirmed its ratings on the following Detroit
Downtown Development Authority, Michigan (the DDA) bonds:

-- $44,525,000 tax increment refunding bonds (Development Area No.
   1 projects), series 1998A, at 'BB+';

-- $16,055,000 tax increment bonds (Development Area No. 1
   projects), series 1998B (taxable), at 'BB+';

-- $3,310,000 tax increment bonds (Development Area No. 1
   projects), series 1998C (junior lien), at 'BB'.

The Outlook is Stable.

Security

Bonds are secured by a pledge of tax increment revenues captured
by Development Area No. 1 net of those captured for school
district purposes (school capture). The bonds are additionally
secured by cash-funded debt service reserves.

Key Rating Drivers

Limited Margins: The below investment-grade ratings reflect thin
coverage from a source of pledged revenue that has declined
significantly in the past few fiscal years.

DDA Adequately Insulated From Detroit: Fitch believes that the DDA
is adequately insulated from Detroit's bankruptcy filing and
recent defaults. The city's bankruptcy plan of adjustment does not
include DDA debt, respecting the definition of special revenues
under Chapter 9 of the U.S. Bankruptcy Code.

High Taxpayer Concentration: The district encompasses the core of
downtown Detroit, including many key commercial assets. General
Motors Co. (GM) represents a very high 22% of taxable value (TV)
for fiscal 2014, and the top 10 taxpayers, representing 49% of the
total, are largely related to the automobile industry.

Exceptionally Weak Economic Indicators: The city's income,
employment, and demographic indicators continue to be among the
weakest in the U.S. Many recent data points indicate continued
erosion.

Improved Auto Manufacturing Prospects: The health of the U.S.
automobile industry continues to improve, as evidenced by Fitch's
Positive Outlooks on the Issuer Default Ratings (IDRs) of both GM
and Ford Motor Co. (Ford).

Rating Sensitivities

Change In Tax Base: Fitch expects that captured value (CV) will
stabilize, since large appeals have been settled, but a
significant change in either direction could affect the rating.

Interruption Of Tax Increment Revenue Flow: The rating would be
downgraded should the city or county delay property tax payments
to the DDA.

Debt Service Reserve Funding: The ratings assume that the cash-
funded debt service reserve fund (DSRF) will remain available to
compensate for potential pledged revenue declines over the period
leading up to the planned junior lien defeasance. A change to a
surety-funded DSRF without a defeasance would result in a
downgrade of the outstanding ratings.

Credit Profile

The DDA was formed in 1976 to promote economic development in
downtown Detroit. Development Area No. 1 comprises 615 acres,
roughly coterminous with the downtown business district and
represents about 7% of the city's TV. In addition to the GM-owned
Renaissance Center, the district includes one of the city's three
casinos, stadiums for the Detroit Lions and Detroit Tigers, and
development along the city's waterfront. Captured value is a
moderate 131% of the base, exposing pledged revenue to a large
degree of volatility for a given decline in TV absent a change in
tax rates.

Weak Coverage From Pledged Revenues

Coverage from pledged revenue remains very thin at an estimated
1.17x for senior lien MADS and 1.06x for combined senior and
subordinate MADS in fiscal 2014. Pledged revenue has declined a
cumulative 19% since fiscal 2011, largely due to an appeal by GM,
which has been settled. Fitch does not expect CV or pledged
revenue to decline at the same pace, but incorporates into the
rating the potential for modest further erosion. The majority of
the DDA's tax increment revenues are remitted by the city with a
smaller portion passing through from the county.

Tax Base Concentration And Weak Economic Environment

The rating reflects the project area's high tax base
concentration, with the 10 largest taxpayers making up 49% of
captured value in 2012. In addition to GM at 22%, several
taxpayers are office buildings that rely for occupancy to some
extent on the auto industry. Prospects for the industry have
improved. Fitch's IDRs for both GM (at 'BB+') and Ford ('BBB-')
have a Positive Outlook. Additional private residential and
commercial development, including a trolley connection to Wayne
State University and construction of an events center and
surrounding mixed-use facilities by Olympia Development, may
benefit the tax base.

The city's economic indicators continue to be exceptionally weak
despite apparent auto industry improvement, including an
unemployment rate of 17.7% in July 2014. The decline from 19.1% in
July 2013 was driven primarily by labor-force loss. Already very
weak city income and poverty figures are worsening; both per
capita and median household income are declining while the
nation's improves slightly. After a 25% drop in population from
2000-2010, recent estimates indicate a further decline of 3.5% to
688,701 in 2012.

DDA Adequately Insulated From Detroit Bankruptcy

The DDA is a public authority, created by the city and governed by
a Mayor- and council-appointed board. As the DDA is a separate
entity, Fitch's rating assumes no direct connection between the
city and the DDA as it relates to a default or bankruptcy by the
city. In addition, the city's bankruptcy plan of adjustment does
not include DDA debt, and respects the definition of special
revenues under Chapter 9 of the U.S. Bankruptcy Code. Property tax
payments continue to be remitted to the DDA from the city as
scheduled.

A long-standing $33.6 million loan to the city from the DDA was
included in the city emergency manager's proposal as unsecured
debt and is not expected to be repaid. Prior to the city's
bankruptcy the DDA prudently reserved against the full value of
the loan. Fitch believes that this accounting adequately insulates
the DDA's finances from a city loan default.

Anticipated Debt Redemption Does Not Alter Senior Lien Credit
Quality

The DDA is planning in the near future to increase both debt and
pledged revenues to provide funds for the construction of an
events center within Development Area No. 1. The debt will be
issued by the Michigan Strategic Fund under a newly created
indenture, and will be subordinate to outstanding debt. The DDA
expects to defease about $11 million in senior lien debt with a
combination of cash on hand and reserve fund releases, and to
close the existing indenture to new issuance. Outstanding junior
lien debt would be defeased in its entirety.

The defeasance would increase senior lien MADS coverage only
slightly. Coverage is already close to the minimum required to
issue new debt under the additional bonds test (ABT). Thus, in
Fitch's view the closure of the lien, while generally a credit
positive, has minimal impact on credit quality in this case. Any
incremental benefit from the defeasance and lien closure is offset
by the planned replacement of a cash-funded DSRF at the maximum
allowable by the IRS with a surety.

Personal Property Tax Exemption Not Material

Voters approved state legislation in August 2014 that exempts
eligible industrial and commercial property from taxation. About
16% of the DDA's taxable property is classified as personal.
However, the law requires the legislature to appropriate an amount
equal to the loss for certain types of districts, including tax
increment finance authorities such as the DDA. Therefore Fitch
does not expect the legislation to affect pledged revenue.


DGS STORE: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: DGS Store Fixtures, Inc.
        959 West Utah Avenue
        Payson, UT 84651

Case No.: 14-31080

Chapter 11 Petition Date: October 20, 2014

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Hon. Joel T. Marker

Debtor's Counsel: George B. Hofmann, Esq.
                  PARSONS KINGHORN & HARRIS
                  111 East Broadway, 11th Floor
                  Salt Lake City, UT 84111
                  Tel: (801) 363-4300
                  Fax: (801) 363-4378
                  E-mail: gbh@pkhlawyers.com

                    - and -

                  Benjamin J. Kotter, Esq.
                  PARSONS KINGHORN HARRIS
                  Broadway Center -- 11th Floor
                  111 East Broadway
                  Salt Lake City, UT 84111
                  Tel: (801) 363-4300
                  Fax: (801) 363-4378
                  E-mail: bjk@pkhlawyers.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Peter Stevens, chief executive officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/utb14-31080.pdf


ENDEAVOUR INT'L: NYSE Mulls Delisting Amid Bankruptcy Filing
------------------------------------------------------------
Endeavour International Corporation (NYSE: END) (LSE: ENDV) was
notified by the New York Stock Exchange on October 13, 2014, that
the staff of NYSE Regulation, Inc. has determined to commence
proceedings to delist the common stock of Endeavour from the NYSE.
Trading of Endeavour's common stock was suspended immediately.

NYSE Regulation has determined that Endeavour is no longer
suitable for listing. Pursuant to the NYSE Listed Company Manual
("LCM") Section 802.01D, this decision was reached in view of
Endeavour's October 10, 2014 announcement that it and certain of
its subsidiaries have each filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware. It is expected that
all of Endeavour's existing equity securities, including its
shares of common stock, preferred stock and warrants, will be
cancelled, without receiving any distribution.

In addition, Endeavour had previously fallen below the NYSE's
continued listing standard in Section 802.01B of the LCM which
requires the Company to maintain either (i) an average global
market capitalization over a consecutive 30 trading-day period of
not less than $50,000,000 or (ii) stockholders' equity of not less
than $50,000,000. Furthermore, Endeavour is also below the NYSE's
continued listing standard in Section 802.01C of the LCM requiring
listed companies to maintain an average closing price per share of
not less than $1.00 over a consecutive 30 trading-day period.

Endeavour has a right to a review of this determination by a
Committee of the Board of Directors of NYSE Regulation. The NYSE
will apply to the Securities and Exchange Commission to delist the
common stock upon completion of all applicable procedures,
including any appeal by Endeavour of the NYSE Regulation staff's
decision.

                 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.


FAIRMONT GENERAL: Wins 60-Day Extension of Lease Decision Period
----------------------------------------------------------------
Bankruptcy Judge Patrick M. Flatley, on Oct. 10, 2014, ordered
that Fairmont General Hospital, Inc., et al.'s period described in
Section 365(d)(4)(A)(i) of the Bankruptcy Code is extended for an
additional period of 60 days, to and including Aug. 29, 2014, as
to all leases with lessors from which the Debtors have obtained
and filed stipulations of consent.

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

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

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

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

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

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


FAJARDO PRIVATE SCHOOL: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Fajardo Community Private School, Inc.
        PO Box 1026
        Fajardo, PR 00738

Case No.: 14-08626

Chapter 11 Petition Date: October 20, 2014

Court: United Sates Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Jose M Prieto Carballo, Esq.
                  JPC LAW OFFICE
                  PO Box 363565
                  San Juan, PR 00936-3565
                  Tel: 787-607-2066
                  E-mail: jmprietolaw@gmail.com
                         jpc@jpclawpr.com

Total Assets: $4.63 million

Total Liabilities: $3.46 million

The petition was signed by Sabina Williams Rosa, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb14-08626.pdf


FERROUS MINER: Receiver Wants Chapter 11 Cases Dismissed
--------------------------------------------------------
Carl F. Jenkins, in his capacity as the court-appointed receiver
of the assets and interests of Ferrous Miner Holdings, Ltd., and
Global NAPs, Inc., asks the U.S. Bankruptcy Court for the District
of Delaware to dismiss the companies' Chapter 11 cases, saying the
filings are nothing more than an abuse of the bankruptcy process
aimed at doing an end-run around the pending receivership
proceeding and its sale and claims process.

According to the Receiver, the commencement of the bankruptcy
cases is the latest effort of the Debtors' former principal, Frank
Gangi, to thwart the orderly wind-down of the Debtors and numerous
related companies in proceedings that have been pending for years
in the U.S. District Court for the District of Massachusetts, and
which now stand near completion.  Mr. Gangi, who no longer
controls the Debtors or their various subsidiaries and has no
lawful authority to act on their behalf, filed the bankruptcy
cases in an inappropriate attempt to stay certain hearings that
had been scheduled for Oct. 15, 2014, in the Massachusetts
District Court, and a court-supervised sale hearing scheduled for
Oct. 22, the Receiver tells the Bankruptcy Court.

The Receiver also points out that the filing of the bankruptcy
petitions was unaccompanied by any schedules, requests for relief,
proposed plan or even a declaration that explains to the
Bankruptcy Court why the cases were filed and what the alleged
debtors hope to achieve by the bankruptcy cases.

Verizon New England Inc., the largest creditor in each of the
bankruptcy cases, joins in the Receiver's request for dismissal of
the Chapter 11 cases, saying Mr. Gangi's documented dishonesty,
deliberate destruction of financial records, fraudulent transfer
and concealment of assets, and disrespect of the judicial process
has resulted in multiple violations of court orders, court
sanctions, and an extended liquidation of the assets of the
Debtors and their affiliates.

A hearing to consider approval of the dismissal motion is
scheduled for Oct. 21, 2014, at 11:30 a.m. (ET).

The Receiver also asks the Bankruptcy Court to shorten time for
notice and response to which the Debtors objected, arguing that
the Receiver seeks case dispositive -- and case terminative --
relief while providing the Debtors and other parties-in-interest
just one business day to respond prior to the Receiver's self-
selected hearing date.  The Debtors tell the Bankruptcy Court that
the Receiver's intentions are to prevent the Debtors and other
parties-in-interest from learning of the Receiver's own
transgression in the action pending before the District Court.

EdgeConneX Atlanta Holdings, LLC, the contract purchaser of real
property located at 1003 Donnelly Avenue, in Atlanta, Georgia,
joins in the Receiver's motion to shorten time, saying that any
delay in the consideration of the Sale Motion will significantly
prejudice EdgeConneX, which agreed, pursuant to the Purchase
Agreement, to acquire the Property with the expectation that the
sale would close this week.

The Receiver is represented by:

         Michael J. Custer, Esq.
         David M. Fournier, Esq.
         PEPPER HAMILTON LLP
         Hercules Plaza, Suite 5100
         1313 N. Market Street
         P.O. Box 1709
         Wilmington, DE 19801-1709
         Tel: (302) 777-6500
         E-mail: custerm@pepperlaw.com
                 fournierd@pepperlaw.com

The Debtors are represented by:

         Michael J. Barrie, Esq.
         Kevin M. Capuzzi, Esq.
         BENESCH, FRIEDLANDER, COPLAN & ARONOFF LLP
         222 Delaware Avenue, Suite 801
         Wilmington, DE 19801
         Tel: (302) 442-7010
         Fax: (302) 442-7012
         E-mail: mbarrie@beneschlaw.com
                 kcapuzzi@beneschlaw.com

EdgeConnex is represented by:

         Justin R. Alberto, Esq.
         BAYARD, P.A.
         222 Delaware Avenue, Suite 900
         Wilmington, DE 19801
         Tel: (302) 655-5000
         Fax: (302) 658-6395
         E-mail: jalberto@bayardlaw.com

            -- and --

         Michael A. Klein, Esq.
         COOLEY LLP
         1114 Avenue of the Americas
         New York, NY 10036
         Tel: 212-479-6000
         E-mail: mklein@cooley.com

Verizon is represented by:

         Regina Stango Kelbon, Esq.
         BLANK ROME LLP
         1200 Market Street, Suite 800
         Wilmington, DE 19801-4226
         Tel: (302) 425-6400
         Fax: (302) 425-6464
         E-mail: Kelbon@blankrome.com

            -- and --

         Gregory F. Vizza, Esq.
         BLANK ROME LLP
         One Logan Square
         130 N. 18th Street
         Philadelphia, PA 19103
         Tel: (215) 569-5500
         Fax: (215) 569-5555
         E-mail: Vizza@blankrome.com

            -- and --

         Jason Myatt, Esq.
         GIBSON, DUNN & CRUTCHER LLP
         200 Park Ave
         New York, NY 10166-0193
         Tel: (212) 351-4085
         Fax: (212) 351-6258
         E-mail: JMyatt@gibsondunn.com

Ferrous Miner Holdings, Ltd., and Global NAPs, Inc., sought
Chapter 11 protection in Delaware (Bankr. D. Del. Case Nos.
14-12343 and 14-12344) on Oct. 14, 2014, without stating a reason.

Ferrous Miner and Global NAPs each estimated $10 million to $50
million in assets and $50 million to $100 million in debt.

The list of 20 largest unsecured claims against Ferrous Miner
includes a $35.7 million claim by Verizon New England Inc. on
account of a judgment and a $5.2 million claim by Southern New
England Telephone Company also on account of a judgment.  Ferrous
Miner says it cannot verify the accuracy of the amounts claimed by
creditor as the supporting information remains in the receiver's
sole possession.

The Debtors are represented by Michael Jason Barrie, Esq., at
Benesch Friedlander Coplan & Aronoff LLP.

Frank T. Gangi, the sole director and 100% owner of the Debtors,
signed the bankruptcy petitions.


GENON ENERGY: S&P Cuts Credit Rating to 'B-'; Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services lowered the corporate credit
ratings on GenOn Energy Inc. and its affiliates to 'B-' from 'B'.
The outlook is stable.  The rating action follows a reassessment
of the level of support that parent NRG would likely extend to
GenOn even as its financial measures weaken.  The 'B' issue rating
on the $1.95 billion of unsecured notes at GenOn Energy were not
affected because of a revision in the recovery rating on this debt
to '2' from '4'.  Similarly, the 'B+' issue rating on the $641
million of pass-through certificates ($417 million outstanding) at
REMA were not affected based on a revision in the recovery rating
on this debt to '1' from '2'.  At the same time, S&P lowered the
issue ratings on the $770 million of pass through certificates
($707 million outstanding) at GenMA and the unsecured notes at
GenAM to 'B' from 'BB-' based on a revision of the recovery
ratings on this debt to '2' from '1'.

"While we note the headwinds in the merchant power sector that are
resulting in continuing pressure on cash flow, the stable outlook
on GenOn reflects its highly hedged base-load generation through
2015, and cash flows associated with those hedges that support
ratings at this level," said Standard & Poor's credit analyst
Aneesh Prabhu.

The company also has substantial cash balances, which S&P does not
expect to be drawn down materially because the ratings agency
expects GenOn to generate positive cash flow through 2015.  In the
interim, capacity markets in the PJM have been strengthening and
could underpin GenOn's margins.

In earlier reports, S&P has noted that GenOn's stand-alone credit
profile (SACP) is 'b-', but S&P applied a one-notch enhancement
under its group rating methodology that reflects S&P's opinion
that GenOn was "moderately strategic" to parent NRG Energy.  S&P
based its opinion on the fact that NRG has integrated GenOn's
power units into its fleet, operates them as part of its aggregate
fleet, and also extends support to GenOn financially through a
revolver facility.  Still, S&P had noted that NRG acquired GenOn
through a project subsidiary structure, meaning that NRG has the
option to walk away should GenOn's weakening economic viability
not warrant supporting it.  S&P is now of the view that NRG is
unlikely to extend GenOn additional support.  S&P now assess GenOn
purely on the merits of its stand-alone credit profile (SACP),
with no enhancement, resulting in the rating revision.

While GenOn's stand-alone business risk profile remains "weak"
under S&P's criteria, it has weakened further due to shifting
pricing differentials that have caused power prices to decline
more.  Increasingly stringent environment regulations also pose a
near-term challenge.

S&P considers GenOn's stand-alone liquidity "adequate" under its
criteria, reflecting S&P's expectation that available liquidity is
sufficient to cover known needs for at least the next year.

GenOn's downside risks stem from the backwardated cash flow
profile as hedges fall away in 2016 under the prevailing forward
prices.  S&P expects GenOn to be disproportionately affected
relative to peers as the loss in dark spreads is not offset by
increasing spark spreads, or an expansion in market heat rates.
S&P would consider lowering the ratings if GenOn's adjusted FFO-
to-debt ratio declined below 4%, which S&P believes could happen
as early as the first half 2016.  Pending environmental rules and
several expected plant closures add to the company's challenges.
S&P's downside scenario incorporates the risk that debt servicing
at GenMA could face further challenges if environmental
regulations cause the shuttering of two of its coal-fired assets.

An upgrade, currently not under consideration, could occur if a
rebound in capacity markets auctions supports the operations of
its coal plants, or if environmental regulations are not as
stringent as S&P expects.  S&P would raise the ratings if GenOn is
able to maintain an adjusted FFO-to-debt ratio of above 7%.  In
particular, S&P will monitor the result of the May 2015
reliability pricing model auction and how final environmental
regulations in Maryland, expected in the first quarter of 2015,
affect GenMA's ability to service its obligations.


GGW BRANDS: Settles with 'Hottest Girl in America'
--------------------------------------------------
Katy Stech, writing for The Wall Street Journal, reported that
lawyers who are settling old legal disputes involving Girls Gone
Wild have reached a deal with Chelsea Heath -- the company?s
Hottest Girl in America 2010 -- over thousands of dollars in prize
money that she was never paid.  According to the report, Ms. Heath
won $5,000 and was supposed to get $1,000 for the next 12 months,
said her lawyers in a complaint that was filed to the U.S.
Bankruptcy Court in Los Angeles.  But after the company made
several payments, Girls Gone Wild founder Joe Francis abruptly
terminated her employment, the Journal said.

                         About GGW Brands

Santa Monica, California-based GGW Brands, LLC, the company behind
the "Gils Gone Wild" video, filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 13-15130) on Feb. 27, 2013.  Judge Sandra R.
Klein oversees the case.  The company is represented by the Law
Offices of Robert M. Yaspan.  The company disclosed $0 to $50,000
in estimated assets and $10 million to $50 million in estimated
liabilities in its petition.

Affiliates GGW Events LLC, GGW Direct LLC and GGW Magazine LLC
also sought Chapter 11 protection.

GGW Marketing, LLC, another affiliate, filed a voluntary Chapter
11 petition on May 22, 2013, before the Bankruptcy Court for the
Central District of California (Los Angeles). The case is assigned
Case No. 13-23452.  Martin R. Barash, Esq., and Matthew Heyn,
Esq., at Klee, Tuchin, Bogdanoff and Stern, LLP, in Los Angeles,
California, represent GGW Marketing.

In April 2013, R. Todd Neilson, an ex-FBI agent, was appointed as
Chapter 11 Trustee to take over the companies.  Mr. Neilson has
investigated failed solar-power company Solyndra and was involved
in the Mike Tyson and Death Row Records bankruptcy cases.  He is
represented by David M Stern, Esq., Jonathan Mark Weiss, Esq., and
Robert J Pfister, Esq., at Klee Tuchin Bogdonaff and Stern LLP.

