TCR_Public/141117.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, November 17, 2014, Vol. 18, No. 320

                            Headlines

21ST CENTURY ONCOLOGY: Incurs $87.4 Million Net Loss in Q3
ADVANCED WORKSTATIONS: Organizational Meeting Set for Nov. 19
AGFEED INDUSTRIES: Compromise with Good Charm Approved
AMERICAN AIRLINES: Pilots Union Counters Contract Offer
AMERICAN MEDIA: Incurs $30 Million Net Loss in Second Quarter

ANDALAY SOLAR: Reports $570,000 Third Quarter Net Loss
ARCH COAL: Bank Debt Trades at 11% Off
ARTS BLOCK: Dec. 2 Auction Likely to be Postponed, Lender Says
ATHERTON FINANCIAL: Wants to Sell Menlo Park Property for $14.3MM
B2K SYSTEMS: Case Summary & 7 Largest Unsecured Creditors

BABCOCK & WILCOX: Moody's Affirms Ba1 CFR; Outlook Negative
BAPTIST HOME: Seeks Approval of Revised Deal With Deer Meadows
BAXANO SURGICAL: Files Chapter 11 Petition to Facilitate Sale
BAXANO SURGICAL: Meeting to Form Creditors' Panel Set for Nov. 24
BREF HR: Incurs $28.4 Million Net Loss in Third Quarter

BREVITY VENTURES: Completes Sale to AllDigital Holdings
CAESARS ENTERTAINMENT: To Lay Off 1% of Work Force
CAESARS ENTERTAINMENT: Incurs $980.1MM Net Loss in Third Quarter
CAESARS ENTERTAINMENT: Mystery Bondholder Walks Away From Talks
CAESARS ENTERTAINMENT: Bank Debt Due April 2021 Trades at 7% Off

CAESARS ENTERTAINMENT: Bank Debt Due Sept. 2020 Trades at 7% Off
CAESARS ENTERTAINMENT: Bank Debt Due March 2017 Trades at 10% Off
CALDERA PHARMACEUTICALS: Reports $1.9 Million Q3 Net Loss
CANCER GENETICS: Incurs $4.8 Million Net Loss in Third Quarter
CHURCHILL DOWNS: S&P Affirms 'BB' CCR Over Acquisition Plans

COLT DEFENSE: Is Likely to Miss $10.9MM Payment on Nov. 17
COLT DEFENSE: Moody's Lowers Corporate Family Rating to Caa3
COLT DEFENSE: S&P Lowers CCR to 'CCC-' & Puts on CreditWatch Neg.
CV SETTLEMENT: Voluntary Chapter 11 Case Summary
D&L ENERGY: Gets Green Light to Sell Assets to RLH for $7.65-Mil.

D.A.B. GROUP: Judge Sets Dec. 12 Deadline for Filing Claims
DENDREON CORP: Meeting to Form Creditors' Panel Set for Nov. 19
DIGITAL DOMAIN: 16th DIP Amendment Approved
DILLINGHAM POINT: Case Summary & 5 Unsecured Creditors
DRACO RESOURCES: Case Summary & 5 Largest Unsecured Creditors

E*TRADE FINANCIAL: Moody's Raises Senior Debt Rating to Ba3
EARLY LIGHT: S&P Rates 2014 Charter School Revenue Bonds 'BB+'
EMTEL INC: Claims Attys Flubbed Trial Against Doctors' Group
ENDEAVOUR INTERNATIONAL: Expects Plan Outline Hearing on Dec. 17
ENDEAVOUR INTERNATIONAL: Transier Steps Down as President and CEO

ENDEAVOUR INTERNATIONAL: Posts $294,257,000 Net Loss for Q3 2014
ENDEAVOUR INT'L: William Transier Resigns as President & CEO
ESSAR STEEL ALGOMA: Amendment to Form T-3 Filed
EVERYWARE GLOBAL: Reports $49.4 Million Net Loss for Q3
EXIDE TECHNOLOGIES: Objects to Panel's Doc Production Request

EXIDE TECH: LA County Mulls Legal Action to Close Down Facility
FIDELITY NATIONAL: Fitch Affirms 'BB+' Sr. Unsecured Debt Rating
FIRST FINANCIAL: Posts $55,000 Net Income in Third Quarter
FIRST NIAGARA: Moody's Affirms Ba1 Issuer Rating; Outlook Neg.
FORTESCUE METALS: Bank Debt Trades at 3% Off

FRAC TECH: Bank Debt Trades at 3% Off
FRED FULLER: May Use Up to $50,000 in Cash to Meet Payroll
FULLCIRCLE REGISTRY: Delays Filing of Q3 Form 10-Q
GARLOCK SEALING: Belluck & Fox Wants Asbestos Suit Moved To NY
GENERAL STEEL: Incurs $5.2 Million Net Loss in Third Quarter

GETTY IMAGES: Bank Debt Trades at 5% Off
GREEN MOUNTAIN: Seeks to Extend Exclusive Right to File Exit Plan
GREEN MOUNTAIN: UMB Bank Seeks Appointment of Chapter 11 Trustee
GYMBOREE CORP: Bank Debt Trades at 39% Off
HERRING CREEK ACQUISITION: Files for Chapter 11 Bankruptcy

HUDBAY MINERALS: S&P Revises Outlook to Pos. & Affirms 'B-' CCR
IGLESIA PUERTA: Court Issues Final Decree Closing Bankr. Case
IPAYMENT INC: Moody's Lowers Prob. of Default Rating to Ca-PD
JAMES RIVER: Needs Until March 2015 to File Plan
KANGADIS FOOD: Has More Time to Decide on Leases Thru Jan. 5

KIOR INC: Meeting to Form Creditors' Panel Set for Nov. 21
KRATOS DEFENSE: Moody's Lowers Corporate Family Rating to Caa1
LAMSON & GOODNOW: Asks Union Workers to Accept Pay Cut
LEHMAN BROTHERS: Seeks to Force Defendant Class in Derivative Suit
LLRIG TWO LLC: Court Fixes Dec. 19 as Claims Bar Date

MERCER INT'L: Moody's Rates New $650MM Unsecured Notes B2
METAWISE GROUP: Case Summary & 20 Largest Unsecured Creditors
MICRO FOCUS: Bank Debt Trades at 2% Off
MONACO INTERNATIONAL: Case Summary & 10 Top Unsecured Creditors
MULTI-COLOR CORP: Moody's Assigns Ba3 Corp. Family Rating

NAUTILUS HOLDINGS: Disclosure Statement Hearing Set for Nov. 21
NAUTILUS SHIPPING: Probes Hedge Fund's Debt Buy
NAVISTAR INTERNATIONAL: Amends Pooling and Servicing Agreement
NET ELEMENT: Incurs $9 Million Net Loss in Third Quarter
NEW ALBERTSON'S: S&P Raises Corp. Credit Rating to 'B-'

NORTEL NETWORKS: Bondholders Say Co. Owes $220M to Junior Unit
O.W. BUNKER: Puts U.S. Units Into Bankruptcy
O.W. BUNKER HOLDING: Case Summary & 21 Top Unsecured Creditors
OPTIM ENERGY: Court Approves Management Incentive Program
PARKLAND FUEL: S&P Assigns 'BB-' Rating on C$200MM Notes Due 2022

PATHEON INC: Bank Debt Trades at 2% Off
PENGUIN DRIVE-IN: Puts Trademark & Equipment Up on Sale
PERRY ELLIS: Holds Talks With Bankers
PETAQUILLA MINERALS: Provides Biweekly Default Status Report
PHOENIX PAYMENT: Hit With Rival Card Processor's Software Claim

PITTSBURGH CORNING: Stipulation on Payment of TGP's Claim Okayed
PORTER BANCORP: Incurs $1.5 Million Net Loss in Third Quarter
PURADYN FILTER: Incurs $282,000 Net Loss in Third Quarter
PSL-NORTH AMERICA: Has Until Jan. 12 to File Chapter 11 Plan
PZP INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors

QUALITY LEASE: Nov. 17 Hearing on Approval of Employee Bonuses
RAAM GLOBAL: Reports $1.2 Million Net Income in Third Quarter
RECYCLE SOLUTIONS: Will Likely Sell Operating Units
RENAULT WINERY: Maker of "New Jersey Champagne" Enters Chapter 11
RENAULT WINERY: Case Summary & 20 Top Unsecured Creditors

REVEL AC: Atlantic City Seeks Lift Stay to Sell Casino Tax Certs.
RIVIERA HOLDINGS: Post $6,281,000 Net Loss for Third Quarter
S.B. RESTAURANT: Has Until Feb. 11 to Propose Chapter 11 Plan
SAMUEL WYLY: SEC Says Freeze On Assets Should Be Broad
SAMUEL WYLY: SEC Targets Relatives to Collect $300 Million Claim

SAMUEL WYLY: Bankruptcy Atty Says Case Proceeding 'By The Book'
SEAWORLD PARKS: Bank Debt Trades at 6% Off
SIGA TECHNOLOGIES: MacAndrews & Forbes Holds 25.6% Equity Stake
SNO MOUNTAIN: Seeks OK of Deal to Resolve Turnover Claim vs. ACI
SOUTHWIRE CO: Bank Debt Trades at 3% Off

SPECTRASCIENCE INC: Posts $958,488 Net Income for 3rd Quarter
SPIRE CORP: Incurs $1.4 Million Net Loss in Third Quarter
SPROUTS FARMERS: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR
STELLAR BIOTECHNOLOGIES: Incurs $8.4MM Net Loss in Fiscal 2014
STOCKTON, CA: Franklin Templeton Appeals Over City's Ch. 9 Exit

SYNOVUS FINANCIAL: Moody's Hikes Sr. Unsecured Debt Rating to Ba3
TACOMA HOUSING: Moody's Cuts Housing Revenue Bonds Rating to Ba1
TACTICAL INTERMEDIATE: Court Confirms Ch. 11 Liquidation Plan
TRUMP ENTERTAINMENT: Say Trump Taj Mahal to Shut Down
TURNER & NEWALL: Must Face Asbestos Claims Despite Ch. 11

TWITTER INC: S&P Assigns Unsolicited 'BB-' CCR; Outlook Stable
UNITEK GLOBAL: Delays Quarterly Report; Expects Net Loss
VERSO PAPER: Incurs $35.5 Million Net Loss in Third Quarter
VISCOUNT SYSTEMS: Incurs C$694,000 Net Loss in Third Quarter
WALTER INVESTMENT: Bank Debt Trades at 7% Off

ZUERCHER TRUST: U.S. Trustee Seeks Chapter 7 Liquidation
ZUERCHER TRUST: Chapter 11 Trustee Files Plan of Liquidation

* Debts Canceled by Bankruptcy Still Mar Consumer Credit Scores

* Bankruptcy Lawyer Michael Haynes Rejoins Gardere Wynne
* Morgan Lewis Votes to Admit 227 Partners From Bingham McCutchen
* Noted Restructuring Attorney Joins McGuireWoods as Partner

* BOND PRICING -- For The Week From Nov. 10 to 14, 2014


                             *********


21ST CENTURY ONCOLOGY: Incurs $87.4 Million Net Loss in Q3
----------------------------------------------------------
21st Century Oncology Holdings, Inc., reported a net loss
attributable to the Company's shareholders of $87.37 million on
$257.61 million of total revenues for the three months ended
Sept. 30, 2014, compared to a net loss attributable to the
Company's shareholders of $25.41 million on $181.04 million of
total revenues for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to the Company's shareholders of $325.08
million on $756.91 million of total revenues compared to a net
loss attributable to the Company's shareholders of $65.28 million
on $533.12 million of total revenues for the same period during
the prior year.