In April 2014, the Chapter 11 Trustee sold the "Girls Gone Wild"
video franchise and its assets for $1.83 million.  An auction set
earlier that month was canceled because there were no bids to
compete with the so-called stalking horse, who isn't affiliated
with founder Joe Francis.


GT ADVANCED: Key Hearing Today on Request to Seal Docs
------------------------------------------------------
Kelsey Butler, writing for The Deal, reported that U.S. Bankruptcy
Judge Henry J. Boroff will convene a hearing today to determine
whether key documents outlining GT Advanced Technologies Inc.'s
reasons for filing can be released to the public.

As previously reported by The Troubled Company Reporter, Apple
Inc., strongly objects to the disclosure of the documents to the
public and its confidentiality agreement with GT Advanced will
likely impose millions of penalties on the supplier per violation.
According to The Deal, Apple has continued to request certain
documents be submitted out of the public's view, saying that the
basis of its objection involves "confidential research,
development or commercial information regarding Apple's business
processes" and thus could be shielded from the public.

                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: Executives Face Class Action Lawsuit by Investors
--------------------------------------------------------------
Glancy Binkow & Goldberg LLP has filed a class action lawsuit
against GT Advanced Technologies Inc. in the U.S. District Court
for the District of New Hampshire on behalf of a class comprising
purchasers of GT Advanced securities between Nov. 5, 2013, and
Oct. 6, 2014, inclusive.

The complaint alleges that defendants made false and misleading
statements and failed to disclose material adverse facts about the
Debtor's operations and financial prospects.  Specifically,
defendants misled investors that there were significant risks that
the Debtor would be unable to fulfill the requirements of an
agreement with Apple, Inc., to supply sapphire material; and that,
as a result the Debtor was facing a liquidity crisis.

On Sept. 9, 2014, Apple revealed that its new iPhone 6 and iPhone
6 Plus smartphones utilized Corning's Gorilla Glass for the
display instead of GT Advanced's sapphire material as investors
were expecting.  On this news, shares of GT Advanced declined
$2.29 per share, nearly 13%, to close on Sept. 9, 2014, at 14.94
per share, on unusually heavy volume.

Members of the Class may move the Court no later than Dec. 8,
2014, to serve as lead plaintiff, if you meet certain legal
requirements.

Glancy Bikow can be reached at:

         Los Angeles Office
         1925 Century Park East, Suite 2100
         Los Angeles, CA 90067
         Tel: (310) 201-9150
              (888) 773-9224 toll free
         Fax: (310) 201-9160
         E-mail: info@glancylaw.com

                  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.


GT ADVANCED: Reaches Deal for "Amicable Parting" with Apple
-----------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
GT Advanced Technologies has signed a pact with Apple Inc. for an
"amicable parting of the ways between the two parties," an
attorney for the bankrupt former screen supplier said.  According
to the report, attorney Luc Despins said that GT Advanced and
Apple have reached an accord to shut down synthetic sapphire
manufacturing operations in Mesa, Ariz., operations that were
financed by Apple.

                  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.


HOLLEY MOULDING: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Holley Moulding, Inc.
        207 S. "I" St.
        Aberdeen, WA 98520

Case No.: 14-45615

Chapter 11 Petition Date: October 20, 2014

Court: United States Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Hon. Paul B. Snyder

Debtor's Counsel: Michael P Harris, Esq.
                  ATTORNEY AT LAW
                  2125 5th Ave
                  Seattle, WA 98121
                  Tel: 206-622-7434
                  E-mail: mph4@quidnunc.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by John Yonich, president.

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


HOWREY LLP: McGrane Firm Must Disgorge $30,700 in Fees
------------------------------------------------------
Bankruptcy Judge Dennis Montali said McGrane LLP has violated
relevant rules governing professional conduct and has breached the
fiduciary duty to its former client, the Official Committee of
Unsecured Creditors in the case of Howrey LLP.  Judge Montali,
therefore, denied the firm's request for fees in the amount of
$46,325.  The Cour, however, allowed the firm's fees in the amount
of $32,355 and costs in the amount of $877.05, and directed the
firm to disgorge $30,693.59.

McGrane LLP and its principal, William McGrane, Esq., served as
co-counsel for the Committee.   The Master Summary filed together
with the firm's final fee application seeks approval of fees in
the amount of $78,680 and costs in the amount of $877.05.
According to Part VII(B) of the Final Fee App, the firm has
received a $63,925.64 payment, and seeks an additional
compensation in the amount of $15,631.41.

A copy of Judge Montali's Oct. 17 Memorandum Decision is available
at http://is.gd/lN3VmUfrom Leagle.com.

                         About Howrey LLP

Three creditors filed an involuntary Chapter 7 petition (Bankr.
N.D. Cal. Case No. 11-31376) on April 11, 2011, against the
remnants of the Washington-based law firm Howrey LLP.  The filing
was in San Francisco, where the firm had an office.  The firm
previously was known as Howrey & Simon and Howrey Simon Arnold &
White LLP.  The firm at one time had more than 700 lawyers in 17
offices.  The partners voted to dissolve in March 2011.

The firm specialized in antitrust and intellectual-property
matters.  The three creditors filing the involuntary petition
together have $36,600 in claims, according to their petition.

The involuntary chapter 7 petition was converted to a chapter 11
case in June 2011 at the request of the firm.  In its schedules
filed in July, the Debtor disclosed assets of $138.7 million and
liabilities of $107.0 million.

Representing Citibank, the firm's largest creditor, is Kelley
Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton &
Garrison.  Representing Howrey is H. Jason Gold, Esq., a partner
at Wiley Rein.

The Official Committee of Unsecured Creditors is represented in
the case by Bradford F. Englander, Esq., at Whiteford, Taylor And
Preston LLP.

In September 2011, Citibank sought conversion of the Debtor's case
to Chapter 7 or, in the alternative, appointment of a Chapter 11
Trustee.  The Court entered an order appointing a Chapter 11
Trustee. In October 2011, Allan B. Diamond was named as Trustee.
He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd
Loden, Esq., at Diamond McCarthy LLP as counsel.


I2A TECHNOLOGIES: Section 341(a) Meeting Set for Nov. 17
--------------------------------------------------------
A meeting of creditors in the bankruptcy case of i2a Technologies,
Inc., will be held on Nov. 17, 2014, at 9:00 a.m. at Oakland U.S.
Trustee Office.  Creditors have until Feb. 17, 2015, to submit
their proofs of claim.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

i2a Technologies, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Cal. Case No. 14-44239) on Oct. 20, 2014.  The
petition was signed by Victor Batinovich as CEO.  The Debtor
estimated assets and liabilities of $10 million to $50 million.
Kornfield, Nyberg, Bendes and Kuhner, P.C., as the Debtor's
counsel.  The case is assigned to Judge Charles Novack.


I2A TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: i2a Technologies, Inc.
        3399 West Warren Ave
        Fremont, CA 94538

Case No.: 14-44239

Chapter 11 Petition Date: October 20, 2014

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

Judge: Hon. Charles Novack

Debtor's Counsel: Eric A. Nyberg, Esq.
                  KORNFIELD, NYBERG, BENDES AND KUHNER, P.C.
                  1970 Broadway #225
                  Oakland, CA 94612
                  Tel: (510)763-1000
                  E-mail: e.nyberg@kornfieldlaw.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Victor Batinovich, CEO.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Angel Rodriguez                       Wages             $3,891

Armando Santos                        Wages             $5,385

D. Brand Jones                     Attorney's fees     $65,000

Dolce Farr                         Landlord           $438,000
3399 West Warren B
Fremont, CA 94538

Frank Scanlon                      Wages                $4,153

Frank Torres                       Wages                $5,582

Fredrick Solomon                   Wages               $14,768

Genesem Inc.                       Supplier            $45,230

Gurmeet Sangha                     Wages                $4,414

James Ho                           Wages                $5,128

Joe Trinh                          Wages                $5,304

Laila Packer                       Wages                $4,313

MK Electronics                    Supplier             $64,683

Neu Dynamics/W.T. MacMinn         Supplier             $40,000

Pacific Gas & Electric            Utilities            $22,000

Paulinus Nlemigbo                 Wages                $12,320

Sandra Conley                     Commissions         $105,267

Steven Cheung                     Wages                 $6,449

Tri Bui                           Wages                 $8,772

Vincent Mo                        Wages                 $4,249


IDAHO BANCORP: Plan-Approval Hearing Set for Nov. 18
----------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Idaho Bancorp obtained approval of the
disclosure statement explaining its plan and will proceed with a
Nov. 18 hearing on the confirmation of the plan.  According to the
report, holders of trade claims and trust-preferred securities,
with claims aggregating about $9.4 million, may be paid in full,
while the U.S. Treasury may recover about $283,000 for its stock
under the plan.

                       About Idaho Bancorp

Idaho Bancorp -- http://www.idahobankingco.com-- is headquartered
in Boise, Idaho, and is the parent company of Idaho Banking
Company, a state-chartered commercial bank and member of the
Federal Reserve System, which was organized in 1996 and operates
four branch offices.  At December 31, 2013, Idaho Banking Company
had $100 million in assets, $62 million in loans and $96 million
in deposits.  The Company serves clients throughout southwestern
Idaho.

Idaho Bancorp filed a Chapter 11 bankruptcy petition (Bankr. D.
Idaho Case No. 14-00662) on April 24, 2014.  The case is assigned
to Judge Terry L Myers.  The Debtor has tapped Noah G. Hillen,
Esq., in Boise, Idaho, as counsel.  The Debtor scheduled $4.32
million in total assets and $7.23 million in liabilities.


LAND LAPPER: Case Summary & 4 Unsecured Creditors
-------------------------------------------------
Debtor: Land Lapper, Inc.
        634 Turf Lane
        Conshohocken, PA 19428

Case No.: 14-18360

Chapter 11 Petition Date: October 20, 2014

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

Judge: Hon. Eric L. Frank

Debtor's Counsel: David B. Smith, Esq.
                  SMITH KANE HOLMAN, LLC
                  112 Moores Road, Suite 300
                  Malvern, PA 19355
                  Tel: (610) 407-7217
                  Fax: (610) 407-7218
                  E-mail: dsmith@smithkanelaw.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Scott Fiel, president.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/paeb14-18360.pdf


LATEX FOAM: Proposes to Pay $115K to Key Employees
--------------------------------------------------
Latex Foam International, LLC, et al., ask the Bankruptcy Court
to approve the key employee retention program for certain non-
insider employees; and authorize payments.

The Debtors relate that aside from operational matters, the
management team has also dealt with the financial ramifications of
the fire, which has had a significant impact on the Debtors' cash
flow.  Negotiations with the Debtors' insurance carriers, had
resulted in interim payments of $7.1 million to the estates.

The Debtor has identified four non-insider employees with
institutional knowledge and skills essential to maximizing the
value of the Debtors' estates during the sale or reorganization
process.  The KERP provides retention payments for the employees.
Their positions are director of manufacturing, director of
engineering, director of continuous improvement, and director of
customer services.

Each KERP payment will equal 5 percent of the individual's annual
salary, to be paid quarterly for five quarters commencing Dec. 31,
2014, and terminating Dec. 31, 2015.  The aggregate of each
quarterly payment will be $23,050, and the aggregate cost of the
KERP program will be $115,250.

Each employee must be an employee of LFI at the end of each
quarter commencing Dec. 31, 2014, in order to qualify for the
retention bonus.  In the event of a sale of all or substantially
all of the assets of LFI, such employees will be entitled to the
pro rata portion of the KERP payment earned for such quarter up
until the date of the closing of the sale so long as such Employee
remains employed at the time of such closing.

                         About Latex Foam

Headquartered in Shelton, Connecticut, Latex Foam International,
LLC manufactures foam mattresses and component mattresses.  The
196-employee company produces mattress cores, toppers, and pillow
buns utilizing both the Talaway and Dunlop manufacturing
processes.

LFIH is a holding company for 100% of the equity interests in LFI,
PLB, and an inactive entity, Dunlop Latex Foam (Malaysia) SDN.
BHD.

LFI and four affiliates sought Chapter 11 bankruptcy protection
(Bankr. D. Conn. Lead Case No. 14-50845) in Bridgeport,
Connecticut, on May 30, 2014.  David Fisher signed the petitions
as president.  The Debtors are seeking joint administration of
their cases.

LFI disclosed $18,437,185 in assets and $30,342,926 in liabilities
as of the Chapter 11 filing.

Judge Alan H.W. Shiff presides over the cases.

James Berman, Esq., and Craig I. Lifland, Esq., at Zeisler and
Zeisler, serve as the Debtors' counsel.

On June 19, 2014, the U.S. Trustee appointed five creditors to
serve on the Official Committee of Unsecured Creditors.   The
Committee tapped to retain Schafer and Weiner, PLLC as its
counsel, and Reid and Reige, P.C. as its local counsel.


LDK SOLAR: Creditors Approve Cayman and Hong Kong Schemes
---------------------------------------------------------
LDK Solar Co., Ltd., in provisional liquidation and its Joint
Provisional Liquidators, Tammy Fu and Eleanor Fisher, both of
Zolfo Cooper (Cayman) Limited, announced that 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 Oct. 16, 2014,
(Cayman Islands time) and Oct. 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 Nov. 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 Nov. 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 dated Sept. 8, 2014.


LDK SOLAR: US Units' Case Summary & 12 Top Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                       Case No.
     ------                                       --------
     LDK Solar Systems, Inc.                      14-12384
     The Corporation Trust Center
     1209 Orange Street
     Wilmington, DE 19801

     LDK Solar Tech USA, Inc.                     14-12385
     1290 Oakmead Parkway, Suite 306
     Sunnyvale, CA 94085

     LDK Solar USA, Inc.                          14-12386
     1290 Oakmead Parkway, Suite 306
     Sunnvale, CA 94085

Type of Business: Manufacturer of photovoltaic products, including
                  high-quality and low-cost polysilicon, solar
                  wafers, cells, modules, systems, power projects
                  and solutions.

Chapter 11 Petition Date: October 21, 2014

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

Debtors' General
Counsel:            Jessica C.K. Boelter, Esq.
                    SIDLEY AUSTIN LLP
                    One South Dearborn St.
                    Chicago, IL 60603
                    Tel: (312)853-7000

Debtors' Delaware   Robert S. Brady
Counsel:            YOUNG, CONAWAY, STARGATT & TAYLOR, LLP
                    1000 North King Street
                    Wilmington, DE 19801
                    Tel: 302-571-6600
                    Fax: 302-571-1253
                    E-mail: bankfilings@ycst.com

                      - and -

                    Maris J. Kandestin, Esq.
                    YOUNG CONAWAY STARGATT & TAYLOR, LLP
                    Rodney Square
                    1000 North King Street
                    Wilmington, DE 19801
                    Tel: 302-571-6600
                    E-mail: bankfilings@ycst.com

                      - and -

                    Edmon L. Morton, Esq.
                    YOUNG, CONAWAY, STARGATT & TAYLOR, LLP
                    The Brandywine Bldg.
                    1000 West Street, 17th Floor
                    P.O. Box 391
                    Wilmington, DE 19899
                    USA
                    Tel: 302 571-6600
                    Fax: 302-571-1253
                    E-mail: bankfilings@ycst.com

Debtors'            JEFFERIES LLC
Financial           520 Madison Avenue, New York
Advisor:            New York 10022

Debtors'            EPIQ BANKRUPTCY SOLUTIONS, LLC
Voting and
Noticing
Agent:


                                     Estimated      Estimated
                                       Assets      Liabilities
                                    ----------    -------------
LDK Solar Systems                   $500K-$1MM    $500K-$1MM
LDK Solar Tech USA                  $50MM-$100MM  $100MM-$500MM
LDK Solar USA                       $1MM-$10MM    $100MM-$500MM

The petitions were signed by Jack Lai, president, treasurer, and
secretary.

Consolidated List of Debtors' 12 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
The Bank of New York Mellon        LDK Solar Co.     $284,734,252
Level 24, Three Pacific Place      Ltd.'s RMB-
1 Queen's Road East                Denominated
Hong Kong                          US$-Settled
Stefanie Wong                      Senior Notes
Tel: +852 2840-8154                due 2014
Fax: +852 2295-3283
-and-
Ann Vuong
Tel: +852 2840-8104

LDK Solar Int'l Co., Ltd.          Intercompany       $27,369,812
Rm. 102A, Hi-Tech Indus. Park
Nanchang City, Jiangxi, PRC
Wan Qian
Tel: +86 180-07002556
Fax: +86 22916030

China Development Bank             Project            $17,905,353
Jiangxi Branch                     Financing
68 Zhongshanxi Road
Nanchang, Jiangxi, PRC
Liu Bin
Tel: +86 791-8612-5620
Fax: +86 791-8659-2403

Munich Reinsurance Co. and         Judgment           $14,399,546
Great Lakes Reinsurance
(UK) PLC
c/o White & Williams LLP
Attn: Robert Ansehl
One Penn Plaza
250 W. 34th St., Ste 4110
New York, NY 10119
Robert Ansehl
Tel: +1 212-631-4410
Fax: +1 212-244-6200

China Development Bank             Share Pledge       $11,000,000
Hongkong Branch                    Agreement and
Suite 3307-15, 33/F One            Financing
International Finance Centre       Agreement
1 Harbour View Street
Suite 776, Camana Bay
Grand Cayman KY 1-9006
Shi Changhong
Tel: +852 3697-7102
Fax: +852 2530-4083

LDK Solar CO., Ltd.                Intercompany          $900,000
(in provisional liquidation)
c/o Zolfo Cooper (Cayman)
Limited, 10 Market Street,
Suite 776, Camana Bay
Grand Cayman KY 1-9006
Tamy Fu and Eleanor Fisher,
Joint Provisional Liquidators
of LDK Solar Co., Ltd.
(in provisional liquidation)
Tel: +1 345-946-0081
Fax: +1 345-946-0082

North Palm Springs                 Intercompany          $865,655
Investments, LLC
1290 Oakmead Pkwy, Ste. 306
Sunnyvale, CA 94085
Jack Lai
Tel: +1 408-245-0858
Fax: +1 408-245-8802

LDK Solar Hi-Tech (Hong Kong)      Intercompany          $371,253
Co., Ltd.
4/F Hi-Tech Indus. Park
Xinyu City, Jiangxi 338032
PRC
Lin Wei
Tel: +86 159-79873303
-and-
Carina Song
Tel: +86 136-77902360

Chase Auto Finance                 Contract              $26,870

ACG                                Accounting and Tax     $1,148
                                   services

AT&T Mobility                      Contract                 $389

ADP                                Contract                 $250


LDK SOLAR: Cayman Unit's Chapter 15 Case Summary
------------------------------------------------
Chapter 15 Petitioner: Eleanor Fisher and Tammy Fu of
                       Zolfo Cooper (Cayman) Limited

Chapter 15 Debtor: LDK Solar CO., Ltd.
                       aka LDK
                       aka LDK Solar
                       aka LDK Solar Co., Ltd.
                   Zolfo Cooper (Cayman) Limited
                   10 Market Street, Suite 776
                   Camana Bay,
                   Grand Cayman KY1-9006

Chapter 15 Case No.: 14-12387

Type of Business: Manufactures and sells a variety of photovoltaic
                  products used in the production of solar-
                  generated electrical power.

Chapter 15 Petition Date: October 21, 2014

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

Chapter 15 Petitioners'    Robert S. Brady, Esq.
Delaware Counsel:          YOUNG, CONAWAY, STARGATT & TAYLOR, LLP
                           1000 North King Street
                           Wilmington, DE 19801
                           Tel: 302-571-6600
                           Fax: 302-571-1253
                           E-mail: bankfilings@ycst.com

                             - and -

                           Maris J. Kandestin, Esq.
                           YOUNG CONAWAY STARGATT & TAYLOR, LLP
                           Rodney Square
                           1000 North King Street
                           Wilmington, DE 19801
                           Tel: 302-571-6600
                           E-mail: bankfilings@ycst.com

                            - and -

                           Edmon L. Morton, Esq.
                           YOUNG, CONAWAY, STARGATT & TAYLOR
                           The Brandywine Bldg.
                           1000 West Street, 17th Floor
                           P.O. Box 391
                           Wilmington, DE 19899
                           USA
                           Tel: 302 571-6600
                           Fax: 302-571-1253
                           E-mail: bankfilings@ycst.com

Chapter 15 Petitioners'    Jessica C.K. Boelter, Esq.
General Counsel:           Larry J. Nyhan, Esq.
                           Matthew G. Martinez, Esq.
                           Geoffrey M. King
                           SIDLEY AUSTIN LLP
                           One South Dearbon St.
                           Chicago, IL 60603
                           Tel: (312) 853-7000
                           Fax: (312) 853-7036

Estimated Assets: $500 million to $1 billion

Estimated Debts: More than $1 billion


LIBERTY TOWERS: Section 341(a) Meeting Scheduled for Nov. 21
------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Liberty Towers
Realty LLC will be held on Nov. 21, 2014, at 2:00 p.m. at Room
2579, 271-C Cadman Plaza East, in Brooklyn, New York.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Liberty Towers Realty LLC sought bankruptcy protection in
Brooklyn, New York (Bankr. E.D.N.Y. Case No. 14-45187) on Oct. 15,
2014, just three years after the dismissal of its previous Chapter
11 case.  The petition was signed by Toby Luria as member.  The
Debtor estimated assets and debts of $10 million to $50 million.
The Carlebach Law Group serves as the Debtor's counsel.

Liberty Towers' case was initially assigned to Judge Carla E.
Craig but has been reassigned to Judge Elizabeth S. Stong due to
Liberty's previous bankruptcy case (Case 11-42589).  The previous
case was dismissed July 27, 2011.

Related entity Liberty Towers Realty I, LLC, also sought
bankruptcy protection (Case No. 14-45189) on Oct. 15.