As of Sept. 30, 2014, the Company had $1.18 billion in total
assets, $1.24 billion in total liabilities, $304.27 million in
series A convertible redeemable preferred stock, $45.98 million in
noncontrolling interests- redeemable, and a $415.14 million total
deficit.

Dr. Daniel Dosoretz, founder and chief executive officer,
commented, "Clearly the most notable event of the third quarter
was the cash equity investment that we received from CPPIB,
Canada's largest pension fund with C$227 billion in assets under
management.  We will use the proceeds to strengthen our liquidity,
reduce debt and pursue new strategic opportunities.  We welcome
CPPIB as a major partner in 21C along with Vestar Capital Partners
and management."

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

                        http://is.gd/F3YxIG

                         About 21st Century

21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.

                            *     *     *

As reported by the TCR on Aug. 14, 2014, Moody's Investors Service
downgraded 21st Century Oncology, Inc.'s Corporate Family Rating
to Caa2 from B3 and Probability of Default Rating to Caa2-PD from
B3-PD.  The rating action follows the company's July 29, 2014
announcement that it has entered into a Recapitalization Support
Agreement with Vestar Capital Partners and a group of holders of
its outstanding subordinated notes, under which the company
expects to obtain additional liquidity through an equity
contribution or subordinated debt of at least $150 million on or
before October 1, 2014.

Standard & Poor's Ratings Services raised all of its ratings on
21st Century Oncology Holdings Inc. by one notch, including the
corporate credit rating to 'B-' from 'CCC+', according to the TCR
report dated Oct. 1, 2014.  S&P raised the rating because the
company received $325 million of proceeds from a new preferred
equity investment, which increases the company's liquidity.


ADVANCED WORKSTATIONS: Organizational Meeting Set for Nov. 19
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Nov. 19, 2014, at 2:00 p.m. in
the bankruptcy case of Advanced Workstations in Education, Inc.

The meeting will be held at:

         Office of the United States Trustee
         833 Chestnut Street, Suite 501
         Philadelphia, PA 19107

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Advanced Workstations in Education, Inc. fdba Alternate Work
Environments, Inc. aka AWE filed a Chapter 11 petition
(Bankr. E.D. Penn. Case No. 14-18952) on Nov. 10, 2014 in
Philadelphia, Pennsylvania, James M. Matour, Esq., at
Philadelphia, Pennsylvania, serves as counsel to the Debtor.  The
Debtor estimated up to $10 million in assets and up to $10 million
in liabilities.


AGFEED INDUSTRIES: Compromise with Good Charm Approved
------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
AgFeed Industries' motion for a compromise, pursuant to Section
105(a) of the Bankruptcy Code and Bankruptcy Rule 9019, (1)
approving the global settlement by and among AgFeed Industries,
Good Charm International Development and Ningbo Tech-Bank and (2)
resolving related litigation.

According to BData, AgFeed stated: "As a result of these
negotiations, the Parties agreed resolve all disputes relating to
the Stock Purchase Agreement (SPA) by payment of $300,000 to the
Purchase from the escrow account set up at the Closing in full
satisfaction of any and all claims the Purchaser may have arising
out of or otherwise related to the SPA including, but not limited
to, any Post-Closing Adjustment or payment of professional
fees....The settlement will fully resolve all claims that the
Purchaser (Good Charm) may have arising out of or otherwise
related to the SPA including, but not limited to, any Post-Closing
Adjustment, without the need for additional protracted
litigation."

                    About AgFeed Industries

AgFeed Industries, Inc., has 21 farms and five feed mills in China
producing more than 250,000 hogs annually. In the U.S., the
business included 10 sow farms in three states and two feed mills
producing more than one million hogs a year. AgFeed's revenue in
2012 was $244 million.

AgFeed and its affiliates filed voluntary petitions under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-11761) on
July 15, 2013, with a deal to sell most of its subsidiaries to The
Maschhoffs, LLC, for cash proceeds of $79 million, absent higher
and better offers.  The Debtors estimated assets of at least $100
million and debts of at least $50 million.

Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case.  Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel.   BDA Advisors
Inc. acts as the Debtors' financial advisor.  The Debtors' claims
and noticing agent is BMC Group, Inc.

The U.S. Trustee has appointed a five-member official committee of
unsecured creditors to the Chapter 11 cases.  The Creditors'
Committee tapped Lowenstein Sandler as lead bankruptcy counsel and
Greenberg Traurig, LLP, as co-counsel.  CohnReznick LLP serves as
the Creditors' Committee's financial advisor.

An official committee of equity security holders was also
appointed to the Chapter 11 cases.  The Equity Committee tapped
Sugar Felsenthal Grais & Hammer LLP and Elliott Greenleaf as
co-counsel.

Jefferies Leveraged Credit Products and Claims Recovery Group are
represented by Lawrence J. Kotler, Esq., and Catherine B.
Heitzenrater, Esq., at Duane Morris, LLP.


AMERICAN AIRLINES: Pilots Union Counters Contract Offer
-------------------------------------------------------
Susan Carey, writing for The Wall Street Journal, reported that
American Airlines Group Inc. and its 15,000 pilots continued to
negotiate terms for a new, five-year labor agreement, with the
pilots asking for big raises to compensate for the profit-sharing
deal enjoyed by pilots at Delta Air Lines Inc.