LLRIG TWO LLC: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: LLRIG Two, LLC
           aka Lost Lake Resort LLC
           aka Lost Lake Development LLC
        6450 Tacoma Mall Blvd
        Tacoma, WA 98409

Case No.: 14-45610

Chapter 11 Petition Date: October 20, 2014

Court: United States Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Hon. Paul B. Snyder

Debtor's Counsel: William L Beecher, Esq.
                  BEECHER & CONNIFF
                  1703-C Dock St
                  Tacoma, WA 98402
                  Tel: 253-627-0132
                  E-mail: billbeecher@beecherandconniff.com

Total Assets: $10.32 million

Total Liabilities: $5.47 million

The petition was signed by C. Brent McCausland, member.

List of Debtor's 10 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Lee Wilson and Lori Wilson         Claim against       $530,000
1305 32d Ave East                  estate property
Tacoma, WA 98403

Jeffrey Graham                     Claims against      $530,000
523 N D St                         property
Tacoma, WA 98403

Stewart Title Company              Indemnity Claim     $292,250
c/o Atty Chas Sirianni
999 Third Ave-3650
Seattle, WA 98104

WCEM                               Alleged Debt         $60,000

IRS Central Insolvency             Taxes                $24,821

John S Mills, Atty at Law          Legal service        Unknown

Lost Lake Resort                                        Unknown

RV Resort Management LLC                                Unknown

RV Resort Management LLC                                Unknown

RV Resort Management LLC                                Unknown


MCCLATCHY CO: Bestinver Gestion Holds 14.9% of Class A Shares
-------------------------------------------------------------
Bestinver Gestion S.A., SGIIC, disclosed in an amended Schedule
13G filed with the U.S. Securities and Exchange Commission on
Oct. 7, 2014, that it beneficially owned 9,309,272 shares of The
McClatchy Company Class A common stock representing 14.98% of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/YSxPyG

                   About The McClatchy Company

Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local Web sites in each of its
markets which extend its audience reach.  The Web sites offer
users comprehensive news and information, advertising, e-commerce
and other services.  Together with its newspapers and direct
marketing products, these interactive operations make McClatchy
the leading local media company in each of its premium high growth
markets.  McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company reported net income of $18.80 million for the year
ended Dec. 29, 2013, as compared with a net loss of $144,000 for
the year ended Dec. 30, 2012.

The Company's balance sheet at June 29, 2014, showed $2.68 billion
in total assets, $2.36 billion in total liabilities and $318.93
million in stockholders' equity.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.

McClatchy Co. carries a 'B-' Corporate Credit Rating from
Standard & Poor's Ratings Services.

As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive.  The outlook
revision to stable reflects S&P's expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,
and could also depend on the company realizing value from its
digital minority interests.


METROPOLITAN COFFEE: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Metropolitan Coffee and Concession Company, LLC
        1310 65th St.
        Emeryville, CA 94608

Case No.: 14-44242

Chapter 11 Petition Date: October 20, 2014

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

Judge: Hon. Charles Novack

Debtor's Counsel: Gregory A. Rougeau, Esq.
                  DIAMOND MCCARTHY LLP
                  150 California St. #2200
                  San Francisco, CA 94111
                  Tel: (415) 283-1776
                  E-mail: grougeau@diamondmccarthy.com

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Harry R. Kraatz, authorized agent.

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


MICHAEL ROSE: Court Dismisses Chapter 11 Bankruptcy Case
--------------------------------------------------------
Crain's Chicago Business reports that U.S. Bankruptcy Judge Carol
Doyle has dismissed Michael Rose's Chapter 11 bankruptcy case.

According to Crain's, the Debtor said that he owed his creditors
$170 million, but had just $33.6 million in assets.  The Debtor
reached a deal with his creditors in September in which he agreed
to pay his biggest creditor U.S. Bank N.A. around $11 million in
cash and property until January 2017, and turn over the property
the that the bank wanted to take through foreclosure.

As reported by the Troubled Company Reporter on Aug. 29, 2014,
Crain's reported that developer Mr. Rose asked the Court to
dismiss the Chapter 11 case he initiated in July, saying that he
and his biggest creditor, U.S. Bank N.A., have negotiated a
settlement.  According to the report, Mr. Rose owes the bank $68
million of the $170 million of the total liabilities he disclosed
in court.

Michael Rose is president of Mokena-based Location Finders
International Inc.


MIG LLC: Withdraws Bid to Tap Rothschild as Financial Advisor
-------------------------------------------------------------
MIG, LLC and ITC Cellular, LLC, notified the Bankruptcy Court of
their withdrawal of the application to employ Rothschild Inc. as
financial advisor and investment banker.  The Debtors had
previously told the bankruptcy court that Rothschild will, among
other things, assist the Debtors in conducting a sale process or
other disposition of the Debtors' equity interests in ITC
Cellular, and negotiate a consensual restructuring among the
Debtors and the secured noteholders.

                        About MIG LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014.  The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd.  The
cases are assigned to Judge Kevin Gross.  MIG LLC disclosed
$15,939,125 in assets and $253,713,467 in liabilities.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118).  It obtained approval of its
reorganization plan in November 2010.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors have retained
Natalia Alexeeva as chief restructuring officer.

A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of
Walter M. Grant, Paul N. Kiel, and Lawrence P. Klamon.


MILLER AUTO PARTS: Committee Names ESBA LLC as Financial Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Miller Auto
Parts & Supply Company Inc. and its debtor-affiliates asks the
U.S. Bankruptcy Court for the District if Delaware for permission
to retain Executive Sounding Board Associates LLC as its financial
advisor.

The firm will:

  a) review the debtor-in-possession facility terms including
     the likelihood that Debtors will be able to comply with
     the terms of the order;

  b) review the DIP facility as to whether sufficient liquidity
     is available;

  c) analyze and review key motions to identify strategic case
     issue;

  d) gain an understanding of the Debtors' corporate structure;

  e) perform a preliminary assessment of the Debtors' proposed
     budget;

  f) establish reporting procedures that will allow for the
     monitoring of the Debtors' post-petition operations;

  g) develop and evaluate alternative sale and restructuring
     strategies;

  h) gain an understanding of the Debtors' accounting systems;

  i) scrutinize proposed sale transactions, including the
     assumption and rejection of executory contracts;

  j) review the reasonableness of any proposed KERP;

  l) monitor weekly operating results, availability and
     borrowing base certificates, if applicable;

  m) monitor the sales process and supplement the list of
     potential buyers;

  n) analyze the Debtors' budget-to-actual results on an ongoing
     basis for reasonable and cost control;

  o) communicate findings to the Committee;

  p) identify and quantify any recoverable assets which are not in
     the Debtors' estates;

  q) investigate and analyze all potential avoidance actions
     claims;

  r) assist the Committee in negotiating the key terms of a plan
     of reorganization/liquidation;

  s) review and analyze proposed plan of reorganization or
     liquidation and disclosure statement;

  t) prepare/update dividend analysis; and

  u) render assistance as the Committee and its counsel may
     deem necessary.

The firm's professionals and their compensation rates:

     Professionals                Hourly Rates
     -------------                ------------
     Michael DuFrayne             $525
     Robert Agarwal               $425

     Managing Directors           $495-$525
     Directors                    $350-$425
     Consultants and Staff        $150-$345

Michael DuFrayne, managing director at the firm, assures the Court
that the firm is "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

   Michael DuFrayne
   EXECUTIVE SOUNDING BOARD ASSOCIATES LLC
   2 Penn Center Plaza
   1500 John F. Kennedy Boulevard, Suite 1730
   Philadelphia, PA 19102
   Tel: (215) 568-5788
   E-mail: mdufrayne@esba.com

                     About Miller Auto Parts

Miller Auto Parts & Supply Company, Inc., and its affiliates are
distributors of automotive parts and service equipment.  The
companies operate from the Johnson Industries Inc.'s headquarters
in Atlanta, Georgia and have distribution operations in the
southeast, northeast and on-line.  The Southeastern distribution
center is located in Norcross, Georgia and supports nine satellite
centers across the state and supplies parts to key fleet customers
across the country.

Miller Auto Parts and its three subsidiaries sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga.) on Sept. 15, 2014.  The
Debtors have sought joint administration under Lead Case No. 14-
68113.  The cases are assigned to Judge Mary Grace Diehl.

The Debtors have tapped Scroggins & Williamson as counsel and
Logan & Co. as claims and noticing agent.

The U.S. Trustee for Region 21 appointed three creditors of
Miller Auto Parts & Supply Company Inc. to serve on the official
committee of unsecured creditors.  The Committee selected Kane
Russell Coleman & Logan as its counsel.


MINUTEMAN SPILL RESPONSE: Sues Attorney General for Defamation
--------------------------------------------------------------
The Daily Item reports that Minuteman Spill Response, Inc.
president Brian Bolus has filed a $20 million federal lawsuit
against the state attorney general's office, claiming that the
Company was targeted and his accounts unlawfully and
unconstitutionally frozen.

According to The Daily Item, Mr. Bolus accused the attorney
general's office of damaging his business.

Mr. Bolus complained that agents from the attorney general's
office raided his home and froze his family accounts without
merit, The Daily Item relates.  State officials also froze his
investments and property, the report adds, citing Mr. Bolus.
Mr. Bolus, says the report, was the focus of a 20-month probe by a
statewide grand jury in June.  Attorney General Kathleen Kane
filed charges against Mr. Bolus and several of his relatives on
alleged illegal dumping and multiple conspiracies to commit
insurance fraud, the report states.

Mr. Bolus said that before the May 2013 raid of the Company, he
had an outstanding reputation and a number of major companies
demanding his service and signing contracts, The Daily Item
reports.  Mr. Bolus also claimed to have made $49 million between
2010 and 2013, The Daily Item says.

Minuteman Spill Response, Inc., a trucking company based in
Milton, Pennsylvania, filed for Chapter 11 bankruptcy (Bankr. M.D.
Pa. Case No. 14-01825) on April 18, 2014, in Williamsport.  Judge
John J. Thomas presides over the case.  Robert L. Knupp, Esq., at
Smigel, Anderson & Sacks, LLP, serves as the Debtor's counsel.
The Company estimated $1 million to $10 million in both assets and
liabilities.  The petition was signed by Brian J. Bolus,
president.


MISSION NEW ENERGY: Announces Annual General Meeting - ASX Waiver
-----------------------------------------------------------------
Mission NewEnergy Limited disclosed with the U.S. Securities and
Exchange Commission that ASX Limited had granted the Company a
waiver from listing rule 10.13.3 to the extent necessary to permit
the Company's notice of general meeting to approve the issue of a
maximum of 15,000,000 fully paid ordinary shares to Mr. Nathan
Mahalingam, Mr. Guy Burnett and Mr. James Garton not to state that
the Executive Securities will be issued no later than one month
after the date of the security holders' meeting subject to the
following conditions:

   * The Executive Securities will be issued no later than 3
     months after the date of the security holders' meeting,

   * The Company releases the terms of the waiver to the market
     immediately.

ASX has considered listing rules 10.13.3 only and made no
statement as to the Company's compliance with other listing
rules.

The Company will hold its annual general meeting on Oct. 27, 2014,
at 10:00 am (WST) at BDO, 38 Station Street, Subiaco, Perth,
Western Australia, to consider approval of the following items:

   1. Adoption of remuneration report;

   2. Re-election of director Guy Burnett;

   3. Re-election of director Datuk Mohamed Zain Bin Mohamed
      Yusuf;

   4. Re-election of director James Garton

   5. Re-election of director Mohd Azlan Bin Mohammed;

   6. Issue of Shares to Executive Directors in lieu of cash
      bonus;

   7. Approval of 10% Placement Facility; and

   8. Reduction of share capital.

                      About Mission NewEnergy

Based in Subiaco, Western Australia, Mission NewEnergy Limited is
a producer of biodiesel that integrates sustainable biodiesel
feedstock cultivation, biodiesel production and wholesale
biodiesel distribution focused on the government mandated markets
of the United States and Europe.

The Company is not operating its biodiesel refining segment.  The
refineries are being held in care and maintenance either awaiting
a return to positive operating conditions or the sale of assets.

The Company has materially diminished its Jatropha contract
farming operation and the company is now focused on divesting the
remaining Indian assets.  The Company intends to cease all Indian
operations.

Mission NewEnergy reported a net loss of $1.09 million on $9.68
million of total revenue for the year ended June 30, 2014,
compared to net income of $10.05 million on $8.41 million of total
revenue during the prior year.

The Company's balance sheet at June 30, 2014, showed $4.04 million
in total assets, $15.40 million in total liabilities and a $11.35
million total deficiency.

BDO Audit (WA) Pty Ltd, in Perth, Western Australia, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company incurred operating cash outflows
of $3.7 million during the year ended 30 June 2013 and, as of that
date the consolidated entity's total liability exceeded its total
assets by $12.5 million.  These conditions, along with other
matters, raise substantial doubt the Company's ability to continue
as a going concern.


MP-TECH AMERICA: Seeks Case Dismissal, Distribution of Funds
------------------------------------------------------------
MP-Tech America, LLC, asks the Bankruptcy Court to dismiss its
Chapter 11 case, and authorize the final distribution of the
remaining funds held by the estate.

The Debtor proposes that from the available proceeds, to pay (i) a
portion of 70% of the unpaid administrative expenses of the
Debtor's counsel, local counsel in pursuing the Avoidance Actions
from May 15, 2013, until Sept. 30, 2014 and the Unsecured
Creditors Committee counsel and 100% of their unpaid out-of-pocket
expenses; (ii) 100% of their unpaid balance of accrued fees from
the beginning of the case until the filing of the application; and
(iii) retain the remaining funds as the Debtor's counsel endeavors
to collect the outstanding and pending default judgments.

The Debtor also proposes a six month period to collect existing
default judgments during which period the Court will retain
jurisdiction solely for the purpose of implementing the dismissal
order or resolving any issues with regard to collection of the
default judgments.

On March 31, 2015, or six months from the date of this motion, the
Debtor proposes to make a final distribution of all remaining
funds to pay outstanding administrative fees, and out-of-pocket
expenses and unsecured claims if funds are available after all
efforts have been exhausted seeking to collect the default
judgments.

                      About MP-Tech America

Cusseta, Alabama-based MP-Tech America, LLC, is the maker of parts
for Kia Motors Corp. and Hyundai Motor Co. at their plants in
Georgia and Alabama.  It filed a Chapter 11 petition (Bankr. M.D.
Ala. Case No. 11-30895) on April 8, 2011.  The Debtor estimated
assets and debts of $10 million to $50 million as of the Chapter
11 filing.  The Debtor has a $15 million secured debt to Korea
Development Bank.

The Debtor is represented by Michael A. Fritz, Sr., Esq., at Fritz
Hughes & Hill, LLC, in Montgomery, Alabama, and Joseph J. Burton,
Jr., Esq., at Burton & Armstrong, LLP, in Atlanta, Georgia.

EXIM Bank, Venture Express, Woori Bank, Sunkyoung, ICS & M, Inc.,
and Midsouth Employee Services Corp. were appointed members to the
Official Committee of Unsecured Creditors.  The Committee is
represented by Clark R. Hammond, Esq., and Lindan J. Hill, Esq.,
at Johnston Barton Proctor & Rose LLP, in Birmingham, Alabama.


MVB HOLDING: Three-Member Creditors Committee Formed
----------------------------------------------------
The U.S. Trustee for Region 5 appointed three creditors of MVB
Holding, LLC to serve on the official committee of unsecured
creditors.

The unsecured creditors' committee is composed of:

     (1) Bally Gaming, Inc., d/b/a Bally Technologies
         c/o A.C. Ansani
         6650 El Camino Road
         Las Vegas, NV 89118
         Tel: (702) 532-7515
         Fax: (702) 532-5326
         E-mail: aansani@ballytech.com

     (2) Gremillion & Pou and Assoc., Inc.
         c/o R. Joseph Naus
         Wiener, Weiss & Madison
         P.O. Box 21990
         Shreveport, LA 71120-1990
         Tel: (318) 226-9100 Ext. 244
         Fax: (318) 424-5128
         E-mail: rjnaus@wwmlaw.com

     (3) Lamar Advertising
         Robert S. Bewick
         5321 Corporate Blvd.
         Baton Rouge, LA 70808
         Tel: (800) 235-2627 Ext. 228
         Fax: (225) 926-1281
         E-mail: bbewick@lamar.com

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

                        About MVB Holding

MVB Holding, LLC, in Biloxi, Mississippi, filed a Chapter 11
bankruptcy petition (Bankr. S.D. Miss. Case No. 14-51430) on
Sept. 16, 2014.  MVB owns the Margaritaville casino in Biloxi.

Judge Katharine M. Samson presides over the case.  Robert Alan
Byrd, Esq., at Byrd & Wiser, serves as the Debtor's counsel.  In
its petition, MVB estimated $10 million to $50 million in assets
and liabilities.  The petition was signed by Doug Shipley as
president/CEO.


NATIONAL AIR: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------
National Air Cargo, Inc., has filed a voluntary petition for
relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for the Western District of New York.

National Air Cargo Holdings, Inc., National Airlines and National
Air Cargo Holdings, Inc.'s other global subsidiary companies are
not parties to and have nothing to do with the bankruptcy filed by
NAC Inc., a New York corporation.

In October 2013, a U.S. District Court entered a judgment against
NAC.  The case was filed by start-up Global BTG in 2010, and
alleged that NAC breached a Letter of Intent by failing to finance
aircraft leases through Global BTG.  NAC continues to contend
there was no enforceable agreement and there was no breach.  NAC
has an appeal pending at the U.S. Court of Appeals for the Ninth
Circuit.

Filing bankruptcy allows NAC to continue business without the
immediate threat of Global BTG's judgment, and therefore permits
NAC to continue serving its clients, making payments to all of its
business partners, and employing its valued team members in the
Orchard Park New York and Herndon Virginia areas.

NAC CEO Christopher Alf explained, "We have appealed the
unjustified and unexpected verdict in the case brought by Global
BTG in 2010, but unfortunately that appeal will not be decided for
some time.  We believe we will be victorious in the appeal.
Seeking Chapter 11 relief will permit NAC Inc. to serve its
customers while reorganizing NAC Inc.'s financial situation caused
by this one off event.  Our focus at this time is to continue to
offer the same high level of service our customers expect and rely
on."

NAC Managing Director Mark Burgess said his team in Orchard Park
"is committed to continuing uninterrupted diligent hard work in
routing challenging cargo to locations around the globe.  My team
gives 110% every day, that won't change.  We'll move cargo --
whether it's lifesaving medical equipment or mission critical
aircraft parts -- it's what we do best."

Brian Conaway, Vice President of Finance for the parent company,
National Air Cargo Holdings, Inc., added, "We remain committed to
performing under all our contracts and growing our business."

                       About National Air

National Air Cargo, Inc. -- http://www.nationalaircargo.com/-- is
incorporated in the state of New York and operates out of Orchard
Park New York.  The parent company, National Air Cargo Holdings,
Inc., is incorporated in the state of Florida.  The Company
provides transportation and logistics solutions to get cargo
quickly and safely to wherever it needs to be.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
W.D.N.Y. Case No. 14-12414) on Oct. 17, 2014.  The Hon. Michael J.
Kaplan presides over the case.  John A. Mueller, Esq., and Raymond
L. Fink, Esq., at Harter Secrest & Emery LLP, serve as the
Company's bankruptcy counsel.  The Company estimated its assets
and liabilities at $1 million to $10 million each.

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


NORANDA OPERATING: DBRS Confirms 'BB(high)' Rating on Sec. Notes
----------------------------------------------------------------
DBRS Inc. has confirmed the BB (high) rating with a Stable trend
on the Senior Secured Notes of Noranda Operating Trust (the
Trust).  The Trust remains a well-established and currently
profitable processor of zinc concentrates strategically located to
serve North American zinc metal markets, but is highly dependent
on a zinc concentrate supply and processing agreement (Supply and
Processing Agreement) with Glencore Canada Corporation (Glencore
Canada) that ends its initial term in May 2017.

DBRS discontinued the Issuer Rating of the Trust (an exception to
its normal rating practice), due to the uncertainty regarding the
Trust's viability post-2017.  As well, DBRS has not established a
recovery rating for the Trust's amortizing Senior Secured Notes as
their repayment remains intricately tied to assumptions regarding
the successful operation under the Supply and Processing
Agreement, which extends beyond their maturity in December 2016.

The Trust, under the Supply and Processing Agreement, generates a
low-risk stream of earnings largely insulated from volatile zinc
prices with its raw material (concentrate) purchase costs linked
to its revenue.  Although the Trust has invested significant
capital to maintain and enhance the operating capabilities of its
zinc processing facility (CEZinc), the economic viability of
CEZinc post-May 2017 is uncertain as it will need to replace (or
continue) the Supply and Processing Agreement in a market that is
currently in oversupply and with low zinc processing charges.

Zinc concentrate processing levels returned to normal levels in
2011 following a marked reduction in 2009/2010 due to operating
issues, yielding net revenues of about $300 million per year and
about a 40% margin before selling, depreciation and other costs in
the 2011 to 2013 period.  Operating income improved throughout the
period, but higher unit costs in the first half of 2014 (H1 2014)
shrank margins to 32% and sharply reduced income.

Largely steady operations and reduced distributions have resulted
in dramatically reduced indebtedness since 2009, currently
standing at $59.6 million, although debt increased in the first
half of 2014 due to unexpectedly high costs.  The Trust's coverage
credit metrics weakened in H1 2014 despite lower debt although
they remain adequate for the rating.

Despite the issues confronted in H1 2014, DBRS expects better
earnings and operating cash flow for the Trust in H2 2014, but
given the uncertainty around the source of concentrates, earnings
and cash flow are expected to be lower and more variable than
historically.  Higher raw material acquisition costs remain a
concern due to variable feed sources.  DBRS's outlook also assumes
no processing interruption occurs due to expiration of the current
labour contact in the third quarter of 2014.

With steady operating performance, DBRS expects the Trust's Senior
Secured Notes will be fully repaid by the end of 2016.  In
addition to its indebtedness, the Trust's remediation liability
estimate has increased and legislated security requirements are
scheduled to increase by $22.4 million over the next two years.
In order to maintain liquidity to fund any potential remediation
needs post May 2017, DBRS expects the Trust to be judicious in its
distribution levels.


NOVA CHEMICALS: Fitch Rates $500MM Sr. Unsecured Notes 'BB+'
------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to NOVA Chemicals
Corporation's $500 million privately placed senior unsecured
notes. Proceeds from the offering will used to redeem the existing
$350 million senior unsecured notes due 2019 on Nov. 3, 2014, with
the remaining proceeds to be used for general corporate purposes,
according to the company.

Key Rating Drivers

The ratings reflect NOVA's position as a low-cost ethylene
producer. NOVA benefits from low-cost feedstock at both its
Joffre, Alberta and Corunna, Ontario sites after converting the
Corunna cracker to accept light feedstock. The company is also
sourcing ethane directly from the Williston (for Joffre) and
Marcellus (for Corunna) basins. EBITDA margins have increased to
above 20% after being below 10% in 2009.

Fitch believes NOVA's financial management is conservative. NOVA
has reduced its debt balances since it was acquired by IPIC PJSC
('AA'/Stable Outlook) in 2009. Debt declined from $1.8 billion at
the end of 2009 and is expected to be approximately $1 billion
after accounting for the new issuance and repayment of the notes
due 2019. Leverage is strong as well, measuring 1.1x on a total
debt to operating EBITDA basis, and is expected to fall to 0.8x
after the other notes are called in November. While distributions
to IPIC and capital expenditures have been growing, NOVA has
produced meaningful positive free cash flow (FCF; cash from
operations less capital expenditures and dividends).

The company is in the midst of executing its NOVA 2020 plan which
includes transitioning the Corunna cracker to 100% light feedstock
and building another polyethylene reactor at Joffre which is
expected to be completed by the end of summer 2016. Capital
spending will peak in 2014 and 2015 for these projects, but Fitch
believes additional borrowings are not likely necessary given
strong cash generation and large cash balances.

Credit weaknesses include the company's lack of product
diversification. NOVA produces a variety of polyethylene products
(HDPE, LDPE, and LLDPE) and grades but no other ethylene
derivatives. NOVA's competitors with other ethylene chains can
direct ethylene production to the highest margin intermediate- or
end-product. NOVA's products are also commoditized in nature. A
number of producers manufacture similar products.

Fitch acknowledges the cyclical nature of commodity chemicals.
NOVA is dependent upon plastic demand for revenue growth. Plastics
demand generally tracks global economic growth. With global
economic growth sluggish, growth in plastic demand has been less
than robust. While revenue growth has not been the driver of
NOVA's expanded EBITDA margins and growing EBITDA, Fitch believes
there is limited continued upside for costs. Supply dynamics of
the industry also influence plastic prices and margin realization.

The advantaged cost position for North American ethylene
production has spurred capacity expansion activity. North American
ethylene production could see up to 12.5 million tonnes of
additional annual capacity coming online by 2019. If fully
completed, these additions would correspond to over half of U.S.
capacity according to ICIS and would have the potential to reverse
the currently favorable environment. Typically, capacity additions
come in very sizeable increments and are often executed by
multiple industry participants at the same time. After these
additions have come online, it often takes several years to absorb
the resulting supply glut.

Liquidity

NOVA has sufficient liquidity to enable the company to fund
working capital and capital expenditure requirements and to
withstand less favorable industry conditions, if a reversal of the
positive dynamics were to occur. Accounting for the new issuance,
expected repayment of the senior unsecured notes due 2019, and the
$510 million distribution to the parent company in July, NOVA is
expected to have more than $800 million in total liquidity,
consisting of $329 million in cash on hand and $507 million
available under its syndicated and bilateral credit facilities.
Fitch projects marginal negative FCF in 2014 and 2015, but cash
balances will enable the company to fund the use of cash without
significant additional borrowings.

NOVA's main $425 million senior secured credit facility, which
matures in December 2017, is governed by a senior debt-to-cash-
flow covenant of max 3x and a debt-to-capitalization covenant of
max 60%. NOVA was in compliance with these covenants at June 30,
2014. Fitch expects the company to remain in compliance throughout
the lifetime of the facility. The facility is secured by the net
book value of assets in Canada, including NOVA's interest in the
Joffre, Alberta chemical complex and the Corunna, Ontario
facility.

The company has a favorable maturity schedule. After the repayment
of the senior unsecured notes due 2019, NOVA will not have any
large principal payments due until 2023. NOVA has three notes
outstanding, $350 million due 2019, $500 million due in 2023 and
$500 million due in 2025.

Rating Sensitivities

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

-- Continued progress in capital spending plans with limited need
   to add to debt levels;

-- Naming a full time CEO with a commensurate commitment to
   current strategies;

-- A sustained return to Fitch-calculated FCF generation following
   current capital expansion;

-- Hard credit support from IPIC.

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

-- A sustained return of adverse economic conditions and excess
   capacity for the chemical industry leading to weak sales and
   profits;

-- A sharp erosion of the company's feedstock advantage resulting
   in higher debt funding during the capex buildout period;

-- Expectations for prolonged meaningful negative FCF leading to
   debt levels where leverage is sustained around 3.0x on a total
   debt to EBITDA basis through the cycle;

-- Substantially increased distributions to IPIC funded by debt.

Fitch assigns the following rating:

-- $500 million privately placed senior unsecured notes rated
   'BB+'.

Fitch has the following ratings on NOVA:

-- Long-term IDR 'BB+';
-- Senior secured revolving credit facility 'BBB-';
-- Senior unsecured revolving credit facilities 'BB+';
-- Senior unsecured notes 'BB+'.

The Rating Outlook is Positive.


OCEANSIDE MILE: Wants Approval for $5.2MM Loan from Stonegate
-------------------------------------------------------------
Oceanside Mile LLC, dba Seabonay Beach Resort, asks for
authorization to incur a final postpetition financing by Stonegate
Bank in the amount $5,202,000.  The financing will have an
interest rate of 4.79% per annum until October 2019.  The loan
will mature on October 2024.  A document containing the terms of
the financing is available for free at:

   http://bankrupt.com/misc/OceansideMile_165_motioncredit.pdf

                       About Oceanside Mile

Oceanside Mile LLC owns the Seabonay Resort Hotel, a resort hotel
located in an affluent area of Florida's Hillsboro Beach, which is
perched on the Atlantic Ocean.  The hotel is close to Fort
Lauderdale and its suburbs; three miles south of Boca Raton, and a
mile east of Deerfield Beach.  The hotel has 81 rooms and total
1.29 acres.

Oceanside Mile filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 13-35286) on Oct. 17, 2013.  Arturo Rubinstein signed the
petition as managing member.  In its schedules, the Debtor
disclosed $13,148,100 in total assets and $8,367,297 in total
liabilities.  Judge Barry Russell presides over the case.

The Debtor is represented by Sandford L. Frey, Esq., Stuart I.
Koenig, Esq., and Martha C. Wade, Esq., at Creim Macias Koenig &
Frey LLP, in Los Angeles, California.

First-Citizens Bank & Trust Company is represented by Craig H.
Averch, Esq., and Roberto J. Kampfner, Esq., at White & Case LLP,
in Los Angeles, California.


PLATFORM SPECIALTY: Moody's Puts B1 CFR on Review for Downgrade
---------------------------------------------------------------
Moody's Investors Service placed the ratings of Platform Specialty
Products Corporation (Platform; B1 Corporate Family Rating) under
review for downgrade. The review was prompted by the company's
announcement that it entered into a definitive agreement to
acquire Arysta LifeScience SPC, LLC (Arysta) (B2 stable) for
approximately $3.51 billion. Preliminary details of the proposed
financing structure indicate that leverage will exceed 5x and may
remain elevated as management is contemplating additional
acquisitions. The Arysta transaction is expected to close in the
first half of 2015 and is subject to regulatory approvals and a
Platform shareholder vote.

The following summarizes the ratings under review for a downgrade:

Platform Specialty Products Corporation

  Corporate Family Rating -- B1

  Probability of Default -- B1-PD

MacDermid Inc.

  Senior Secured Revolver -- B1, LGD3

  Senior Secured Term Loan -- B1, LGD3

MacDermid Agricultural Solutions Holdings BV

  Senior Secured Term Loan -- B1, LGD3

Platform Specialty Products Corporation

  Speculative Grade Liquidity Rating unchaged at SGL-2

Ratings Rationale

Platform's rating review is driven by Moody's concern that the
company's leverage will increase following the Arysta acquisition
despite the sizable equity contributions already completed and
planned for this transaction. The $3.51 billion consideration for
Arysta will consist of $2.91 billion in cash and $600 million of
new Series B convertible preferred stock. To finance the
acquisition, Platform has entered into a commitment letter for
$1.6 billion of senior secured term loans and $750 million of
unsecured bridge loans. Platform will significantly increase its
debt following the Arysta acquisition and leverage is likely to
rise above 5x exceeding management's previously stated net
leverage target of 4.5x. Arysta had sales of approximately $1.5
billion in the twelve months ended December 31, 2013 and EBITDA of
$294 million, according to Platform.

The ratings review will consider expected changes to the company's
capital structure as Platform continues to pursue acquisitions at
a fairly rapid pace, including the refinancing of the bridge loan
and the potential for the additional issuance of equity. The
review will also examine potential synergies from the combination
of Chemtura AgroSolutions (CAS), Agriphar and Arysta, as well as
integration risks, which are significant as these three companies
combined are larger than Platform. Platform indicated that the
$3.51 billion purchase price for Arysta represents a multiple of
11.2x on expected 2014 EBITDA of $310 million before synergies;
after synergies the multiple drops to 9.3x. Platform expects to
realize approximately $65 million in synergies over three years
through the integration of Arysta.

Arysta is the third announced acquisition in the agricultural
chemicals sector for Platform since April 2014. Platform has
already bought Agriphar and is in the process of acquiring
Chemtura's AgroSolutions business. The three acquisitions would
increase Platform's revenue to approximately $3 billion and the
agricultural segment will represent 66% of pro forma revenue.
While the increase in overall firm size and diversity of earnings
and end-markets are credit positive, higher leverage and increased
integration risks are credit negatives. Furthermore, the rapid
pace of acquisitions to date as well as managements statements
that they continue to contemplate numerous other acquisitions in
the near-term pressure the rating.

Headquartered in Miami, Florida, Platform Specialty Products Corp
(Platform) is a publicly-traded company founded by investors
Martin Franklin and Nicolas Berggruen in 2013. Platform's first
acquisition in 2013 was MacDermid Holdings, LLC, a global
manufacturer of variety of chemicals and technical services for a
range of applications and markets including; metal and plastic
finishing, electronics, graphic arts, and offshore drilling. Pro
forma for the acquisitions, Platform's sales are roughly $2.9
billion for the twelve months ended June 30, 2014 (LTM revenues of
$749 million from Platform's existing business and $467 million
from AgroSolutions as of June 30, 2014 as well as $171 million YE
2013 revenues from Agriphar and $1.5 billion YE 2013 for Arysta ).

The principal methodology used in these ratings 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.


PULSE ELECTRONICS: Terminates Registration of Common Stock
----------------------------------------------------------
Pulse Electronics Corporation filed a Form 25 with the U.S.
Securities and Exchange Commission to voluntarily terminate the
registration of its common stock pursuant to Section 12(g) of the
Securities Exchange Act of 1934.

The Company also removed from registration any and all shares of
its common stock that were registered under the following Form S-8
registration statements:

  (1) Registration Statements on Form S-8 which were filed by
      Pulse Electronics on June 14, 2012, and June 12, 2014.
      Pursuant to the Registration Statements, the Company
      registered 600,000 and 900,000 shares (on a post reverse
      split basis) of its common stock for issuance in accordance
      with the terms of its 2012 Omnibus Incentive Compensation
      Plan.

  (2) Registration Statements on Form S-8 which were filed by
      Pulse Electronics on June 1, 1998, Nov. 30, 2005, and
      July 10, 2009.  Pursuant to the Registration Statements, the
      Company registered 3,000 shares, 4,500 shares and 14,500
      shares (on a post reverse split basis) of its common stock
      for issuance in accordance with the terms of its Board of
      Directors Stock Plan.

  (3) Registration Statements on Form S-8 which were filed by
      Pulse Electronics on June 14, 2012, and June 12, 2014,
      pursuant to which the Company registered 600,000 and 900,000
      shares (on a post reverse split basis) of its common stock
      for issuance in accordance with the terms of its 2012
      Omnibus Incentive Compensation Plan.

  (4) Registration Statements on Form S-8 which were filed by
      Pulse Electronics on June 1, 1998, Nov. 30, 2005, and
      July 10, 2009.  Pursuant to the Registration Statements, the
      Company registered 3,000 shares, 4,500 shares and 14,500
      shares (on a post reverse split basis) of its common stock
      for issuance in accordance with the terms of its Board of
      Directors Stock Plan.

  (5) Registration Statement on Form S-8 which was filed by Pulse
      Electronics on June 28, 2001, pursuant to which the
      Company registered 100,000 shares (on a post reverse split
      basis) of its common stock for issuance in accordance with
      the terms of its 2001 Stock Option Plan.

  (6) Registration Statements on Form S-8 which were filed by
      Pulse Electronics Corporation on Dec. 16, 2011, and
      March 14, 2012, pursuant to which the Company registered
      12,044 and 13,053 shares (on a post reverse split basis) of
      its common stock for issuance in accordance with the terms
      of its Amended Employment Agreement with Ralph E. Faison.

  (7) Registration Statements on Form S-8 which were filed by
      Pulse Electronics on Dec. 16, 2011, and March 14, 2012.
      Pursuant to the Registration Statements, the Company
      registered 12,044 and 13,053 shares (on a post reverse split
      basis) of its common stock for issuance in accordance with
      the terms of its Amended Employment Agreement with Ralph E.
      Faison.

  (8) Registration Statement on Form S-8 which was filed by Pulse
      Electronics on Oct. 4, 1995, pursuant to which the Company
      registered 25,331 shares (on a post reverse split basis) of
      its common stock for issuance in accordance with the terms
      of its 1991 Long-Term Incentive Stock Option Plan, Board of
      Directors Stock Option Plan, Senior Management Stock Option
      Plan and Non-Qualified Stock Option Plan.

  (9) Registration Statement on Form S-8 which was filed by Pulse
      Electronics on Jan. 4, 2000, pursuant to which the
      Company registered 20,000 shares (on a post reverse split
      basis) of its common stock for issuance in accordance with
      the terms of its 401(k) Plan.

(10) Registration Statements on Form S-8 which were filed by
      Pulse Electronics on June 1, 1998, Nov. 30, 2005, and
      July 10, 2009, pursuant to which the Company registered
      3,000 shares, 4,500 shares and 14,500 shares (on a post
      reverse split basis) of its common stock for issuance in
      accordance with the terms of its Board of Directors Stock
      Plan.

                     About Pulse Electronics

San Diego, California-based Pulse Electronics Corporation --
http://www.pulseelectronics.com/-- is a global producer of
precision-engineered electronic components and modules, operating
in three business segments: Network product group; Power product
group; and Wireless product group.  As of Dec. 28, 2012, Pulse had
$188 million in total assets.

As reported by the TCR on Juy 8, 2013, the Company dismissed
KPMG LLP as its independent registered public accounting
firm.  Grant Thornton LLP was hired as replacement.

Pulse Electronics reported a net loss of $27.02 million on $355.67
million of net sales for the year ended Dec. 27, 2013, as compared
with a net loss of $32.09 million on $373.16 million of net sales
for the year ended Dec. 28, 2012.

The Company's balance sheet at June 27, 2014, showed $180.44
million in total assets, $247.24 million in total liabilities and
a $66.79 million total shareholders' deficit.


QEP RESOURCES: S&P Revises Outlook to Stable & Affirms 'BB+' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Denver-based QEP Energy Inc. to stable from negative
and affirmed all of its ratings, including the 'BB+' corporate
credit rating, on the company.

The rating action reflects the expected improvement in QEP's
credit protection measures due to the use of a portion of proceeds
from the sale of its midstream business to fund debt reduction and
capital spending.  The ratings on QEP reflect S&P's view of the
company's "fair" business risk and "intermediate" financial risk.

"We think QEP's credit protection measures will be adequate for
the ratings over the next 12 months as the company uses asset sale
proceeds to repay debt and fund capital spending," said Standard &
Poor's credit analyst Ben Tsocanos.

S&P would consider a downgrade if it expected the company's FFO to
debt to remain below 45% and debt to EBITDA to remain above 2x.
This could occur if QEP increases capital spending without
achieving significant production growth, especially in the context
of falling commodity prices.  This could also occur if the company
buys back significantly more stock than S&P anticipates.

S&P could consider an upgrade if QEP increases its oil and gas
reserves and production to a scale commensurate with higher-rated
peers without a significant deterioration in its operating costs
or capital structure.


QUANTUM CORP: Amends $75 Million Securities Prospectus
------------------------------------------------------
Quantum Systems Technologies Worldwide, Inc., filed with the U.S.
Securities and Exchange Commission an amended Form S-3
registration statement relating to the sale of common stock,
preferred stock, debt securities, warrants, rights, and a
combination thereof for a total maximum offering price of
$75,000,000.

The debt securities, preferred stock, warrants and rights may be
convertible or exercisable or exchangeable for common or preferred
stock, as applicable.  The Company amended the Registration
Statement to delay its effective date.

The Company's common stock is quoted on The NASDAQ Capital Market
under the symbol "QTWW."  The last reported sale price of the
Company's common stock on Oct. 16, 2014, was $4.01 per share.

A copy of the Form S-3 registration statement is available at:

                        http://is.gd/iD6lSD

                        About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

Quantum Corporation incurred a net loss of $21.47 million on
$553.16 million of total revenue for the year ended March 31,
2014, as compared with a net loss of $52.17 million on $587.43
million of total revenue for the year ended March 31, 2013.

As of June 30, 2014, the Company had $351.21 million in total
assets, $439.81 million in total liabilities and a $88.59 million
total stockholders' deficit.


RIVER CITY: Wants Until Feb. 25 to File Notices of Removal
----------------------------------------------------------
River City Renaissance, LC, et al., ask the Bankruptcy Court to
extend until Feb. 25, 2015, their time to file notices of removal
with respect to any civil actions pending as of the Petition Date.
Absent the extension, the Debtors' deadline to file the notices
will expire on Oct. 28, 2014.  An Oct. 23 hearing is scheduled for
the approval of the request.

                  About River City Renaissance

Richmond, Virginia-based, River City Renaissance, LC, and River
City Renaissance III, LC, sought Chapter 11 protection (Bankr.
E.D. Va. Case Nos. 14-34080 and 14-34081) in Richmond, Virginia,
on July 30, 2014.  The cases are assigned to Judge Keith L.
Phillips.  Robert H. Chappell, III, Esq., at Spotts Fain PC,
represents the Debtors in their cases.  River City Renaissance
estimated $10 million to $50 million in assets and debts.
Renaissance III estimated less than $10 million in assets and
debts.  The Debtors have tapped Spotts Fain PC as counsel.
An official committee of unsecured creditors has not been
appointed in the Debtors' cases.


ROCKWELL MEDICAL: Robert Chioini Has 8.8% Ownership as of Oct. 1
----------------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Robert L. Chioini disclosed that as of Oct. 1, 2014,
he beneficially owned 4,013,333 shares of common stock of
Rockwell Medical, Inc., representing 8.8 percent of the shares
outstanding, based on 43,483,741 Common Shares outstanding as of
Oct. 13, 2014.  A copy of the regulatory filing is available at:

                       http://is.gd/4nFZZx

                          About Rockwell

Rockwell Medical, Inc. (Nasdaq: RMTI), headquartered in Wixom,
Michigan, is a fully-integrated biopharmaceutical company
targeting end-stage renal disease ("ESRD") and chronic kidney
disease ("CKD") with innovative products and services for the
treatment of iron deficiency, secondary hyperparathyroidism and
hemodialysis (also referred to as "HD" or "dialysis").

Rockwell's lead investigational drug is in late stage clinical
development for iron therapy treatment in CKD-HD patients.  It is
called Soluble Ferric Pyrophosphate ("SFP").  SFP delivers iron to
the bone marrow in a non-invasive, physiologic manner to
hemodialysis patients via dialysate during their regular dialysis
treatment.

Rockwell Medical reported a net loss of $48.78 million in 2013, a
net loss of $54.02 million in 2012 and a net loss of $21.44
million in 2011.

As of June 30, 2014, the Company had $25.88 million in total
assets, $29.79 million in total liabilities and a $3.91 million
total shareholders' deficit.


ROTECH HEALTHCARE: Halts Duty to File SEC Reports
-------------------------------------------------
Rotech Healthcare Inc. filed with the Securities and Exchange
Commission a Form 15 "CERTIFICATION AND NOTICE OF TERMINATION OF
REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF
1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934."

Orlando, Florida-based Rotech said its Common Stock, $0.0001 par
value per share, is covered by the Form 15 filing.

                      About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.

The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.

On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.

Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor served as counsel to the Debtors; Foley & Lardner LLP was
the healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld
LLP was the special healthcare regulatory counsel; Barclays
Capital Inc. was the financial advisor; Alix Partners, LLP was the
restructuring advisor; and Epiq Bankruptcy Solutions LLC was the
claims agent.

Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders were represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.

The Official Committee of Unsecured Creditors tapped Otterbourg,
Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll &
Rooney PC as Delaware counsel; and Grant Thornton LLP as financial
advisor.

The U.S. Trustee at the end of April appointed an official
committee of equity holders.  Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan.  The Equity Panel is
represented by Bayard, P.A. as Delaware counsel.

Rotech on Aug. 29 disclosed that the Bankruptcy Court has approved
the Second Amended Joint Plan of Reorganization, along with $358
million of exit financing commitments received from Wells Fargo
and certain existing holders of the 10.5% Senior Second Lien
Secured Notes.  The reorganization plan was confirmed at a court
hearing in Delaware and was supported by the Statutory Committee
of Unsecured Creditors. Creditors entitled to vote overwhelmingly
voted in favor of the reorganization plan.