According to the report, the Allied Pilots Association, which
represents 10,000 American pilots and 5,000 aviators from merger
partner US Airways, countered American?s proposal made a week ago
by asking for a 10% pay raise instead of American?s previous offer
of an average of a 3% increase over Delta?s current pay rates.

                     About American Airlines

AMR Corp. and its subsidiaries including American Airlines filed
for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463)
in Manhattan on Nov. 29, 2011, after failing to secure cost-
cutting labor agreements.  AMR, previously the world's largest
airline prior to mergers by other airlines, is the last of the so-
called U.S. legacy airlines to seek court protection from
creditors.  It was the third largest airline in the United States
at the time of the bankruptcy filing.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel.  Rothschild
Inc., is the financial advisor.  Garden City Group Inc. is the
claims and notice agent.

Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings.  Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.

The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.

AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion.

The bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan
to exit bankruptcy through a merger with US Airways.  By
distributing stock in the merged airlines, the plan is designed to
pay all creditors in full, with interest.

Judge Sean Lane confirmed the Plan despite the lawsuit filed by
the U.S. Department of Justice and several states' attorney
general complaining that the merger violates antitrust laws.

In November 2013, AMR and the U.S. Justice Department a settlement
of the anti-trust suit.  The settlements require the airlines to
shed 104 slots at Reagan National Airport in Washington and 34 at
LaGuardia Airport in New York.

AMR stepped out of Chapter 11 protection after its $17 billion
merger with US Airways was formally completed on Dec. 9, 2013.

                          *     *     *

The Troubled Company Reporter, on Sep. 2, 2014, reported that
Standard & Poor's Ratings Services revised its rating outlooks on
American Airlines Group Inc. (AAG) and its subsidiaries American
Airlines Inc. and US Airways Inc. to positive from stable.  At the
same time, S&P affirmed its ratings on the companies, including
the 'B' corporate credit ratings.

The TCR, on Sept. 22, 2014, reported that Standard & Poor's
Ratings Services assigned its 'A (sf)' issue rating to American
Airlines Inc.'s series 2014-1 class A pass-through certificates,
which have an expected maturity of Oct. 1, 2026.  At the same
time, S&P assigned its 'BBB- (sf)' issue rating to the company's
series 2014-1 class B pass-through certificates, which have an
expected maturity of Oct. 1, 2022.  The final legal maturity dates
will be 18 months after the expected maturity dates. American
Airlines is issuing the certificates under a Rule 415 shelf
registration.

The TCR, on the same day, reported that Moody's Investors Service
assigned a B3 (LGD5) rating to the $500 million of new five year
unsecured notes that American Airlines Group Inc. ("AAG") offered
for sale earlier. Its subsidiaries, American Airlines, Inc.
("AA"), US Airways Group, Inc. and US Airways, Inc. will guarantee
AAG's payment obligations under the indenture on a joint and
several basis. Moody's Corporate Family rating of AAG is B1 with a
stable outlook.

The TCR also reported that Fitch Ratings has assigned a rating of
'B+/RR4' to the $500 million unsecured notes to be issued by
American Airlines Group Inc. The Issuer Default Ratings (IDR) for
American Airlines Group Inc., American Airlines, Inc., US Airways
Group, Inc., and US Airways, Inc. remain unchanged at 'B+' with a
Stable Outlook.

The TCR, on Oct. 16, 2014, reported that Moody's upgraded its
ratings assigned to the Series 2001-1 Enhanced Equipment Trust
Certificate ("2001 EETCs") of American Airlines, Inc.: A-tranche
to B2 from Caa1, B-tranche to Caa3 from Ca and C-tranche to Caa3
from Ca. Moody's also affirmed all of its other ratings assigned
to American Airlines Group Inc. ("AAG"), including the B1
Corporate Family and B1-PD Probability of Default ratings, and of
American Airlines, Inc. ("AA") and US Airways Group, Inc. and its
subsidiaries, US Airways, Inc. and America West Airlines, Inc. The
outlook is stable and the Speculative Grade Liquidity Rating of
SGL-1 is unchanged. American Airlines Group Inc. guarantees
American Airlines obligations of the 2001 EETCs.


AMERICAN MEDIA: Incurs $30 Million Net Loss in Second Quarter
-------------------------------------------------------------
American Media, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to the Company and its subsidiaries of $30.06 million
on $74.18 million of total operating revenues for the three months
ended Sept. 30, 2014, compared to a net loss attributable to the
Company and its affiliates of $2.79 million on $90.60 million of
total operating revenues for the same period a year ago.

For the six months ended Sept. 30, 2014, the Company reported a
net loss attributable to the Company and its subsidiaries of
$42.03 million on $152.44 million of total operating revenues
compared to a net loss attributable to the Company and its
subsidiaries of $2.02 million on $180.99 million of total
operating revenues for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $541.71
million in total assets, $589.19 million in total liabilities,
$4.25 million in redeemable noncontrolling interests, and a $51.73
million total stockholders' deficit.

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

                        http://is.gd/nUS8ir


                        About American Media

Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S.  These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer.  In addition to print properties, AMI
manages 14 different Web sites.  The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan.  The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders.  The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.

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

                           *     *     *

As reported by the TCR on Sept. 23, 2014, Standard & Poor's
Ratings Services raised its corporate credit rating on Boca Raton,
Fla.-based American Media Inc. to 'CCC' from 'SD' (selective
default).  The upgrade follows a review of American Media's
business and financial risk profile assessments following its
exchange of approximately $7.8 million 13.5% second-lien senior
notes due 2018 and approximately $113.3 million 10% second-lien
senior payment-in-kind (PIK) notes due 2018 for equity.