Under the reorganization plan, the Company's existing common stock
will be cancelled and substantially all of the new common stock of
reorganized Rotech will be distributed to holders of the 10.5%
Senior Second Lien Secured Notes.  Trade suppliers are to be paid
in full, if they agree to continue providing credit.  The existing
$23.5 million term loan would be paid in full, and the $230
million in 10.75 percent first-lien notes will be amended.

The Company, on Sept. 27, 2013, implemented the reorganization
plan approved when a bankruptcy judge in Delaware signed a
confirmation order on Aug. 29.


SAMUEL WYLY: $300-Mil. SEC Charge Spurs Bankruptcy Filing
---------------------------------------------------------
Texas tycoon Samuel E. Wyly filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 14-35043) on Oct. 19, just
weeks after a judge ordered him to pay several hundred million
dollars in a civil fraud case pursued by the U.S. Securities and
Exchange Commission.

Bankruptcy Judge Barbara Houser has set for Wednesday, Oct. 22,
2014, the initial hearing on Samuel Wyly's petition, Nate Raymond
and Joseph Ax at Reuters relates.

According to Reuters, Mr. Wyly said that he couldn't afford the
almost $300 million payment that U.S. regulators are demanding for
his role in a fraudulent offshore scheme.  In his petition, Mr.
Wyly estimated his assets and liabilities at between $100 million
and $500 million each.  Mr. Wyly said in the court filing that he
had spent $100 million in legal fees responding to investigations
from the SEC and the Internal Revenue Service.

Reuters relates that a jury found Mr. Wyly and his brother
Charles, who died in a 2011 car crash, liable for fraud in May
2014.  U.S. District Judge Shira Scheindlin in New York then
ordered Mr. Wyly and the estate of his late brother Charles in
September to pay damages of $187.7 million plus interest to the
SEC.  The total, including interest, should be $299.4 million, the
report says, citing the SEC.

The SEC, says Reuters, accused the Wylys of building a complex
system of trusts in the Isle of Man that netted them $553 million
in untaxed profits through more than 10 years of hidden trades in
four firms -- Sterling Software Inc, Michaels Stores Inc, Sterling
Commerce Inc and Scottish Annuity & Life Holdings Ltd, now
Scottish Re Group Ltd. -- they controlled.

Reuters reports that the SEC wants to collect money still held in
the offshore trusts, but the Wylys' attorneys argue that those
$380 million in assets are controlled by the trusts'
beneficiaries, including the Wylys' children.  The SEC said in a
court filing last week that the trusts' assets are the property of
Samuel and Charles Wyly, and that the the SEC believes that the
defendants have sufficient global assets to pay any judgment.

Steven Shepard, Esq., is the attorney for Samuel Wyly, Reuters
relates.


SCOTTSDALE VENETIAN: Confirms Reorganization Plan
-------------------------------------------------
Bankruptcy Judge Brenda K. Martin entered an order confirming
Scottsdale Venetian Village, LLC's Fourth Amended Plan of
Reorganization dated Feb.27, 2014, as amended.

As reported in the Troubled Company Reporter on Sept. 26, 2014,
the Debtor signed a deal that would resolve the objection of First
National Bank of Hutchinson to the Plan.  Under the deal,
Scottsdale and FNB agree that the bank's secured claims as of
Sept. 1 total $7,810,766.  The bank also agrees to withdraw its
objection and vote in favor of confirmation of the plan.

FNB holds secured claims against Scottsdale on account of the two
loans it extended to the company.  The first loan, which was
extended to Scottsdale in 2006, is secured by a lien against the
company's leasehold interest in a hotel in Arizona.  In 2012, FNB
made a second loan in the amount of $235,000 to pay the delinquent
real estate taxes on the property.

                       The Chapter 11 Plan

The Plan proposes to treat claims and interests as follows:

   -- First National Bank of Hutchinson will receive full payment
      with interest in the form of a promissory note that will
      mature and become fully due and payable on the 12th
      anniversary of the effective date of the Plan.

   -- Maricopa County's secured claims will be paid in full in
      installments.  If Maricopa County votes in favor of the
      Plan, it will receive a cash payment of $5,000 on the
      Effective Date that will be applied to outstanding real
      property taxes, with the balance to be paid in installments.

   -- Holders of allowed unsecured claims will be paid in full,
      with interest, in equal quarterly installments commencing
      on the Effective Date and concluding on the eight
      anniversary of the Effective Date.

   -- With respect to equity, if the purchase agreement is not
      consummated, the current interest holder(s) will retain
      their equity interests.  If the purchase agreement is
      consummated, the buyer will own all of the equity interests
      in the Reorganized Debtor.

A copy of the Fourth Amended Disclosure Statement dated Feb. 27,
2014, is available for free at:

     http://bankrupt.com/misc/Scottsdale_Ven_4th_Am_DS.pdf

                   About Scottsdale Venetian

Scottsdale Venetian Village, LLC, operates the Days Hotel located
at 5101 N. Scottsdale Road, in Scottsdale, Arizona.  The Company
also operates Papi Chulo's Mexican Grill & Cantina, located
immediately adjacent to the hotel.  The hotel consists of 211
guest rooms and, among other things, facilities for meetings and
banquets.

Scottsdale Venetian Village filed a Chapter 11 petition (Bankr. D.
Ariz. Case No. 13-02150) on Feb. 19, 2013, in Phoenix, estimating
at least $10 million in assets and less than $10 million in
liabilities.

The Debtor is represented by John J. Hebert, Esq., and Wesley D.
Ray at Polsinelli Shughart, P.C., in Phoenix.  Charles B. Foley,
CPA, PLLC serves as the Debtor's accountant.

As reported in the March 12, 2014 edition of the TCR, Scottsdale
Venetian Village LLC has won approval of the disclosure statement
explaining its proposed Chapter 11 plan.  The bankruptcy judge
approved the disclosure statement after the Debtor resolved the
objection made by First National Bank of Hutchinson.

Scottsdale Venetian Village amended the Plan documents on Feb. 27,
2014, to incorporate terms reached with the buyer for the Debtor's
interests in the Days Hotel in Scottsdale, Arizona.


SEARS HOLDINGS: ESL, Et Al., Buy 17MM Sears Canada Shares
---------------------------------------------------------
In connection with a subscription rights offering by Sears
Holdings Corporation to its stockholders, Sears Holdings
distributed to ESL Partners, L.P., SPE I Partners, LP, SPE Master
I, LP, CRK LLC, ESL Institutional Partners, L.P., and Edward S.
Lampert, at no charge, subscription rights to purchase an
aggregate of 19,407,354 common shares, no par value, of Sears
Canada Inc.

On Oct. 16, 2014, Partners, CRK LLC, Institutional and Mr. Lampert
exercised their subscription rights to purchase an aggregate of
17,741,508 Sears Canada Shares from Holdings for total cash
consideration of $168,544,326.

Sears Holdings is conducting the Rights Offering, whereby the
Company distributed, at no charge, to each holder of its
outstanding Holdings Common Stock as of the Oct. 16, 2014, record
date, transferrable subscription rights to purchase from Holdings
up to an aggregate of 40,000,000 Sears Canada Shares, at a price
of $9.50 per whole share.  Sears Holdings distributed to each
holder of its Holdings Common Stock one subscription right for
each full share of Holdings Common Stock owned by that stockholder
as of the Record Date, subject to certain exceptions.  Each
subscription right entitles its holder to purchase from Holdings
0.375643 of a Sears Canada Share.

Edward S. Lampert and his affiliates beneficially owned 51,664,368
shares of common stock of Sears Holdings representing 48.5 percent
of the shares outstanding.

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

                        http://is.gd/CFmvh7

                            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 HOLDINGS: Offers New Debt Rights/Warrants
-----------------------------------------------
Suzanne Kapner and Michael Calia, writing for The Wall Street
Journal, reported that Sears Holdings Corp. is again turning to
billionaire Chief Executive Edward Lampert for funds, as the
struggling retailer shores up its balance sheet ahead of the
holiday season and seeks to reassure vendors worried about its
health.  According to the report, Sears said it will sell $625
million in debt to owners of the company's stock -- 48.5% of which
is controlled by Mr. Lampert.

                            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.


SIGA TECHNOLOGIES: PharmAthene, 2 Others Named to Committee
-----------------------------------------------------------
The U.S. Trustee for Region 2 appointed three creditors of SIGA
Technologies, Inc. to serve on the official committee of unsecured
creditors.

The unsecured creditors' committee is composed of:

     (1) PharmAthene Inc.
         One Park Place, Suite 450
         Annapolis, MD 21401
         Attention: Eric I. Richman
         Chief Executive Officer
         Tel: (410) 269-2520

     (2) Albemarle Corporation
         451 Florida Street
         Baton Rouge, LA 70801
         Attention: Karen Narwold, Esq.
         SVP, General Counsel
         Tel: (225) 388-7716

     (3) Catalent Pharma Solutions LLC
         14 Schoolhouse Road
         Somerset, NJ 08873
         Attention: Michelle Quinn
         Associate General Counsel
         Tel: (732) 537-6112

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

                   About SIGA Technologies

Publicly held SIGA Technologies, Inc., with headquarters in
Madison Avenue, New York, is a biotech/pharmaceutical company that
specializes in the development and commercialization of solutions
for serious unmet medical needs and biothreats.  SIGA's lead
product is Tecovirimat, also known as ST-246, an orally
administered antiviral drug that targets orthopoxviruses.

SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 14-12623) on Sept. 16, 2014, in Manhattan.  The case is
assigned to Judge Sean H. Lane.

The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and
Prime Clerk LLC as claims agent.

According to the docket, the schedules of assets and liabilities
and the statement of financial affairs are due Sept. 30, 2014.
The Debtor's Chapter 11 plan and disclosure statement are due Jan.
14, 2015.  The initial case conference is due by Oct. 16, 2014.

As of June 30, 2014, SIGA reported consolidated assets and
liabilities of $209 million and $198 million, respectively. The
amount of reported liabilities does not include any amount
attributable to the lawsuit filed by PharmAthene, Inc.  A total of
$2.50 million is outstanding on a secured term loan with General
Electric Capital Corp.  Trade payables total $3.3 million.


SOLAR POWER: Unit Inks $155-Mil. Contracts With Hebei Yangpu
------------------------------------------------------------
Solar Power, Inc.'s wholly-owned subsidiary, Xinyu Xinwei New
Energy Co., Ltd., entered into three agreements with Hebei Yangpu
New Energy Technology Co., Ltd. (the "Principal"), whereby Xinwei
agreed to provide engineering, procurement and construction
services to the Principal for the development of approximately
100MW in aggregate of photovoltaic power generation projects in
Julu County, Hebei Province, PRC, for an aggregate contract price
of RMB190 million (US$31.0 million), RMB285 million (US$46.5
million) and RMB475 million (US$77.6 million), respectively,
pursuant to the respective terms and conditions of the Agreements.

                         About Solar Power

Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services.  Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor.  The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.

Solar Power reported a net loss of $32.24 million in 2013
following a net loss of $25.42 million in 2012.  As of June 30,
2014, the Company had $72.84 million in total assets, $56.85
million in total liabilities and $15.99 million in total
stockholders' equity.

Crowe Horwath LLP, in San Francisco, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred a current year net loss of $32.2
million, has an accumulated deficit of $56.1 million, has
experienced a significant reduction in working capital, has past
due related party accounts payable and a debt facility under which
a bank has declared amounts immediately due and payable.
Additionally, the Company's parent company LDK Solar Co., Ltd has
experienced significant financial difficulties including the
filing of a winding up petition on Feb. 24, 2014.  These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


SOUTHERN FILM EXTRUDERS: Withdraws Bid to Employ John L. Barnes
---------------------------------------------------------------
Southern Film Extruders, Inc., has withdrawn its motion to employ
John L. Barnes, Jr., as professional CPA and continuing person to
act for the corporate Debtor.

As reported in Troubled Company Reporter on Aug. 15, 2014, the
Debtor said that Mr. Barnes was employed as the chief financial
officer of the Debtor while the Debtor was in operation.  After
the assets of the Debtor were sold on Oct. 1, 2013, Mr. Barnes
continued to assist in the administration of the estate, and
anticipates that he will continue to assist with winding up the
affairs of the Debtor.

                         About Southern Film

Southern Film Extruders, Inc., is the business of developing and
manufacturing specialized film used in packaging various products.
It has two plants in High Point, North Carolina.

On July 25, 2013, an involuntary Chapter 7 petition was filed
against Southern Film.  In response thereto, Southern Film filed a
Chapter 11 petition (Bankr. M.D.N.C. Case No. 13-11026) on Aug. 4,
2013.

The Debtor experienced severe cash flow issues as a result of the
loss of its largest customer prompted the bankruptcy filing.

John L. Barnes, Jr., signed the Chapter 11 petition as vice
president.  The Debtor estimated assets of at least $10 million
and debts of at least $1 million.  Charles M. Ivey, III, Esq., at
Ivey, McClellan, Gatton, & Talcott, LLP, represents the Debtor as
counsel.

The Official Committee of Unsecured Creditors is represented by
Hendren & Malone, PLLC.


SRKO FAMILY: Lienholders Group to Take Over Colorado Crossing
-------------------------------------------------------------
Wayne Heilman at Gazette.com reports that the Hon. Sidney Brooks
of the U.S. Bankruptcy Court for the District of Colorado has
approved the committee of lienholders' plan take over SRKO Family
Limited Partnership's Colorado Crossing project on Nov. 4.

According to Gazette.com, Jim Johnson, CEO of GE Johnson
Construction, who heads the committee, said that the committee
will spend about a month evaluating proposals from several
investors and others who have shown interest in acquiring the
complex.  The report adds that if the project isn't sold, the
committee will start work by the end of first quarter on
completing the five buildings.  It could take six or seven months,
the report says, citing Mr. Johnson.

Gazette.com relates that the Court rejected the competing plan
proposed by a partnership set up by Colorado Crossing's original
developer, Jannie Richardson, who estimated that it may take $8
million to $12 million to finish the buildings.  The developer had
said that creditors could recover about 50% of the more than $30
million they are owed within five years and potentially the entire
amount in about 10 years, the report states.

                   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.


SUN BANCORP: Terminates Stock Purchase Plans
--------------------------------------------
The Board of Directors of Sun Bancorp, Inc., terminated the Sun
Bancorp, Inc. Directors Stock Purchase Plan, as amended and
restated and the Sun Bancorp, Inc. Employee Stock Purchase Plan,
each of which originally became effective on Aug. 1, 1997.  The
Plans were terminated effective Nov. 1, 2014, the Company
disclosed in a regulatory filing with the U.S. Securities and
Exchange Commission.

                         About Sun Bancorp

Sun Bancorp, Inc. (NASDAQ: SNBC) is a bank holding company
headquartered in Vineland, New Jersey, with its executive offices
located in Mt. Laurel, New Jersey.  Its primary subsidiary is Sun
National Bank, a full service commercial bank serving customers
through more than 60 locations in New Jersey.

On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.

Sun Bancorp reported a net loss available to common shareholders
of $9.94 million in 2013, a net loss available to common
shareholders of $50.49 million in 2012, and a net loss available
to common shareholders of $67.50 million in 2011.

The Company's balance sheet at June 30, 2014, showed $2.89 billion
in total assets, $2.66 billion in total liabilities and $227.65
million in total shareholders' equity.


TESORO LOGISTICS: Moody's Affirms Ba2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed Tesoro Logistics LP's (Tesoro
Logistics or TLLP) Corporate Family Rating (CFR) of Ba2, its
Probability of Default Rating of Ba2-PD, and its senior unsecured
notes rated Ba3. At the same time, Moody's assigned a Ba3 rating
to Tesoro Logistics' proposed $1.3 billion unsecured notes. The
rating outlook is stable.

Proceeds from the proposed $1.3 billion in notes will be used to
partially finance the pending acquisition of QEP Field Services
(QEPFS, unrated), including a 58% interest in QEP Midstream
Partners (QEPM, unrated), for roughly $2.5 billion. The
transaction is expected to close in the fourth quarter of 2014
subject to regulatory clearance and customary closing conditions.

"Tesoro Logistics' ratings affirmation reflects the increased
scale and asset diversity from the acquisition, which will
strengthen its stand alone credit profile," commented Arvinder
Saluja, Moody's Assistant Vice President. "However, Tesoro
Logistics faces execution risk in integrating the new acquisition,
which represents a step-out from its core business."

Issuer: Tesoro Logistics LP

Corporate Family Rating, affirmed at Ba2

Probability of Default Rating, affirmed at Ba2-PD

$550 Million Senior Unsecured Notes due in 2021, affirmed at Ba3
(LGD 4)

$470 Million Senior Unsecured Notes due in 2020, affirmed at Ba3
(LGD 4)

Speculative Grade Liquidity Rating, affirmed at SGL-3

$1,300 Million aggregate Senior Unsecured Notes due in 2019 and
2022, rated Ba3 (LGD 4)

Ratings Rationale

The QEPFS acquisition will improve Tesoro Logistics' stand alone
credit profile, with its size and scale increasing to a level more
indicative of a Ba2 rating and its customer concentration with its
parent and general partner, Tesoro Corporation (Tesoro, Ba1
stable) reducing to about 50%.

However, TLLP is paying a high multiple relative to the
incremental EBITDA from the acquisition and faces execution risk
on successfully integrating QEPFS' natural gas gathering and
processing business, which are new to TLLP and outside of its core
business.

QEPFS's natural gas gathering and processing business is largely
fee-based, but faces higher levels of volume risk than TLLP's
existing business. Moody's expect QEP Resources to remain the
largest producer and counter party for QEPFS, and as such expect
TLLP to maintain proper risk management procedures not only with
QEP but also with other main customers, such as Ultra Petroleum,
EOG, and Questar.

Due to the high multiple being paid for the acquisition, Moody's
expect TLLP's financial leverage to initially increase, but to
drop below 4.5x debt/EBITDA on a consolidated pro forma basis by
the end of 2015. This is based on organic growth projects at both
TLLP standalone and QEPFS standalone, as well as increased natural
gas production volumes mainly in the Uinta and Vermillion areas.

Moody's continues to view TLLP as strategically important to its
parent, Tesoro. This is evidenced by Tesoro's commitment to invest
at least $350 million in the equity funding of the QEPFS
acquisition, the intention of Tesoro to limit TLLP's exposure to
direct commodity price risk under QEPFS' "keep whole" arrangements
with a commercial contract with TLLP, and the waiving of $10
million of general partner incentive distributions in 2015.
However, with the QEPFS acquisition, which will grow TLLP's non-
Tesoro revenue and increase TLLP's footprint beyond serving
Tesoro's refining and marketing business, the explicit level of
rating uplift to TLLP's rating will diminish.

Tesoro Logistics' Ba3 rated senior unsecured notes reflect both
the overall probability of default of the company, to which
Moody's assigns a Probability of Default Rating of Ba2-PD, and a
loss given default of LGD 4. The notes are rated one notch below
the Ba2 CFR, reflecting the contractual subordination of the notes
to Tesoro Logistics' revolving credit facility, which it expects
to upsize to $900 million as part of the QEPFS acquisition. The
unsecured notes have upstream guarantees from substantially all of
the company's subsidiaries.

Tesoro Logistics' stable rating outlook assumes that the company
will successfully integrate QEPFS, maintain adequate distribution
coverage (over 1x) and leverage under 4.5x.

Tesoro Logistics' ratings could be upgraded if the company is
successful in growing its size and scale while maintaining a
favorable business risk profile and sustaining lower financial
leverage (debt/EBITDA maintained at 4x or below).

Tesoro Logistics' ratings could be downgraded if debt/EBITDA were
to be sustained above 4.5x, which could occur because of execution
risks due to the acquisition, or if the company acquired a
significant amount of new assets with a weak business risk
profile. If Tesoro's credit quality were to materially decline,
this would also pressure Tesoro Logistics' ratings.

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

Tesoro Logistics LP is a master limited partnership headquartered
in San Antonio, Texas.


TESORO LOGISTICS: S&P Affirms 'BB' Corp. Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB'
corporate credit and senior unsecured debt ratings on San Antonio-
based master limited partnership Tesoro Logistics L.P. (TLLP).
The outlook is stable.  The stand-alone credit profile (SACP) is
also 'bb' and S&P views the partnership as moderately strategic to
its general partner, Tesoro Corp.

At the same time, S&P assigned its 'BB' issue-level rating to the
partnership's proposed senior unsecured notes due 2019 and 2022.
The partnership will use net proceeds from the notes to partly
fund the purchase of QEPFS, fully repay outstanding amounts under
the partnership's revolving credit facility, and for general
partnership purposes.  The recovery rating on the partnership's
senior unsecured debt is '4', indicating S&P's expectations of
average (30% to 50%) recovery if a payment default occurs.  S&P's
recovery expectations are in the upper half of the 30% to 50%
range.

"The rating action reflects our view that the transaction is
neutral for TLLP's consolidated credit profile," said Standard &
Poor's credit analyst Michael Grande.

The transaction will increase the partnership's size and scale,
more than doubling EBITDA in 2015 to about $650 million, as well
as provide additional asset, customer, and geographic diversity.
These benefits are only partly offset by the slightly higher
initial pro forma leverage of about 4.3x in 2015 and exposure to
some commodity risk and volume risk.

The stable outlook reflects S&P's expectation that TLLP will
successfully integrate QEPFS' gathering, processing, and
fractionation business, while largely maintaining stable, fee-
based cash flow and financial leverage of 4x or less as it
continues to pursue growth opportunities.

S&P could lower its ratings on TLLP if the partnership materially
increases leverage such that debt to EBITDA exceeds 4.5x on a
sustained basis, or if EBITDA becomes more volatile due to the
partnership assuming a greater amount of volume or commodity price
risk.

While unlikely in the near term, S&P could raise ratings on TLLP
if the partnership achieves much greater scale, geographic, and
asset diversity, while maintaining stable, fee-based cash flows
and leverage of 4x or less.


TEXTRON INC: Fitch Plans to Withdraw Ratings
--------------------------------------------
Fitch Ratings plans to withdraw the ratings on Textron Inc. (TXT)
and Textron Financial Corporation (TFC) on Nov. 20, 2014 for
business reasons.  Fitch currently rates TXT and TFC as follows:
Textron Inc.

-- Issuer Default Rating (IDR) 'BBB-';
-- Senior unsecured bank credit facility 'BBB-';
-- Senior unsecured bank term loan 'BBB-';
-- Senior unsecured notes 'BBB-';
-- Short-term IDR 'F3';
-- Commercial paper 'F3'.

Textron Financial Corporation

-- IDR 'BBB-';
-- Senior unsecured debt 'BBB-';
-- Junior subordinated notes 'BB'.

The Rating Outlook is Stable.

Fitch reserves the right in its sole discretion to withdraw or
maintain any rating at any time for any reason it deems
sufficient. Fitch believes that investors benefit from increased
rating coverage by Fitch and is providing approximately 30 days'
notice to the market on the withdrawal of TXT's ratings as a
courtesy to investors.

Fitch's last rating action occurred on Dec. 27, 2013 when Fitch
affirmed TXT's ratings after the announcement of an agreement to
acquire Beechcraft.


TONY SERVERA CO: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Tony Servera Company, Inc.
           aka Servera Concrete
           aka Tony Servera Concrete
        11871 Sheldon St., Unit C
        Sun Valley, CA 91352-1508

Case No.: 14-14747

Chapter 11 Petition Date: October 20, 2014

Court: United States Bankruptcy Court
       Central District Of California (San Fernando Valley)

Judge: Hon. Maureen Tighe

Debtor's Counsel: Steven R Fox, Esq.
                  LAW OFFICES OF STEVEN R. FOX
                  17835 Ventura Blvd Ste 306
                  Encino, CA 91316
                  Tel: 818-774-3545
                  Fax: 818-774-3707
                  E-mail: emails@foxlaw.com

Debtor's          LUCOVE, SAY & CO
Accountant:

Total Assets: $258,287

Total Liabilities: $1.35 million

The petition was signed by Anthony M. Servera, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-14747.pdf


TPC GROUP: Moody's Assigns B3 Rating on $50MM Sr. Secured Notes
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to TPC Group Inc's
proposed $50 million add-on 8.75% senior secured notes due
December 2020. The proceeds of the proposed notes will be used to
repay outstanding revolver borrowings. The transaction is leverage
neutral, but will marginally increase interest expense and add
permanent financing, freeing up the revolver to support the
company's liquidity as it prepares for the restart of its
dehydrogenation unit to produce on-purpose isobutylene in the
fourth quarter of 2014. TPC's B2 corporate family rating and other
ratings remain unchanged. The ratings outlook remains negative.

Moody's took the following rating action for TPC Group Inc:

-- Assigned a B3(LGD4) rating to $50 million add-on 8.75% notes
    due December 2020.

Ratings Rationale

The B3 rating on the senior secured notes, one notch below the B2
corporate family rating, reflects their position in the capital
structure, which is structurally subordinated relative to the
senior secured revolving facility (not rated).

TPC Group's B2 corporate family rating reflects its high leverage,
narrow commodity based product line, the shortage of crude C4's in
the US which can limit volumes during periods of high demand, and
a concentrated operational and geographical profile as all three
plants are in the Texas Gulf region. TPC's debt/EBITDA stood at
6.6x in the twelve months ended June 30, 2014. The add-on note
issuance will have no impact on leverage, which is high due to the
initial leveraged buyout in December 2012, ongoing capital
expenditures, and operational issues in the second quarter of
2014, which hurt EBITDA levels and margins. The cyclical downturn
in demand for synthetic rubber and tires, which is the main driver
for sales of butadiene, TPC's key product, has hindered credit
improvement.

The rating also reflects that TPC's capital expenditures will
remain elevated as the company continues to spend on its growth
projects in 2014, thereby resulting in negative free cash flow in
2014 and into 2015, and further increase leverage. TPC is
currently expanding polyisobutylene production capacity and could
pursue other capital projects, but does not expect to have sizable
capex needs for the next 18 months.

In support of the rating, the company enjoys large market shares
within its low volume commodity product lines where it is either
the largest or second largest supplier. Over 70% of its sales
volumes are contractually insulated from fluctuations in
feedstock, sales price, and energy price volatility in order to
protect margins. Despite the protection offered by its contracts,
margins can be volatile because TPC must source crude C4s from
international locations, which can extend the time that this
feedstock remains in inventory while commodity prices fluctuate.
Additionally, its on-purpose isobutylene project is targeted to
start-up in late 2014 and ramp up to capacity in the first quarter
of 2015. Management increased its projections regarding the
expected EBITDA from this project to $100 million annual run rate,
capex projections were also increased to $350 million.

It is unlikely that the CFR would be upgraded before the company
completes its first major capital project for on-purpose
isobutylene and realizes returns in 2015. The ratings could be
upgraded if leverage (Debt/EBITDA) declined below 4.0x on a
sustained basis and the company produced positive free cash flow
supportive of a higher rating.

Ratings could be downgraded if the company is unable to maintain
its margins, if Debt/EBITDA remains above 6.0x for a sustained
period, or if it does not maintain adequate liquidity.

TPC Group Inc. (TPC) is a processor of crude C4 hydrocarbons
(primarily butadiene, butene-1, isobutylene), differentiated
isobutylene derivatives and nonene and tetramer. For its product
lines, TPC is the largest independent North American producer. The
company operates three Texas-based manufacturing facilities in
Houston, Baytown, and Port Neches. Revenues were approximately
$1.7 billion for the twelve months ended June 30, 2014. TPC is
owned by private equity funds managed by First Reserve Management,
L.P. and SK Capital Partners.

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


TRIKO LLC: Chapter 11 Status Conference Today
---------------------------------------------
The Bankruptcy Court continued the status hearing in the Chapter
11 case of Triko, LLC, to Oct. 22, 2014 at 10:00 a.m. at Crtrm 5D,
411 W Fourth St., in Santa Ana, California.

Judge Catherine E. Bauer presides over the case.

Judge Bauer has set Oct. 20 as the new deadline for the Debtor to
submit its lists, schedules, statements and other documents.

As reported by the Troubled Company Reporter, the meeting of the
Debtor's creditors is set to be held Oct. 31 at 11:00 a.m.  The
meeting will be held at Room 1?159, 411 W Fourth St., in Santa
Ana.

                         About Triko, LLC

Triko, LLC, commenced Chapter 11 bankruptcy proceedings (Bankr.
C.D. Cal. Case No. 14-28008) in Los Angeles on Sept. 22, 2014, to
stop foreclosure of its property in Fullerton, California.

The Debtor has tapped Michael B. Reynolds and the law firm of
Snell & Wilmer L.L.P. as counsel.


TRINITY INDUSTRIES: $175 Million Awarded in Guardrail Suit
----------------------------------------------------------
Katy Stech, writing for Daily Bankruptcy Review, reported that a
federal jury in Texas has awarded $175 million in a trial brought
by a whistleblower who questioned the safety of thousands of
highway guardrail end caps on the nation's roads.  According to
the report, after deliberating for just several hours in U.S.
District Court in Marshall, Texas, a jury sided with whistleblower
Josh Harman, finding Trinity Industries Inc. defrauded the federal
government when it submitted claims tied to a modified guardrail
system.

                     About Trinity Industries

Headquartered in Dallas, Texas, Trinity Industries Inc. (NYSE:TRN)
-- http://www.trin.net/-- is a holding company of diversified
industrial companies. Trinity manufactures and sells railcars and
railcar parts, inland barges, concrete and aggregates, highway
products, beams and girders used in highway construction, tank
containers and structural wind towers. In addition, it leases
railcars to its customers through a captive leasing business,
Trinity Industries Leasing Company. Trinity has five business
groups: Rail Group, Railcar Leasing and Management Services Group,
Construction Products Group, Inland Barge Group and the Energy
Equipment Group.

                        *      *      *

The Troubled Company Reporter, on Sep. 24, 2014, reported that
Moody's Investors Service affirmed all debt ratings of Trinity
Industries, Inc., including the Ba1 Corporate Family Rating, and
changed the rating outlook to positive from stable. Moody's also
assigned a Ba1 (LGD4) rating to Trinity's new issue of $300
million of unsecured notes.

The proceeds of the new notes will be used initially to bolster
its cash reserves following the recent acquisition of Meyer Steel
Structures for about $600 million, which Trinity funded from cash.
Moody's anticipates that the company will continue to acquire
additional manufacturing companies to broaden the product
offerings in its construction products and energy equipment groups
to help reduce the still high concentration of its highly cyclical
rail manufacturing segment.


TRUMP ENTERTAINMENT: Taj Mahal Wins Court OK to Reject CBA
----------------------------------------------------------
Bankruptcy Judge Kevin Gross on Monday gave Trump Entertainment
Resorts, Inc., and its affiliated debtors, including Trump Taj
Mahal Associates, LLC, the green light to:

     -- reject the Collective Bargaining Agreement between
        Trump Taj Mahal Associates, LLC and UNITE HERE Local 54;
        and

     -- implement the terms of the Debtors' Proposal, as amended,
        under 11 U.S.C. Sec. 1113(b).

The Debtors argue that Taj Mahal cannot maintain its labor costs
given its financial extremis and that Debtors will be forced to
liquidate if the Court does not grant the request to reject the
CBA.

The Court conducted an evidentiary hearing on October 2 and 14,
2014, at which the Debtors presented witnesses and introduced
numerous exhibits in support of the Motion.  The Union cross
examined the Debtors' witnesses and introduced a few exhibits into
evidence, but did not call any witnesses on its behalf.

Taj Mahal has 2,953 employees working at the Casino, 2,041 of whom
are full time and the remainder are part-time, seasonal or
temporary employees: 1,486 of the employees are non-unionized and
1,467 are unionized. The Union is the largest of the employee
unions, and is a party to the CBA, with 1,136 Taj Mahal employees
under its umbrella.

William H. Hardie of Houlihan Lokey Capital, Inc., the Debtors'
investment banker, was presented to the Court as their expert and
fact witness.  The Debtors, through Mr. Hardie, provided the Court
with extensive financial data on the Debtors, including Taj Mahal,
which confirmed the Debtors' serious losses.

Mr. Hardie further testified that the situation is so grim that
without the Court granting the Motion and the Debtors obtaining
other concessions, the Debtors would have to give notice to the
New Jersey Department of Gaming Enforcement not later than October
20, 2014, that Taj Mahal will close the Casino.

These concessions include: savings from the payments to employees
under the CBA of $14.6 million per year; assistance from the first
lien secured creditor in the form of converting $286 million of
outstanding secured debt and making an equity investment of $100
million; property tax relief from Atlantic City and the State of
New Jersey; and $25 million of tax credits.  Mr. Hardie also
testified that all of these concessions are necessary to avoid
liquidation.

Judge Gross held, "The Court will not speculate why the Union
failed to negotiate in good faith with the Debtors and did not
present witnesses at the evidentiary hearing.  The Union had ample
opportunity to do both. The Court continues to be concerned that
whatever the Union's reasons, the Union did not take action to
advance the interests of Taj Mahal employees despite the
protections which Section 1113 provides. Nor did the Union present
a single witness in rebuttal."

"The Court finds that it has jurisdiction to approve rejection of
an expired collective bargaining agreement under Section 1113(c).
Further, based on the extensive evidence, the Court finds that the
Debtors have satisfied their responsibilities under Section
1113(b) and Section 1113(c). Accordingly, the Court will grant the
Motion," Judge Gross added.

A copy of Judge Gross' Oct. 20, 2014 Opinion is available at
http://is.gd/f14Nwffrom Leagle.com.

                 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 close the Trump Plaza, and, absent
union concessions, the Taj Mahal by Nov. 13.

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, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13.

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.


TRUMP ENTERTAINMENT: Seeks to Hire E&P LLP as Tax Advisors
----------------------------------------------------------
Trump Entertainment Resorts, Inc., and its debtor-affiliates
ask the U.S. Bankruptcy Court for the District of Delaware for
permission to employ Ernst & Young LLP as their auditors and tax
advisors.

A hearing is set for Nov. 5, 2014 at 11:00 a.m. (ET), to consider
the Debtors' application.  Objections, if any, are due Oct. 29,
2014 at 4:00 p.m. (ET).

The firm will:

  a) The "Financial Statement Audit Services"

     -- Audit and report on the consolidated financial statements
        of Trump Entertainment Resorts, Inc., the financial
        statements of Trump Taj Mahal Associates, LLC and the
        financial statements of Trump Plaza Associates, LLC, for
        the year ended December 31, 2014.

  b) The "Trump Capital Accumulation Plan Audit Services"

     -- Audit and report on the financial statements and
        supplemental schedule of the Trump Capital Accumulation
        Plan, other than that derived from the certified
        investment information, for the year ended December 31,
        2013.

  c) The "2013 Income Tax Return Preparation Services"

     -- Prepare the U.S. Federal income tax returns and state
        income tax returns for the year ended December 31, 2013,
        as detailed in Appendix A to the Statement of Work - 2013
        Income Tax Return Preparation Services.

     -- Prepare estimated tax payment computations for the year
        ended December 31, 2014, if any.

     -- Prepare extension requests for the year ended December
        31, 2013.

     -- Calculate federal tax depreciation (Regular, AMT, ACE) as
        well as gain/loss on disposals of fixed assets for the
        year ended December 31, 2013.

     -- Calculate state tax depreciation for the year ended
        December 31, 2013.

  d) The "Tax Advisory Services Related to Restructuring
     Assistance"

     -- Advise the Debtors in developing an understanding of the
        tax implications of its restructuring alternatives,
        including research and analysis of the Internal Revenue
        Code, Treasury regulations, case law and other relevant US
        federal, state, and non-US tax authorities, as applicable.
        As required, assist and advise in securing rulings from
        the Internal Revenue Service or applicable state and
        local, or non-state tax authorities as required but not
        yet identified.

     -- Understand reorganization and restructuring alternatives
        the Debtors is evaluating with its existing creditors that
        may result in a change in the equity, capitalization
        and ownership of the shares of the Debtors or its assets.

     -- Prepare calculations if needed related to historic changes
        in ownership of the Debtors' stock, including a
        determination of the shifts in stock ownership may have
        caused an ownership change that will restrict the use of
        tax attributes (such as net operating loss, capital loss
        and credit carry forwards and built-in losses) and the
        amount of any such limitation.

     -- Prepare calculations for determining the amount of the
        Debtors' tax attributes, section 382 limitation (if any),
        discharge of indebtedness income, attribute reduction and
        net unrealized built-in loss/gain and an estimate of the
        built-in loss to be recognized during the five-year,
        postownership change recognition period based on Notice
        2003-65.  EY LLP will analyze whether section 382(l)(5)
        may be applied to the plan of reorganization and, if so,
        provide modeling to determine whether it is more
        advantageous to apply section 382(l)(5) or elect section
        382(l)(6).

     -- Advise with respect to availability, limitations and
        preservation of tax attributes such as net operating
        losses, tax credits, inside and outside stock and asset
        basis as a result of the application of the federal and
        state (or non-US local country if applicable) cancellation
        of indebtedness provisions, including the preparation of
        calculations to determine the amount of tax attributes
        reduction related to debt cancellation income.  EY LLP
        will also provide analysis with respect to the benefits or
        detriments of making other related elections, such as the
        election under section 108(b)(5).

     -- Advise with respect to tax analysis associated with
        planned or contemplated acquisitions and divestitures,
        including tax return disclosure and presentation.

     -- Advise with respect to tax analysis and research related
        to tax-efficient domestic restructurings, including
        assistance regarding stock and partnership interest basis
        computations, non-income tax consequences, and formulating
        tax basis of assets and tax basis of subsidiary balance
        sheets for purposes of evaluating transactions.

     -- Analyze historic returns, tax positions and client records
        for the application of relevant consolidated tax return
        rules to the current transaction, including but not
        limited to, deferred inter-company transactions, excess
        loss accounts and other consolidated return issues for
        each legal entity in the Debtors' US tax group.

     -- Analyze the federal, state and local tax consequences of
        internal restructurings and rationalization of inter-
        company accounts.

     -- Analyze the federal, state and local tax consequences of
        potential material bad debt and worthless stock
        deductions, including tax return disclosure and
        presentation.

     -- Analyze the federal, state and local tax consequences of
        material changes or additions to employee benefit plans,
        including, but not limited to, pension plans, deferred
        compensation arrangements, and equity award programs.

     -- Advise with respect to securing tax refunds, including,
        but not limited to the following types of taxes: income
        taxes, franchise taxes, sales taxes, use taxes, employment
        taxes, and property taxes.

     -- Consult and assist regarding analysis of the Debtors'
        historical tax attributes and prior restructurings, as
        necessary.

     -- Provide documentation, as appropriate or necessary, of tax
        analysis, opinions, recommendations, conclusions and
        correspondence for any proposed restructuring alternative
        or other tax matter described above.

     -- Participate in meetings, conference calls, etc. with the
        the Debtors and its legal and other restructuring advisors
        related to the above topics.

  e) The "Routine On-Call Tax Consulting Services"

     -- Provide routine tax advice and assistance concerning
        issues as requested by the Debtors when such projects are
        not covered by a separate SOW and do not involve any
        significant tax planning or projects.  Such projects may
        include assistance with tax issues by answering one-off
        questions, drafting memos describing how specific tax
        rules work, assisting with general transactional issues,
        and assisting the Debtors in connection with its dealings
        with tax authorities (other than serving as a
        representative).  Restructuring related assistance or
        inquiries are not included in this statement of work.

The firm's professionals and their compensation rates:

Financial Statement Audit Services

        Partners/Executive Directors    $500
        Senior Managers                 $425
        Managers                        $350
        Seniors                         $250
        Staff                           $150

2013 Income Tax Return Preparation Services

        Partners/Principals/            $475-$525
         Executive Directors
        Senior Managers                 $350-$450
        Managers                        $275-$325
        Seniors                         $225-$275
        Staff                           $160-$190

Tax Advisory Services Related to Restructuring Assistance

        Partners/Principals/            $675-$850
         Executive Directors
        Senior Managers                 $475-$575
        Managers                        $375-$450
        Seniors                         $275-$350
        Staff                           $175-$225

Routine On-Call Tax Consulting Services

        Partners/Principals/            $525-$650
         Executive Directors
        Senior Managers                 $425-$475
        Managers                        $350-$400
        Seniors                         $250-$325
        Staff                           $175-$225

In addition, the firm's estimated fees for the Trump Capital
Accumulation Plan Audit Services engagement are $26,500, plus
expenses.

Christopher Bruner, partner of Ernst & Young LLP, assures the
Court that the firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

  Christopher Bruner
  ERNST & YOUNG LLP
  One Commerce Square
  2005 Market Street, Suite 700
  Philadelphia, PA 19103
  Tel: 215 448 5000
  Fax: 215 448 4069

                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.


TRUMP ENTERTAINMENT: Committee Taps Gibbons PC as Co-Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Trump
Entertainment Resorts Inc. and its debtor-affiliates asks the U.S.
Bankruptcy Court for the District of Delaware for permission to
retain Gibbons P.C. as its co-counsel.

A hearing is set for Nov. 5, 2014, at 11 :00 a.m., to consider
approval of the Committee's request.  Objections, if any, are due
Oct. 29, 2014 at 4:00 p.m.

The firm will:

   a) assist and provide legal advice to the Creditors' Committee
      in its duty to investigate the acts, conduct, assets,
      liabilities and financial condition of the Debtors, the
      operation of the Debtors' businesses and the desirability
      of the continuance of such businesses, and any other matter
      relevant to the Debtors' cases;

   b) attend meetings and negotiate with, as appropriate, the
      representatives of the Debtors, the Debtors' secured lenders
      and other parties in interest on important issues in the
      case, including, but not limited to, on issues of cash
      collateral, sales of assets and the formulation of a plan of
      reorganization;

   c) participate in all meetings with the Creditors' Committee as
      co-counsel to the Committee;

   d) investigate the validity, priority and extent of the secured
      lenders liens, and to prepare and file challenge s (if any)
      to such liens;

   e) interface with the Creditors' Committee's financial advisor
      regarding the projects assigned to that team;

   f) provide substantive and strategic advice on how to
      accomplish the Creditors' Committee's goals in connection
      with the prosecution of these cases;

   g) appear, as appropriate, before this Court, the Appellate
      Courts, and the Office of the United States Trustee, to
      protect the interests of the Creditors' Committee before
      those courts and before the United States Trustee;

   h) review and analyze all pleadings, orders, schedules, and
      other documents filed and to be filed in these cases and
      advise the Creditors' Committee as to the necessity,
      propriety, and impact of the foregoing upon the Debtors'
      Chapter 11 cases, in accordance with an agreed division of
      labor with the Schultz Firm, as co-counsel to the Creditors'
      Committee;

   i) prepare, review and comment on all necessary applications,
      motions, responses, complaints, answers, orders, agreements,
      memoranda of law, and other legal papers to be filed with
      the Court on behalf of the Creditors' Committee, in
      accordance with an agreed division of labor with the Schultz
      Firm, as co-counsel to the Committee;

   j) perform various Delaware counsel services in connection with
      the administration of these cases, including, without
      limitation, (i) providing legal advice regarding local
      rules, practices, and procedures; (ii) preparing
      certificates of no objection, certifications of counsel,
      notices of fee applications and hearings, (iii) monitoring
      the docket for filings and reviewing pending matters that
      need responses, (iv) preparing and maintaining critical
      dates memoranda to monitor pending applications, motions,
      hearing dates and other matters and the deadlines associated
      with the same, and (v) handling inquiries and calls from
      creditors and counsel to interested parties regarding
      pending matters and the general status of these cases;

   k) coordinate the receipt and dissemination of information
      prepared by and received from the Debtors' professionals, as
      well as such information as may be received from
      professionals engaged by the Creditors' Committee
      or other parties- in-interest in these cases; and

   l) perform such other legal services as may be required or are
      otherwise deemed to be in the interests of the Creditors'
      Committee in accordance with the Creditors' Committee's
      powers and duties, as set forth in the Bankruptcy Code,
      Bankruptcy Rules, Local Bankruptcy Rules, or other
      applicable law.