In the July 10, 2014, edition of the TCR, Moody's Investors
Service has lowered American Media, Inc.'s Corporate Family Rating
(CFR) to Caa1 from B3.  The downgrade of American Media's CFR to
Caa1 reflects Moody's expectation for lower revenue and EBITDA
resulting in higher financial leverage.


ANDALAY SOLAR: Reports $570,000 Third Quarter Net Loss
------------------------------------------------------
Andalay Solar, Inc., reported a net loss attributable to common
stockholders of $570,634 on $605,943 of net revenue for the three
months ended Sept. 30, 2014, compared to a net loss attributable
to common stockholders of $1.33 million on $156,630 of net revenue
for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to common stockholders of $1.29 million on
$1.05 million of net revenue compared to a net loss attributable
to common stockholders of $3.23 million on $367,870 of net revenue
for the same period during the prior year.

As of Sept. 30, 2014, the Company had $2.88 million in total
assets, $5.88 million in total liabilities and a $3 million total
stockholders' deficit.

"We have had a strong start to executing on a new business
strategy, and I am pleased to report strong improvement in our
third quarter revenues, which are nearly double our second quarter
2014 results and nearly quadruple of our year-over-year third
quarter 2013 results," commented Steven Chan, CEO of Andalay
Solar.  "New customer interest in the cost and time-saving
attributes of our patented residential solar products was quite
evident during the Solar Power International trade show in Las
Vegas in October.  We also achieved some important milestones such
as getting the residential solar industry's first United States
patent for an integrated rail-less mounting technology as well as
migrating our supply chain to a Buy American Act compliant solar
system."

Cash as of Sept. 30, 2014 was $439,000.  There was a $500,000
balance drawn on the Company's $500,000 line of credit as of the
end of the quarter.  A customer accounts receivable of $517,000
that was overdue was paid to the Company in August 2014.  Common
shares outstanding as of Sept. 30, 2014, were 249.3 million
compared to 91.9 million as of Sept. 30, 2013, and 116.3 million
as of Dec. 31, 2013.

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

                        http://is.gd/50Taqc

                        About Andalay Solar

Founded in 2001, Andalay Solar, Inc., formerly Westinghouse Solar,
Inc., is a provider of innovative solar power systems.  In 2007,
the Company pioneered the concept of integrating the racking,
wiring and grounding directly into the solar panel.  This
revolutionary solar panel, branded "Andalay", quickly won industry
acclaim.  In 2009, the Company again broke new ground with the
first integrated AC solar panel, reducing the number of components
for a rooftop solar installation by approximately 80 percent and
lowering labor costs by approximately 50 percent.  This AC panel,
which won the 2009 Popular Mechanics Breakthrough Award, has
become the industry's most widely installed AC solar panel.  A new
generation of products named "Instant Connect" was introduced in
2012 and is expected to achieve even greater market acceptance.

Andalay Solar reported a net loss attributable to common
stockholders of $3.85 million on $1.12 million of net revenue for
the year ended Dec. 31, 2013, as compared with a net loss
attributable to common stockholders of $9.15 million on $5.22
million of net revenue in 2012.

Burr Pilger Mayer, Inc., 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's significant operating losses and
negative cash flow from operations raise substantial doubt about
its ability to continue as a going concern.


ARCH COAL: Bank Debt Trades at 11% Off
--------------------------------------
Participations in a syndicated loan under which Arch Coal Inc. is
a borrower traded in the secondary market at 88.95 cents-on-the-
dollar during the week ended Friday, November 14, 2014, according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents an increase of 1.20
percentage points from the previous week, The Journal relates.
Arch Coal Inc. pays 500 basis points above LIBOR to borrow under
the facility.  The bank loan matures on May 17, 2018, and carries
Moody's B1 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.


ARTS BLOCK: Dec. 2 Auction Likely to be Postponed, Lender Says
--------------------------------------------------------------
The Dec. 2, 2014 auction of downtown Arts Block LLC and The
Pushkin, LLC buildings will likely be postponed until later in
December or next year, David Rainville at The Recorder reports,
citing Richard Becker, asset management director of nonprofit
Massachusetts Housing Investment Corp.

The Recorder recalls that the auction was initially set for Sept.
22, 2014, but manager Ed Wierzbowski filed for Chapter 11
bankruptcy protection a day before the auction.  The report adds
that the lender, MHIC, scheduled another auction for Dec. 2, but
the buildings cannot be sold until the bankruptcy court removes
the stay.

MHIC, according to The Recorder, loaned Mr. Wierzbowski about $3.7
million to renovate the two buildings in 2010.  Mr. Wierzbowski
hasn't made any payments on the loans in about three years, the
report states, citing Mr. Becker.

MHIC has filed a motion to remove the stay on the auction, The
Recorder reports.

Mr. Wierzbowski also sought the Bankruptcy Court's permission to
use the rent he collects from tenants -- attorney Isaac Mass, the
Smithsonian Chowder House, Replay music store, and others, The
Recorder relates.  "It would be very unusual for the court to say
the debtor can't use any funds for maintaining the property," the
report quoted The Law Offices of Louis S. Robin, Esq., who serves
as the Debtors' bankruptcy counsel, as saying.

Colrain, Massachusetts-based Arts Block LLC (Bankr. D. Mass. Case
No. 14-30916) and its Greenfield, Massachusetts-based affiliate,
The Pushkin, LLC (Bankr. D. Mass. 14-30917) filed separate Chapter
11 bankruptcy petitions on Sept. 21, 2014.  The petitions were
signed by Edward Weirzbowski, manager.  Louis S. Robin, Esq., at
the Law Offices of Louis S. Robin, serve as the Debtors'
bankruptcy counsel.  Judge Henry J. Boroff presides over the
cases.

Arts Block listed $750,000 in total assets and $1.48MM in total
liabilities.  The Pushkin, LLC, listed $450,000 in total assets
and $751,000 in total liabilities.


ATHERTON FINANCIAL: Wants to Sell Menlo Park Property for $14.3MM
-----------------------------------------------------------------
Atherton Financial Building, LLC, seeks authority from the U.S.
Bankruptcy Court for the Central District of California to sell
its primary asset -- a real property located at 1906 El Camino
Real, in Menlo Park, California -- free and clear of all liens,
claims, encumbrances and other interests.  The Debtor also seeks
to assume and assign the unexpired real property lease with
respect to the Property.

The Property consists of a two-story class D stud and wood panel
office building of approximately 11,855 square feet, which the
Debtor believes has a fair market value of $15 million.

The Property is encumbered by statutory senior secured property
taxes of approximately $95,000.  In addition, the Property is
encumbered by a first priority lien held by Bank SinoPac in the
principal amount of $2.5 million.  The Property is also encumbered
by a second priority lien in favor of David and Cathy Tsang to
secure an obligation in the principal amount of $5.5 million.

The unsecured debts asserted against the Debtor total
approximately $260,000.  The Debtor believes that total
obligations against the estate are approximately $10 million.

David B. Golubchik, Esq., at Levene, Neale, Bender, Yoo & Brill
L.L.P., in Los Angeles, California -- DBG@LNBYB.com -- says that
due to its broker's efforts, various parties have expressed a
desire to purchase the Property.  On October 31, 2014, buyer Rum
Raisins Land Trust submitted an all-cash offer to purchase the
Property for $14.3 million.

Mr. Golubchik asserts that the Purchase Price is enough to pay all
of the estate's debts in full with a distribution to equity.  He
notes that the Debtor and the Buyer then entered into that certain
Commercial Property Purchase Agreement dated October 31, 2014, for
the sale of the Property.

Hence, the Debtor seeks Court authority to consummate the sale
transaction in accordance with the terms and conditions of the
Agreement.

Based on the fact that the consideration is sufficient to pay all
claims in full, resulting in a solvent estate, the Debtor believes
that an overbid process is not necessary since the only potential
beneficiaries of an auction would be equity holders, who have
agreed to proceed with the current sale as is.

The Debtor anticipates that all secured claims will be paid
concurrently with the close of escrow, with the remaining funds
being transferred to the Debtor's counsel pending further order of
the Court.  After the passage of the Bar Date on December 16,
2014, the Debtor anticipates filing a motion to authorize
distribution of funds to creditors and dismissal of the case,
which would be a much more efficient manner to proceed than a
liquidating plan or conversion to Chapter 7.

The Court will hold a hearing on December 3, 2014, at 2:00 p.m.,
to consider the Sale Motion.

Atherton Financial Building LLC filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 14-27223) in Los Angeles, on Sept. 9,
2014.  Benjamin Kirk signed the petition as managing member of
manager of Sunshine Valley LLC.  The Company estimated $10 million
to $50 million in assets and debt.  The case is assigned to Judge
Thomas B. Donovan.  The Debtor has tapped David B Golubchik, Esq.,
at Levene Neale Bender Rankin & Brill LLP, in Los Angeles, as
counsel.


B2K SYSTEMS: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: B2K Systems LLC
        1759 Oakvale Drive, S.W.
        Wyoming, MI 49519

Case No.: 14-07179

Nature of Business: Software/Technology

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: Hon. James W. Boyd

Debtor's Counsel: Perry G. Pastula, Esq.
                  DUNN SCHOUTEN & SNOAP PC
                  2745 DeHoop Avenue SW
                  Wyoming, MI 49509
                  Tel: (616) 538-6380
                  Email: bankruptcy@dunnsslaw.com

Total Assets: $3.2 million

Total Liabilities: $2.51 million

The petition was signed by Robert Przybysz, manager.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/miwb14-07179.pdf


BABCOCK & WILCOX: Moody's Affirms Ba1 CFR; Outlook Negative
-----------------------------------------------------------
Moody's Investors Service affirmed The Babcock & Wilcox Company's
(Babcock) Ba1 corporate family rating, Ba2-PD probability of
default rating, Baa3 senior secured credit facility rating and its
Speculative Grade Liquidity Rating of SGL-1. At the same time,
Moody's revised Babcock's rating outlook to negative from stable
to reflect the company's decision to spin-off its Power Generation
business to shareholders.

The following ratings were affected in this rating action:

Affirmations:

Probability of Default Rating, Affirmed Ba2-PD

Corporate Family Rating, Affirmed Ba1

Senior Secured Revolving Credit Facility, Due 2019, Affirmed
Baa3 (LGD2)

Senior Secured Term Loan, Due 2019, Affirmed Baa3 (LGD2)

Speculative Grade Liquidity Rating, SGL-1

Outlook Actions:

Outlook, Changed to Negative

Ratings Rationale

The change in Babcock's outlook to negative from stable reflects
its increased focus on shareholder friendly actions and its
decision to spin-off its Power Generation business. The company
announced on November 5, 2014 that its Board of Directors approved
the separation of its Power Generation Business into a separate
publicly traded company under the Babcock & Wilcox name. The
remaining Government & Nuclear Operations businesses will become
BWX Technologies (BWXT) and will include the company's Nuclear
Operations, Technical Services, Nuclear Energy and mPower
businesses. The company indicated that it believes the spin-off
will create increased flexibility to deploy capital and establish
a focused capital structure, provide a clear investment thesis for
potential investors and produce greater management focus with
incentives better aligned to execute each company's strategy and
enhance its operational focus. Babcock expects the spin-off to be
completed by mid-summer 2015.