The firm's professionals and their hourly rates:

  Professionals               Position        Hourly Rates
  -------------               --------        ------------
  Karen A. Giannelli1         Director        $675
  Guy Amoresano               Director        $575
  Michael J. Lubben           Director        $575
  William J. Castner, Jr.     Director        $470
  Mark B. Conlan              Director        $525

  David N. Crapo, Esq.        Counsel         $510
  Natasha M. Songonuga, Esq.  Associates      $450
  J. Brugh Lower, Esq.        Associates      $385
  Brett S. Theisen, Esq.      Associates      $370

  Ellen Rosen                 Case Manager    $250
  Stephen R. Donat            Paralegal       $150

The Committee notes additional attorneys and paraprofessionals
from other practice groups within the firm may be called upon, as
necessary, to render services to the Committee at an hourly rate
for attorneys not to exceed $800, and for paraprofessionals not to
exceed $250.

Richard N. Rust, fund administrator for the National Retirement
Fund, assures the Court that the firm is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

  Karen A. Giannelli
  Guy Amoresano
  Michael J. Lubben
  William J. Castner, Jr.
  Mark B. Conlan
  David N. Crapo, Esq.
  Natasha M. Songonuga, Esq.
  J. Brugh Lower, Esq.
  Brett S. Theisen, Esq.
  Ellen Rosen
  Stephen R. Donat
  GIBBONS PC
  1000 N. West Street, Suite 1200
  Wilmington, DE 19801
  Tel: 302-295-4875
  Fax: 302-295-4876
  E-mail: kgiannelli@gibbonslaw.com
         gamoresano@gibbonslaw.com
         mlubben@gibbonslaw.com
         wcastner@gibbonslaw.com
         mconlan@gibbonslaw.com
         dcrapo@gibbonslaw.com
         nsongonuga@gibbonslaw.com
         jlower@gibbonslaw.com
         btheisen@gibbonslaw.com

                      U.S. Trustee Guidelines

The Office of the U.S. Trustee recently adopted new Guidelines for
Reviewing Applications for Compensation and Reimbursement of
Expenses Filed under 11 USC Section 330 by Attorneys in Larger
Chapter 11 Cases.  The UST Guidelines apply to the U.S. Trustee's
review of applications for compensation filed by attorneys in
larger chapter 11 cases and are intended as an update to the
original guidelines adopted in 1996.

The firm has responded to the following questions in the UST
Guidelines in compliance with paragraph D, section 1:

  a) Question: Did you agree to any variations from, or
               alternatives to, your standard or customary billing
               arrangements for this engagement?

     Response: Yes - Mr. Schultz reduced his customary hourly rate
               from $525 to $495.

  b) Question: Do any of the professionals included in this
               engagement vary their rate based on the geographic
               location of the bankruptcy case?

     Response: No.

  c) Question: If you represented the client in the 12 months
               prepetition, disclose your billing rates and
               material financial terms for the prepetition
               engagement, including any adjustments during the 12
               months prepetition.

               If your billing rates and material financial terms
               have changed postpetition, explain the difference
               and the reasons for the difference.

     Response: Did not represent the client prepetition.

  d) Question: Has your client approved your prospective budget
               and staffing plan, and, if so, for what budget
               period?

     Response: The Creditors' Committee has approved our hourly
               rates and staffing plan.  The budget remains a
               matter of discussion for a number of reasons,
               including, without limitation, the uncertainty of
               the Debtors' continuation in business as a result
               of a number of cost-saving measures which must fall
               into place in order for such operations to
               continue.

                      U.S. Trustee Compliance

The firm notes it intends to make a reasonable effort to comply
with the U.S. Trustee's requests for information and additional
disclosures as set forth in the UST Guidelines, both in connection
with this application and the interim and final fee applications
to be filed by the firm in these chapter 11 cases.

Gibbons responds to the following questions in the UST Guidelines
in compliance with paragraph D, section 1:

  a) Question: Did you agree to any variations from, or
               alternatives to, your standard or customary billing
               arrangements for this engagement?

     Response: No.

   b) Question: Do any of the professionals included in this
                engagement vary their rate based on the geographic
                location of the bankruptcy case?

      Response: No.

   c) Question: If you represented the client in the 12 months
                prepetition, disclose your billing rates and
                material financial terms for the prepetition
                engagement, including any adjustments during the
                12 months prepetition.

                If your billing rates and material financial terms
                have changed postpetition, explain the difference
                and the reasons for the difference.

      Response: Did not represent the client prepetition.

   d) Question: Has your client approved your prospective budget
                and staffing plan, and, if so, for what budget
                period?

      Response: The Creditors' Committee has approved our hourly
                rates and staffing plan.  The budget remains a
                matter of discussion for a number of reasons,
                including, without limitation, the uncertainty of
                the Debtors' continuation in business as a result
                of a number of cost-saving measures which must
                fall into place in order for such operations to
                continue.

                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.


TRUMP ENTERTAINMENT: Committee Names Nathan Schultz as Co-Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Trump
Entertainment Resorts Inc. and its debtor-affiliates asks the U.S.
Bankruptcy Court for the District if Delaware for permission to
retain the Law Office of Nathan A. Schultz, P.C., as co-counsel.

A hearing is set for Nov. 5, 2014, at 11:00 a.m., to consider
approval of the Committee's request.  Objections, if any, are due
Oct. 29, 2014 at 4:00 p.m.

The firm will:

   a) assist and provide legal advice to the Creditors' Committee
      in its duty to investigate the acts, conduct, assets,
      liabilities and financial condition of the Debtors, the
      operation of the Debtors' businesses and the desirability
      of the continuance of such businesses, and any other matter
      relevant to the Debtors' cases;

   b) attend meetings and negotiate with, as appropriate, the
      representatives of the Debtors, the Debtors' secured lenders
      and other parties in interest on important issues in the
      case, including, but not limited to, on issues of cash
      collateral, sales of assets and the formulation of a plan of
      reorganization;

   c) participate in all meetings with the Creditors' Committee as
      co-counsel to the Committee;

   d) investigate the validity, priority and extent of the secured
      lenders liens, and to prepare and file challenge s (if any)
      to such liens;

   e) interface with the Creditors' Committee's financial advisor
      regarding the projects assigned to that team;

   f) provide substantive and strategic advice on how to
      accomplish the Creditors' Committee's goals in connection
      with the prosecution of these cases;

   g) appear, as appropriate, before this Court, the Appellate
      Courts, and the Office of the United States Trustee, to
      protect the interests of the Creditors' Committee before
      those courts and before the United States Trustee;

   h) review and analyze all pleadings, orders, schedules, and
      other documents filed and to be filed in these cases and
      advise the Creditors' Committee as to the necessity,
      propriety, and impact of the foregoing upon the Debtors'
      Chapter 11 cases, in accordance with an agreed division of
      labor with the Schultz Firm, as co-counsel to the Creditors'
      Committee;

   i) prepare, review and comment on all necessary applications,
      motions, responses, complaints, answers, orders, agreements,
      memoranda of law, and other legal papers to be filed with
      the Court on behalf of the Creditors' Committee, in
      accordance with an agreed division of labor with the Schultz
      Firm, as co-counsel to the Committee;

   i) coordinate the receipt and dissemination of information
      prepared by and received from the Debtors' professionals, as
      well as such information as may be received from
      professionals engaged by the Creditors' Committee
      or other parties- in-interest in these cases; and

   j) perform such other legal services as may be required or are
      otherwise deemed to be in the interests of the Creditors'
      Committee in accordance with the Creditors' Committee's
      powers and duties, as set forth in the Bankruptcy Code,
      Bankruptcy Rules, Local Bankruptcy Rules, or other
      applicable law.

Nathan A. Schultz, Esq., will bill the Committee $495 per hour for
services rendered for the Debtors' cases.

Richard N. Rust, fund administrator for the National Retirement
Fund, assures the Court that the firm is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.

                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.


TRUMP ENTERTAINMENT: Committee Wants to Hire PWC as Fin'l Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Trump
Entertainment Resorts Inc. and its debtor-affiliates asks the U.S.
Bankruptcy Court for the District of Delaware for authority to
retain PricewaterhouseCoopers LLP as its financial advisor.

A hearing is set for Nov. 5, 2014 at 11:00 a.m., to consider the
Committee's request.  Objections, if any, are due Oct. 29, 2014 at
4:00 p.m.

The Committee expects that as financial advisor, the firm may be
called upon to render these services:

  a) review of financial information prepared by the Debtors
     and its advisors including, but not limited to, financial
     projections, cost savings analyses and data room materials;

  b) assist with the assessment and monitoring of the Debtors'
     short term cash flow, liquidity, and operating results;

  c) assist in the review of financial-related disclosures
     required by the Court, including the Schedules of Assets and
     Liabilities, the Statement of Financial Affairs, and Monthly
     Operating Reports;

  d) assist with the review of the Debtors' corporate structure,
     including analysis of intercompany activities and claims;

  e) assist in the review of the claims reconciliation and
     estimation process;

  f) review and analysis of proposed bids, transactions and
     motions for which the Debtors seeks Court approval;

  g) attendance at meetings with the Debtors, their advisors, the
     Creditors' Committee, Federal and state authorities, the
     Secured Lender and other key parties- in-interest, if
     required;

  h) assist with review of any tax issues associated with, but not
     limited to, claims/stock trading, preservation of net
     operating losses, refunds due to the Debtors, plans of
     reorganization, and asset sales;

  i) assist in the review and preparation of information and
     analysis necessary for the confirmation of a plan and related
     disclosure statement in these chapter 11 cases;

  j) assist the Creditors' Committee in the formulation and
     analysis of a plan of reorganization or a plan of
     liquidation, including modeling analysis of creditor
     recoveries under various scenarios;

  k) perform a review of the Debtors' books and records and other
     investigations that may be undertaken with respect to pre-
     petition acts, related party transactions, financial
     condition of the Debtors, their management and creditors,
     including the operation of their businesses, and, as
     appropriate, avoidance actions, preferences and fraudulent
     conveyances;

  l) provide expert testimony on the results of the firm's
     findings, if required; and

  m) provide the Creditors' Committee with other and further
     financial advisory services with respect to the Debtors,
     including general restructuring and advice with respect to
     financial, business and economic issues, as may arise during
     the course of the restructuring period.

The firm says it agreed to a fixed monthly fee of $50,000 per
month for financial advisory services, excluding out of pocket
expenses, which fees will be capped at $300,000.  The current
hourly rates applicable to the professionals that the firm
proposes to provide services to the Committee are:

  Personnel Hourly           Billing Rate
  ----------------           ------------
  Partner/Principal            $700-800
  Director/Senior Manager      $500-600
  Manager                      $400-500
  Senior Associate             $300-400
  Associate                    $200-300
  Para-professional            $100-150

Perry Mandarino, partner of the firm, assures the Court that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

  Perry Mandarino
  PRICEWATERHOUSECOOPERS LLP
  300 Madison Avenue
  New York, NY 10017
  Tel: 646-471-7589
  E-mail: perry.mandarino@us.pwc.com

                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.


TURNER GRAIN: Close to Filing for Chapter 11, Receiver Says
-----------------------------------------------------------
Court-appointed receiver Kevin Keech of North Little Rock said in
a court filing that Turner Grain Merchandising Inc. is close to
filing for Chapter 11 bankruptcy protection.

Mark Friedman at Arkansas Business relates that U.S. District
Court Judge James M. Moody Jr. appointed Mr. Keech as Turner
Grain's receiver in September, at the behest of Rabo Agrifinance
Inc., which filed a lawsuit against Turner Grain and its
executives that month for contract violation.  According to the
report, Mr. Keech disclosed in a draft of Turner Grain's
bankruptcy filed on Oct. 14, 2014, that the company had $24.8
million in debts from creditors holding unsecured claims and $13.8
million in assets.  The report says that some creditors' claims
are listed as "unknown" or zero.

Rabo Agrifinance said in its Sept. 11, 2014 motion for a receiver
that Turner Grain and its executives, Jason Coleman and Bartlett,
"are currently perceived to be insolvent and are defaulting on
various agreements with multiple farmers, operators, shippers,
dealers, and brokers across many states."

Arkansas Business reports that Turner Grain is facing seven
lawsuits over alleged breach of contract.

Turner Grain Merchandising Inc. operates as a middleman for
commodities.  Incorporated in 2002, Turner Grain would buy the
farmer's supply and hold it until a customer wanted to purchase
it.


TURNER GRAIN: President Files for Ch 12 With $5.5MM Debt
--------------------------------------------------------
Lance Turner at Arkansas Business reports Turner Grain
Merchandising Inc. President Dale Bartlett, who filed for Chapter
12 bankruptcy protection on Sept. 5, 2014, disclosed on Oct. 6,
2014, that he has $5.5 million in debts and $2 million in assets.

According to Arkansas Business, all of Mr. Bartlett's creditors
are holding unsecured claims.  The report says that large debts
include:

      (a) $2.4 million owed to Kennedy Rice Dryers LLC;
      (b) $1.1 million owed to Helena National Bank;
      (c) $1 million owed to RaboBank; and
      (d) $699,000 owed to Planters Rice Mill LLC.

Mr. Bartlett's court filing also lists other creditors with claim
amounts that are "unknown."  Arkansas Business relates that those
creditors include these companies having legal actions against
Turner Grain: (i) Zero Grade Farms; (ii) Lance Gray of High Roads
Farms of Helena; and (iii) Bruce Oakley Inc.

Mr. Bartlett also disclosed in his court filing that he
transferred his interest in $844,000 worth of real property --
excluding the couple's $187,500 home on 5 acres -- to his wife,
Elizabeth, on July 28 and Aug. 11, months before word of Turner
Grain's financial troubles became known.  According to the court
filing, Mr. Bartlett also sold "all stock" in Turner Grain for
$5,000 and transferred farm equipment "with no liens" to Turner
Grain Vice President Jason Coleman.

Turner Grain Merchandising Inc. operates as a middleman for
commodities.  Incorporated in 2002, Turner Grain would buy the
farmer's supply and hold it until a customer wanted to purchase
it.


U.S. DRY CLEANING: To Raise $17.5 Million in Public Offering
------------------------------------------------------------
U.S. Dry Cleaning Services Corporation filed with the Securities
and Exchange Commission an AMENDMENT NO. 1 TO FORM S-1
REGISTRATION STATEMENT, in connection with its public offering of
securities.

"This is a firm commitment public offering of 2,000,000 shares of
common stock and 2,000,000 warrants to purchase 2,000,000 shares
of common stock of U.S. Dry Cleaning Services Corporation, which
will be sold in combination consisting of one share of common
stock and one warrant.  We expect that the public offering price
for one combination consisting of one share of common stock and
one warrant will be between $5.00 and $7.00, with each warrant
having a purchase price equal to $0.01.  Although issued together,
the shares of common stock and warrants may be transferred
separately immediately upon issuance," the Company said.

The Company expects to raise up to $17,516,800 from the public
offering.

A copy of Amendment No. 1 is available at http://is.gd/hCe7rb

Given the financial crisis and the associated difficulties with
raising capital in late 2008, U.S. Dry Cleaning was unable to
repay or restructure debt obligations. As a result, on March 4,
2011, U.S. Dry Cleaning filed a Chapter 11 petition in the U.S.
Bankruptcy Court for the Central District of California.  On
September 23, 2011, the Bankruptcy Court confirmed the Company's
Chapter 11 Plan of Reorganization, as modified.  The Plan was
declared effective upon confirmation.  The Plan enabled the
Company to eliminate a significant amount of outstanding debt and
close or relocate 12 unprofitable stores, while still allowing
stockholders to maintain a continuing equity interest in the
company.


ULTURA (LA) INC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

       Debtor                                    Case No.
       ------                                    --------
       Ultura (LA) Inc.                          14-12382
          fdba Rochem Membrane Systems, Inc.
       3605 Long Beach Blvd., Suite 201
       Long Beach, Ca 90067

       Ultura (Oceanside) Inc.                   14-12383
          fdba Sepro Membranes, Inc.
       3605 Long Beach Blvd., Suite 201
       Long Beach, Ca 90807

Chapter 11 Petition Date: October 20, 2014

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

Debtors' Counsel: James E. O'Neill, Esq.
                  Jeffrey N. Pomerantz, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 North Market Street, 17th Floor
                  PO Box 8705
                  Wilmington, DE 19899-8705
                  Tel: 302-652-4100
                  Fax: 302-652-4400
                  E-mail: jo'neill@pszjlaw.com

Debtors'          OMNI MANAGEMENT GROUP, LLC
Claims/Noticing
Agent:

                                      Estimated   Estimated
                                        Assets   Liabilities
                                     ----------  -----------
Ultura (LA) Inc.                     $1MM-$10MM  $10MM-$50MM
Ultura (Oceanside) Inc.              $1MM-$10MM  $10MM-$50MM

The petitions were signed by Grant Lyon, president and chief
executive officer.

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


UNIVERSAL COOPERATIVES: Hearing Today on Sale of Residual Assets
----------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Oct. 22, 2014, at
10:30 a.m., to consider Universal Cooperatives, Inc., et al.'s
motion to (i) approve procedures to sell, lease or otherwise
dispose of certain residual assets; (ii) authorize the estates to
retain brokers and other sales agents to conduct the dispositions;
and (iii) grant a waiver of the requirements of Rule 2016-2 of the
Local Rules of Bankruptcy Practice.

On Aug. 25, 2014, the Debtors sold substantially all of the assets
of debtors Bridon Cordage LLC and Heritage Trading Company, LLC
and certain assets of Universal to BCHU Acquisition LLC, an
affiliate of Great Lakes Copper, Inc.

Each Debtor has assets that were excluded from the going concern
sale, including, but not limited to, the assets of Universal Crop
Protection Alliance and Agrilon International, LLC, and the
extraneous assets of Universal that were not sold in conjunction
with the going concern sale.

The Debtors are no longer operating as going concerns, the Debtors
and their estates have no ongoing long term need for the residual
assets.

According to the Debtors, the residual assets will provide
additional sources of distributable value for creditors of the
Debtors' respective estates.

The Debtors will file a separate motion and seek court approval
for any sale, lease or other disposition of a residual asset, or a
group of Residual Assets, involving an aggregate transaction value
of more than $1,000,000.

                   About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members to procure, and/or manufacture, and distribute high
quality products at competitive prices. Universal has 14 voting
members and over 50 associate members.

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-
11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection Alliance, LLC; Agrilon International, LLC; and Pavalon,
Inc.  UCI do Brasil, a majority-owned subsidiary located in
Brazil, is not a debtor in the Chapter 11 cases

The cases are assigned to Judge Mary F. Walrath.

Universal estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Heritage estimated less than $10
million in assets and debt.

The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.

Bank of America, N.A., as agent for the DIP Lenders, is
represented by Daniel J. McGuire, Edward Kosmowski, Esq., and
Gregory M. Gartland, Esq., at Winston & Strawn, LLP.

The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at VENABLE LLP, in Wilmington, Delaware.


UNIVERSAL COOPERATIVES: Terminating Retirement Savings Plan
-----------------------------------------------------------
The Bankruptcy Court will convene a hearing on Oct. 22, 2014, at
10:30 a.m., to consider Universal Cooperatives, Inc., et al.'s
motion to (i) terminate, effective as of Oct. 1, 2014, Universal
Cooperatives' Voluntary Retirement Savings Plan, amended and
restated as of Jan. 1, 2009; and (ii) implement procedures in
accordance with the Internal Revenue Code.

The Debtors maintain the 401(k) Plan, a qualified plan that meets
the requirements of Sections 401(a) and 401(k) of the IRC.  The
401(k) Plan is sponsored and administered by Universal.  Eligible
employees can elect to make before-tax contributions to the 401(k)
Plan through payroll deductions that are then paid to a trust
shortly thereafter.

Prior to the Petition Date, and continuing through the closing of
the sale, the Debtors (a) made matching contributions of 100% of
the first 4% contributed by the Plan Participants that were
unionized employees of Bridon; and (b) made matching contributions
of 1% of the first 4% contributed by the Plan Participants that
were employees of Universal.

Pursuant to the terms of the 401(k) Plan, the Debtors may
terminate the 401(k) Plan at any time.  The Debtors seek Court's
authorization, out of an abundance of caution, to exercise their
contractual right to terminate the 401(k) Plan.

                   About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members to procure, and/or manufacture, and distribute high
quality products at competitive prices. Universal has 14 voting
members and over 50 associate members.

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-
11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection Alliance, LLC; Agrilon International, LLC; and Pavalon,
Inc.  UCI do Brasil, a majority-owned subsidiary located in
Brazil, is not a debtor in the Chapter 11 cases

The cases are assigned to Judge Mary F. Walrath.

Universal estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Heritage estimated less than $10
million in assets and debt.

The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.

Bank of America, N.A., as agent for the DIP Lenders, is
represented by Daniel J. McGuire, Edward Kosmowski, Esq., and
Gregory M. Gartland, Esq., at Winston & Strawn, LLP.

The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at VENABLE LLP, in Wilmington, Delaware.


URS CORP: S&P Cuts Corp. Credit Rating to BB Over AECOM Deal
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on San Francisco-based URS Corp. to 'BB' from 'BBB-'
following Los Angeles-based AECOM Technology Corp.'s announcement
that it has completed its acquisition of URS.

At the same time, S&P removed its ratings on URS from CreditWatch,
where it had placed them with negative implications on July 15,
2014.  The outlook on the corporate credit rating is stable.