Babcock's Power Generation Business accounted for about $1.4
billion in revenues and $115 million in segment level income
(excluding unallocated corporate expenses) and its Government &
Nuclear Operations generated about $1.5 billion in revenues and
$181 million in segment level income for the LTM period ended
September 30, 2014. The separation of these businesses will result
in much smaller and less diversified entities with substantially
lower cash generating potential that will each require their own
executive management team and corporate infrastructure. Babcock is
planning to limit the impact of the incremental costs associated
with two independent companies by pursuing further cost reduction
initiatives. Babcock anticipates the Power Generation business
will be spun-off with no outstanding debt, sufficient cash to
pursue growth initiatives and about 50% of Babcock's total pension
liabilities. Therefore, the Government & Nuclear Operations
business will assume all of the company's existing debt and about
half of its pension liabilities. That would result in a moderate
increase in financial leverage at BWXT versus the current adjusted
leverage ratio (Debt/EBITDA) of about 2.1x for the consolidated
company. The increase in the adjusted leverage ratio will be
tempered since about 50% of the unfunded pension liability will be
assumed by the Power Generation business. Therefore, Moody's
anticipate the leverage ratio at BWXT will increase to about 3.0x
on a pro forma LTM basis.

Babcock's decision to split into two separate companies is
consistent with its enhanced focus on shareholders along with
other recent actions. Babcock has repurchased a total of $403
million of its common stock over the past two years and has
indicated a willingness to continue buying shares and to
potentially accelerate the pace of repurchases under its $750
million authorization. In addition, B&W raised its quarterly
dividend by 25% in November 2013 and has been more aggressively
pursuing growth initiatives including acquisitions. Babcock
completed the acquisition of MEGTEC for $155 million in June 2014,
and indicated its willingness to pursue further acquisitions.

Babcock's Ba1 corporate family rating reflects the high barriers
to entry for its US government nuclear operations business, which
typically accounts for the majority of its operating earnings. The
rating also considers its strong interest coverage, conservatively
leveraged balance sheet, relatively consistent free cash flow and
very good liquidity profile. However, the rating reflects the
recent shareholder friendly actions including the proposed spin-
off of the Power Generation Business, and its pursuit of growth
initiatives which are causing its financial metrics to weaken.
Meaningful cyclical and regulatory exposures in the Power
Generation segment, the potential for cost overruns related to the
company's fixed-price contracts, significant dependence on US
Government spending and its relatively small scale also weigh on
the rating.

Babcock is expected to maintain very good liquidity even though it
has been more aggressively pursuing growth and shareholder
friendly actions. The company had $746 million of liquidity on
September 30, 2014 including $221 million of unrestricted cash and
investments, $675 million of availability on its $1 billion
revolver and $150 million of incremental committed term loan
capacity available through December 31, 2014. Babcock is expected
to generate modestly negative free cash flow in 2014 due to
increased investments in working capital and relatively weak
operating results. Moody's anticipates that Babcock's adjusted
EBITDA will decline by about 10% in 2014 to $360 million to $370
million.

Babcock is not likely to be considered for a ratings upgrade in
the near term considering its more aggressive pursuit of
shareholder returns and the looming Power Generation business
spin-off. However, an upgrade could occur if B&W maintains a
conservative capital structure, preserves ample liquidity and does
not aggressively pursue shareholder friendly actions and growth
initiatives. Key credit metrics associated with an upgrade would
include a Debt/ EBITDA ratio sustained below 2x and cash and
marketable securities above 75% of total Moody's adjusted debt.

Downward ratings movement could occur if deteriorating operating
results or cost overruns, or the pursuit of aggressive shareholder
friendly actions and growth initiatives, lead to sustained
Debt/EBITDA greater than 3x or EBITA/Interest Expense of less than
5x.

The principal methodology used in these ratings was the Global
Construction Methodology published in November 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.

Headquartered in Charlotte, North Carolina, The Babcock & Wilcox
Company (B&W) is an energy-focused engineering and construction
company with a sizeable government business. The company reports
its results through five segments: 1) Power Generation (49% of LTM
revenue) provides coal-fired power generating systems, parts &
services and environmental control systems for utilities and
industrial customers, 2) Nuclear Operations (40%) produces naval
nuclear components and reactors for the US Department of Energy
(DOE)/ National Nuclear Security Administration (NNSA),
principally for the Virginia-class submarine and Ford-Class
carrier programs, 3) Nuclear Energy (8%) provides commercial
nuclear services and manufactures components for utilities, 4)
Technical Services (3%) together with its various joint venture
partners, operates facilities for the DOE/ NNSA and other US
government agencies and 5) mPower, which is developing a small
scale modular nuclear reactor. Consolidated revenue for the fiscal
year ended September 30, 2014 was $2.9 billion. About 80% of
Babcock's revenues were generated in the US, 10% in Canada and the
rest outside of North America.


BAPTIST HOME: Seeks Approval of Revised Deal With Deer Meadows
--------------------------------------------------------------
The Baptist Home of Philadelphia, doing business as Deer Meadows
Retirement Community, seeks an order from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania authorizing and
approving (i) the Baptist Home's entry into the First Amendment to
Asset Purchase Agreement, and (ii) the Baptist Home's sale of all
of its accounts receivable to Deer Meadows Property, LP, pursuant
thereto.

In May 2014, the Debtors filed their motion to sell substantially
all of the Baptist Home's assets.  On July 25, the Baptist Home
and the Buyer entered into a certain Asset Purchase Agreement,
pursuant to which the Baptist Home agreed to sell to the Buyer
substantially all of its assets, but excluding certain assets
including the Accounts Receivable, for a purchase price of $30.25
million.  On August 28, the Court approved the Sale pursuant to
the APA.