S&P also lowered its issue level ratings on URS' senior unsecured
notes to 'BB-' from 'BBB-', which is aligned with the unsecured
notes on AECOM.

S&P subsequently withdrew its corporate credit rating on URS.

S&P' lowered the ratings on URS and removed them from CreditWatch
to reflect S&P's view that the company's credit quality is now
aligned with that of AECOM, following the Oct. 20, 2014, closing
of AECOM's acquisition of URS.  S&P then withdrew the corporate
credit rating on URS.


USEC INC: Top Post Reshuffled Following Bankruptcy Exit
-------------------------------------------------------
Effective October 17, 2014, John K. Welch stepped down as the
President and Chief Executive Officer of Centrus Energy Corp. and
resigned as a member of the Board of Directors.

On October 1, 2014, John R. Castellano was appointed as the
Interim President and Chief Executive Officer of the Company,
effective October 17, 2014.

Centrus, formerly known as USEC Inc., said earlier this month that
Mr. Welch's departure is not the result of any disagreement with
the Company relating to its operations, policies or practices.

The COmpany said Mr. Welch will receive severance pursuant to the
Amended and Restated Executive Severance Plan.

In connection with the Company's recently completed restructuring,
the Company engaged AP Services, LLC ("APS"), an affiliate of
AlixPartners, LLP to provide various consulting and management
services to the Company. Mr. Castellano is a partner at
AlixPartners and has served as the Company's Chief Restructuring
Officer since October 2013 pursuant to that engagement.

Mr. Castellano's services to the Company are billed by APS under
its agreement with the Company. Mr. Castellano will not receive
separate compensation from the Company for serving as the Interim
President and Chief Executive Officer of the Company.

Mr. Castellano, age 47, joined AlixPartners in 1998 and has more
than two decades of experience restructuring energy, oilfield
services and infrastructure companies. He earned a Masters of
Business Administration from Kellogg Management School at
Northwestern University, and holds several accounting
certifications.

The Company has begun a process to select a permanent President
and Chief Executive Officer of the Company.

In electing Mr. Williams as chairman, the board noted his broad
leadership capabilities as a CEO and director, and his experience
leading a variety of advanced technology and manufacturing
companies. Williams, 57, joined the board of directors of USEC
Inc. in 2013. He has served as the chief executive officer and a
director of JPS Industries, Inc., a composite materials
manufacturer, since May 2013. From 2005 to 2012, Williams was the
president, CEO and a director of DDi Corporation, an electronics
manufacturing company. Williams has also served in various
management positions and on the board of directors for several
technology-related companies.

"There are both challenges and opportunities ahead for Centrus,
and I am excited about our company's future prospects," Williams
said. "We have significant inventory and supply sources to compete
in the global nuclear fuel market, and I continue to be impressed
by the American Centrifuge technology.

"We have an outstanding mix of directors, including members who
served on the previous board and new board members with fresh
ideas for Centrus. These directors bring many years of experience
and business acumen to the company as we complete the corporate
transition smoothly," Williams added.

As part of that transition, the board has established a process to
identify and select the next CEO, considering both internal and
external candidates. The board has selected Spencer Stuart, a
leading executive search firm, to assist in the process. John R.
Castellano, who has served as the chief restructuring officer for
the Company for the past year, will serve as the interim president
and CEO effective on October 17.

"After successfully demonstrating the benefits of the American
Centrifuge technology and completing the restructuring, Centrus is
on track to succeed. After nine years as CEO, this is the right
time for me to step down," Mr. Welch said in a statement released
by the Company on Oct. 1.

"John Welch has done an outstanding job leading the company
through the development and demonstration of the American
Centrifuge technology. John and I think this the right time for
this leadership transition," Mr. Williams said in that Company
statement.  "We will seek his counsel as an advisor as we move
towards deploying this industry-leading uranium enrichment
technology.

"We are fortunate to have someone of John Castellano's caliber
available to step forward as interim CEO as we conduct a thorough
search for our next chief executive. Castellano has served as the
chief restructuring officer since October 2013 and has gained an
understanding of our business. He is well positioned to serve in
this interim role while we consider internal and external
permanent candidates," Mr. Williams added.

Castellano, 47, joined AlixPartners, a global business advisory
firm, in 1998. He has more than two decades of experience
restructuring energy, oilfield services and infrastructure
companies. He earned an MBA from Kellogg Management School at
Northwestern University, and holds several accounting
certifications. The executive search is expected to take several
months.

The directors held their organizational meeting one day after the
Plan of Reorganization was effective and shares of LEU began
trading on the New York Stock Exchange. In addition to the
election of Williams as chairman, the board organized its
committee structure and assigned directors to the committees. Dr.
William Madia will continue to serve as chairman of the
Technology, Competition and Regulatory Committee; W. Thomas
Jagodinski was appointed chairman of the Audit and Finance
Committee; and Michael Diament will serve as chairman of the
Compensation, Nominating and Governance Committee.

                          Bankruptcy Exit

Pursuant to the Plan, on the Effective Date, all shares of the
Company's common stock, $0.10 par value per share -- Old Common
Stock -- all shares of the Company's Series B-1 12.75% convertible
preferred stock, par value $1.00 per share -- Old Preferred Stock
-- and all of the Company's 3% convertible senior notes due 2014
-- Old Notes -- that were issued and outstanding immediately prior
to the Effective Date were cancelled.

Pursuant to the Plan, on September 30, 2014, the Company issued
new Class A common stock, $0.10 par value per share -- New Class A
Common Stock -- new Class B common stock, $0.10 par value per
share -- New Class B Common Stock -- and new 8% PIK toggle notes.
In addition, pursuant to the Plan, the Company made a cash payment
of approximately $15.86 million to former holders of the Old
Notes.

On the Effective Date, the Company issued the New Notes with an
initial aggregate principal amount of $240.38 million; provided
that, the aggregate principal amount of the New Notes may be
increased after the date of issuance as a result of any payment of
interest on the New Notes in the form of PIK interest. In
connection with issuing the New Notes, Enrichment Corp. entered
into a Pledge and Security Agreement and the Note Subordination
Agreement. The terms of the New Notes will include those stated in
the Indenture entered into by the Company, Enrichment Corp and
Delaware Trust Company, as trustee and those made part of the
Indenture by reference to the Trust Indenture Act of 1939, as
amended.

The New Notes are guaranteed by Enrichment Corp., on a limited,
subordinated and conditional basis.  The New Notes will mature 5
years from the Issue Date; provided that, the Company has the
right to extend the maturity date to 10 years from the Issue Date
upon the occurrence of certain conditions set forth in the
Indenture. The New Notes will pay interest at a rate of 8.0% per
annum. Interest will accrue from the most recent date to which
interest has been paid, or if no interest has been paid, from the
Issue Date. Interest will be payable semi-annually in arrears
based on a 360 day year. The Company has elected to pay in kind
3.0% of interest for the semi-annual interest payment dates
occurring on March 31, 2015 and September 30, 2015. The Company
has the option to pay in kind up to 5.5% of interest from October
1, 2015 through maturity.

Additional transactions following USEC's emergence from bankruptcy
are available at:

     http://is.gd/MCucTz
     http://is.gd/4Du9R7
     http://is.gd/xb5Oed

                         About USEC Inc.

USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del.
Case No. 14-10475) on March 5, 2014.  John R. Castellano signed
the petition as chief restructuring officer.  The Hon. Christopher
S. Sontchi presides over the case.

D. J. Baker, Esq., Rosalie Walker Gray, Esq., Adam S. Ravin, Esq.,
and Annemarie V. Reilly, Esq., at Latham & Watkins LLP, serve as
the Debtor's general counsel.  Amanda R. Steele, Esq., Mark D.
Collins, Esq., and Michael J. Merchant, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtor's Delaware counsel.  Vinson &
Elkins is the Debtor's special counsel.  Lazard Freres & Co. LLC
acts as the Debtor's investment banker.  AP Services, LLC,
provides management services to the Debtor.  Logan & Company Inc.
serves as the Debtor's claims and noticing agent.  Deloitte Tax
LLP are the Debtor's tax professionals.  The Debtor's independent
auditor is PricewaterhouseCoopers LLP.  KPMG LLP provides fresh
start accounting services to the Debtors.

USEC Inc. won confirmation its Plan of Reorganization in September
and emerged from Chapter 11 on Sept. 30, 2014, as Centrus Energy
Corp.


USEC INC: Babcock & Wilcox Unit Holds Class B Shares
----------------------------------------------------
The Babcock & Wilcox Company filed with the Securities and
Exchange Commission its Schedule 13G to report that its affiliate
Babcock & Wilcox Investment Company is the holder of record of
zero shares of the Class A Common Stock of USEC Inc., now known as
Centrus Energy Corp.   The filing said BWIC is the holder of
record of 718,200 shares of Centrus' Class B Common Stock.
Pursuant to Centrus' Certificate of Incorporation, each share of
Class B Common Stock will convert into one share of Class A Common
Stock immediately upon the sale of a share of Class B Common Stock
by the undersigned to a Third Party (as defined in Centrus'
Certificate of Incorporation).

B&W owns 100% of BWIC.

                         About USEC Inc.

USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del.
Case No. 14-10475) on March 5, 2014.  John R. Castellano signed
the petition as chief restructuring officer.  The Hon. Christopher
S. Sontchi presides over the case.

D. J. Baker, Esq., Rosalie Walker Gray, Esq., Adam S. Ravin, Esq.,
and Annemarie V. Reilly, Esq., at Latham & Watkins LLP, serve as
the Debtor's general counsel.  Amanda R. Steele, Esq., Mark D.
Collins, Esq., and Michael J. Merchant, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtor's Delaware counsel.  Vinson &
Elkins is the Debtor's special counsel.  Lazard Freres & Co. LLC
acts as the Debtor's investment banker.  AP Services, LLC,
provides management services to the Debtor.  Logan & Company Inc.
serves as the Debtor's claims and noticing agent.  Deloitte Tax
LLP are the Debtor's tax professionals.  The Debtor's independent
auditor is PricewaterhouseCoopers LLP.  KPMG LLP provides fresh
start accounting services to the Debtors.

USEC Inc. won confirmation its Plan of Reorganization in September
and emerged from Chapter 11 on Sept. 30, 2014, as Centrus Energy
Corp.


USEC INC: Prospector Partners-Managed Accounts Hold Newco Shares
----------------------------------------------------------------
Connecticut-based Prospector Partners, L.L.C. filed a Schedule 13D
report with the Securities and Exchange Commission to disclose its
ownership of securities of USEC Inc., now known as Centrus Energy
Corp.

Prospector Partners serves as investment adviser to a private
investment fund, a mutual fund and various separately managed
accounts, with respect to USEC shares owned by the Accounts.

Prospector Partners said that as of Oct. 9 it may be deemed to be
the beneficial owner of 863,022 Shares or 11.4% of the Shares of
the Company, based upon the 7,563,600 Shares outstanding as of
September 30, 2014.

At the time of USEC's bankruptcy filing, Prospector Partners said
the Accounts held 3% Convertible Senior Notes due 2014.  Effective
September 30, 2014, under USEC's plan of reorganization, the Old
Notes were cancelled and, pursuant to Section 1145 of the
Bankruptcy Code in settlement of previously contracted debt, the
Accounts received new 8% PIK Toggle Notes due 2019/2024 and the
Shares.

                         About USEC Inc.

USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del.
Case No. 14-10475) on March 5, 2014.  John R. Castellano signed
the petition as chief restructuring officer.  The Hon. Christopher
S. Sontchi presides over the case.

D. J. Baker, Esq., Rosalie Walker Gray, Esq., Adam S. Ravin, Esq.,
and Annemarie V. Reilly, Esq., at Latham & Watkins LLP, serve as
the Debtor's general counsel.  Amanda R. Steele, Esq., Mark D.
Collins, Esq., and Michael J. Merchant, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtor's Delaware counsel.  Vinson &
Elkins is the Debtor's special counsel.  Lazard Freres & Co. LLC
acts as the Debtor's investment banker.  AP Services, LLC,
provides management services to the Debtor.  Logan & Company Inc.
serves as the Debtor's claims and noticing agent.  Deloitte Tax
LLP are the Debtor's tax professionals.  The Debtor's independent
auditor is PricewaterhouseCoopers LLP.  KPMG LLP provides fresh
start accounting services to the Debtors.

USEC Inc. won confirmation its Plan of Reorganization in September
and emerged from Chapter 11 on Sept. 30, 2014, as Centrus Energy
Corp.


VARIANT HOLDINGS: U.S. Trustee Balks at Bid to Employ CRO
---------------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee for Region 3, objected to
Variant Holding Company, LLC's motion to employ and retain
Development Specialists, Inc. to provide a chief restructuring
officer, additional personnel, and financial advisory and
restructuring-related services.

According to the U.S. Trustee, the CRO motion, as supplemented and
modified on Sept. 23, 2014, must be denied for three reasons:

   a) the CRO motion is predicated on compliance with a crisis
management protocol known as the Jay Alix Protocol but does comply
with the express provisions of that protocol;

   b) the CRO motion is premature, and the Court must not consider
it before resolving the motion for appointment of a Chapter 11
trustee; and

   c) granting the CRO motion in the face of the Debtor's
stipulation to the allegations of the motion for appointment of a
trustee would enable the Debtor to nullify the provisions of
Bankruptcy Code Sections 105(b) and 1104(a) by allowing the Debtor
to select its own receiver or quasi-trustee in response to a
pending or anticipated motion for appointment of a trustee.

The CRO motion is set for hearing at the same time as a creditor's
substantial motion for the appointment of a trustee.  The latter
motion alleges fraud and misconduct by the management of the
Debtor, who remained in possession and control of the Debtor's
estate through Sept. 19, 2014.

As reported in the Troubled Company Reporter on Sept. 5, 2014, DSI
will provide Bradley D. Sharp as CRO.  Mr. Sharp as CRO and the
additional personnel are charged with assisting the Debtor with
its various operational, administrative and financial needs
arising in connection with the Chapter 11 case.  Specifically, the
anticipated services include:

   (a) As CRO, Mr. Sharp will assume control of the Debtor's
       direct and indirect assets, including the day-to-day
       control of the ongoing efforts of the Debtor's affiliates
       to market and sell their assets.  Mr. Sharp will report to
       the Bankruptcy Court, as well as comply with the Debtor's
       corporate governance requirements;

   (b) implementing and prosecuting the Chapter 11 case,
       including, but not limited to, disposition of assets,
       negotiations with creditors, reconciliation of claims and
       confirmation of a plan; and

   (c) providing other services including:

       (i) assisting the Debtor in the preparation of financial
           disclosures required by the Court, including the
           Schedules of Assets and Liabilities, the Statements of
           Financial Affairs, and Monthly Operating Reports;

      (ii) advising and assisting the Debtor, the Debtor's legal
           counsel and other professionals in responding to third
           party due diligence requests, including with respect to
           potential sales of the Debtor's assets;

     (iii) attending meetings and assisting in communications with
           parties-in-interest in the case and their
           professionals, including the Debtor's secured lenders,
           any official committees, and the U.S. Trustee;

      (iv) providing litigation advisory services with respect to
           accounting matters, along with expert witness testimony
           on case-related issues; and

       (v) rendering other general business consulting or other
           assistance as the Debtor's counsel may deem necessary
           and which are consistent with the role of a financial
           advisor and not duplicative of services provided by
           other professionals in the case.

The hourly rates for Mr. Sharp and the additional personnel are:

      Mr. Sharp                       $570
      R. Brian Calvert                $570
      Eric J. Held                    $425
      Matthew P. Sorenson             $330
      Shelly L. Cuff                  $250

In addition to the fees, DSI will bill the Debtor for
reimbursement of reasonable costs and expenses incurred on the
Debtor's behalf during the engagement.

DSI assures the Court that it is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

                      About Variant Holding

Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.

Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.

The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.


VARIANT HOLDINGS: Asks for Approval of Jefferies as Inv. Banker
---------------------------------------------------------------
Variant Holding Company, LLC, asks the Bankruptcy Court for
permission to employ Jefferies LLC as investment banker.

Jefferies will assist with the potential sale of the Debtor and
its affiliates' assets.  The Debtor relates that it does not
intend that Jefferies' services will be duplicative of the
services performed by any other professionals.

The Debtor agreed to pay:

   1. a monthly fee of $100,000 per month;

   2. promptly upon the closing of any M&A transaction, a fee
equal to 1.0% of the transaction value of the M&A transaction; and

   3. reimbursement of all out-of-pocket expenses.

To the best of the Debtor's knowledge, Jefferies is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The Debtor scheduled a Nov. 5 hearing on the matter.  Objections,
if any, are due Oct. 29, at 4:00 p.m.

                      About Variant Holding

Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.

Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.

The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.


VERITEQ CORP: Sells $90,750 Convertible Note to WHC Capital
-----------------------------------------------------------
VeriTeQ Corporation and WHC Capital LLC, an accredited investor,
entered into a securities purchase agreement, dated and effective
Oct. 10, 2014, pursuant to which the Company issued and sold to
WHC Capital a convertible promissory note, bearing interest at 12%
per annum in the amount of $90,750, which includes an original
issue discount of $8,250, according to a regulatory filing with
the U.S. Securities and Exchange Commission.

The 12% Note matures on Oct. 10, 2015, and any time after 110 days
from the date of issuance, may be converted in whole or in part
into the Company's common stock, at the option of the holder at a
conversion price equal to a 40% discount from the average of the
three lowest daily closing prices of the Company's common stock in
the ten trading days prior to the day that the holder requests
conversion.  However, in no event will the holder be entitled to
convert any portion of the note if that conversion would result in
beneficial ownership by the holder and its affiliates of more than
4.99% of the outstanding shares of the Company's common stock,
subject to possible adjustment as provided in the note.

If, at any time when the note  is outstanding, the Company issues
or sells, or is deemed to have issued or sold, any shares of its
common stock in connection with a subsequent placement for no
consideration or for a consideration per share based on a variable
price formula that is more favorable to the investor in such
subsequent placement than the then conversion price in effect for
the note on the date of such issuance (or deemed issuance) of
those shares of the Company's common Stock, the conversion price
of the note will be adjusted to match the more favorable price or
formula.

                           About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.  For more information on VeriTeQ, please
visit www.veriteqcorp.com

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.  As of June 30, 2014, the Company had $7.04 million
in total assets, $14.16 million in total liabilities and a $7.12
million total stockholders' deficit.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


WEST TEXAS GUAR: Farmers, Hedge Fund Strike Deal Over Payments
--------------------------------------------------------------
Katy Stech, writing for The Wall Street Journal, reported that
farmers in Oklahoma and Texas who shipped more than $20 million
worth of guar beans last year to West Texas Guar, Inc., the
nation's only guar processing plant, have struck a deal with the
plant's majority owner, Scopia Capital Management, LLC.

According to the report, under the deal, the farmers who agree to
the plant's pending sale to an investment firm will recover about
75 cents on the dollar of what they're owed when the plant near
Lubbock, Texas, leaves bankruptcy protection.  Some farmers will
also be able to split another $2.95 million, the Journal said.

                      About West Texas Guar

Representatives of 24 farms filed an involuntary Chapter 11
bankruptcy petition (Bankr. N.D. Tex. Case No. 14-50056) on March
14, 2014, against West Texas Guar Inc.  The farmers claim they are
owed nearly $4 million for seed they've delivered on the 2013
harvest but haven't been paid for.  Guar is a seed crop that has a
variety of uses in human and animal food production, textiles and
fracking for oil and gas wells.

Judge Robert L. Jones oversees the case.  The farmers are
represented by R. Byrn Bass, Jr., Esq., Attorney at Law.

WTG is represented by Samuel M. Stricklin, Esq., Tricia R. DeLeon,
Esq., and Lauren C. Kessler, Esq., at Bracewell & Giuliani LLP, in
Dallas, Texas.  The Debtor disclosed in amended schedules
$19,226,923 in assets and $29,331,352 in liabilities as of the
Chapter 11 filing.

WTG and Scopia Windmill Fund LP filed a Joint Plan of
Reorganization and Disclosure Statement on August 25, 2014.  On
Sept. 23, WTG filed a Second Amended Joint Plan.  In support of
the plan, Scopia Windmill Fund LP, Scopia Capital Management LLC,
Scopia Holdings LLC, Corcapital Group LLC, and the Debtor executed
the attached Term Sheet for Proposed Purchase/Restructuring
Transaction that provides the basic terms for a transaction that
would be implemented through a confirmed plan of reorganization
for the Debtor.

The capital structure of the reorganized Debtor is Senior Secured
Term Loan of $8 million and Junior Secured Term Loan of $1.5
million, both of which will be issued by Scopia, and CorCapital
Preferred Interests of $7.1 million.  10% of the outstanding
fully-diluted total common interest of the Reorganized Debtor will
be issued to Scopia in full and complete satisfaction of Scopia's
claims against the Debtor in the amount of approximately $6
million plus accrued interest.  As additional consideration for
providing the $8 million Senior Secured Term Loan, Scopia will be
provided with warrants exercisable for 12% of the fully diluted
total common interests of Reorganized WTG at a price of $l.


* 3rd Cir. Vetting on Laurie Silverstein for Del. Bankr. Bench
--------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
the U.S. Court of Appeals for the Third Circuit said it is vetting
on Laurie Selber Silverstein, head of Potter Anderson Corroon's
bankruptcy and restructuring practice, to become the next
bankruptcy judge in Wilmington, Del., to fill the vacancy created
when Judge Peter Walsh retires at the end of the year.

According to the report, Ms. Silverstein, a longtime fixture on
the Delaware bankruptcy scene, primarily represents creditors and
lenders in corporate bankruptcies and has worked on the Chapter 11
cases of energy company SemGroup, mortgage lender American Home
Mortgage, packaged food company Aurora Foods Inc., and
telecommunications company Cable & Wireless.




                             *********

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
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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
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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.

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