Closing on the Sale is conditioned on the Parties' obtaining
necessary regulatory approvals for the transaction under
applicable non-bankruptcy law.  The APA provides for a Closing
date of not earlier than November 1, 2014, unless the Parties
mutually agree otherwise.  Following the entry of the Sale Order,
the Parties have had further discussions concerning the sale of
the Accounts Receivable, and have agreed to enter into the First
APA Amendment subject to Court approval.

The First APA Amendment would amend the APA to provide that, in
consideration for including the Accounts Receivable among the
Purchased Assets, the purchase price for the Purchased Assets will
be increased to $33.25 million in cash.

The Buyer will pay the entire Purchase Price at Closing; however,
if for any reason the parties are unable to close upon the sale of
the Accounts Receivable, the Parties will still proceed to close
on all other Purchased Assets without delay for the purchase price
of $30.25 million.  With this provision, the Debtors assert that
the expansion of the transaction to include the sale of the
Accounts Receivable does not jeopardize or delay the anticipated
Closing.

The Parties intend that the Buyer will pay 70% of the full amount
of all Accounts Receivable as of the Closing Date.  At this time,
however, the Parties can only estimate what that precise amount
will be.  Accordingly, the First APA Amendment provides that, in
the event that on the Closing Date the value of 70% of the full
amount of all Accounts Receivable is either more or less than
$3 million, then the Purchase Price will be reduced by any
shortfall of the Closing Value to the Target Amount, and increased
by any excess of the Closing Value over the Target Amount, as
applicable.

The Parties have further agreed that the amount of the Accounts
Receivable set forth on the books and records of the Baptist Home
will be conclusive and binding and will not be subject to
reduction, write off or write down.  The Parties have agreed in
the First APA Amendment, however, that adjustments will be made
for any typographical or clerical errors in the books and records
of the Baptist Home.

Baptist Home believes that amending the APA to encompass sale of
the Accounts Receivable is in the best interest of the Estate and
its creditors.  In lieu of having to collect the Accounts
Receivable itself after Closing, the Baptist Home says it will
receive an enhanced, lump sum Purchase Price from the Buyer at
Closing, which will increase the likelihood that all creditors
will be paid promptly and in full and, as well, that after
distributions are made to creditors the reorganized Baptist Home
will have additional funds remaining to use in furtherance of its
charitable purposes.

             About The Baptist Home of Philadelphia

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

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

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

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

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

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

Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.


BAXANO SURGICAL: Files Chapter 11 Petition to Facilitate Sale
--------------------------------------------------------------
Baxano Surgical, Inc., a medical device company focused on
designing, developing and marketing minimally invasive products to
treat degenerative conditions of the lumbar spine, on Nov. 13
disclosed that the Company has filed a voluntary petition for
relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware.  The bankruptcy
filing was effected in order to facilitate a going concern sale of
the Baxano Surgical minimally invasive products under Section 363
of the Bankruptcy Code.

"We believe this is the best course of action for the company at
this point in time and is in the best interests of all of our
stakeholders," stated Ken Reali, President and CEO of Baxano
Surgical.  "As we move through this transaction process we will
continue to focus on supporting our commercial business and the
surgeons and hospitals that use our products."

In conjunction with the bankruptcy filing, Hercules Technology
Growth Capital, Inc., Baxano Surgical's pre-petition secured
lender, has agreed to provide "debtor in possession" financing on
the terms set forth in the applicable loan documents and subject
to Bankruptcy Court approval to support Baxano Surgical's
continued operations during the pendency of the sale process.

Any sale of Baxano Surgical's products in connection with the
bankruptcy case will be subject to bankruptcy court approval.  In
addition, such sale may be subject to antitrust approval, other
approvals as may be required by law, and customary conditions.  As
a result, there can be no assurance that such sale will be
consummated.

Stevens & Lee. P.C. is serving as legal advisors, Houlihan Lokey
is serving as investment banker and Tamarack Associates is serving
as restructuring advisor to Baxano Surgical.

                  About Baxano Surgical, Inc.

Baxano Surgical, Inc. -- http://www.baxanosurgical.com-- is a
medical device company focused on designing, developing, and
marketing minimally invasive products to treat degenerative
conditions of the spine affecting the lumbar region.  Baxano
Surgical currently markets the AxiaLIF(R) family of products for
single and two level lower lumbar fusion, the VEO(R) lateral
access and interbody fusion system featuring the REVEAL
retractor(R), the iO-Flex(R) system, a proprietary set of flexible
instruments used by surgeons during spinal decompression
procedures, the iO-Tome(R) instrument, which rapidly and precisely
removes bone, specifically the facet joints, which is commonly
performed in spinal fusion procedures and Avance, an MIS pedicle
screw system used in lumbar fusion procedures.  Baxano Surgical
was founded in May 2000 and is headquartered in Raleigh, North
Carolina.

Baxano Surgical Inc. filed Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 14-12545) on Nov. 12, 2014, estimating
its assets and liabilities at between  $10 million and $50 million
each.  The petition was signed by Ken Reali, chief executive
officer.

John D. Demmy, Esq., and Joseph H. Huston, Esq., at Stevens & Lee,
P.C., serves as the Debtor's bankruptcy counsel.


BAXANO SURGICAL: Meeting to Form Creditors' Panel Set for Nov. 24
-----------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Nov. 24, 2014, at 10:00 a.m. in
the bankruptcy case of Baxano Surgical Inc.

The meeting will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 2112
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Baxano Surgical Inc. filed a Chapter 11 petition (Bankr. D. Del.
Case No. 14-12545) on Nov. 12, 2014, in Delaware, John D. Demmy,
Esq., at Wilmington, in Delaware, serves as counsel to the Debtor
{e}.  The Debtor estimated up to $50 million in assets and up to
$50 million in liabilities.


BREF HR: Incurs $28.4 Million Net Loss in Third Quarter
-------------------------------------------------------
BREF HR, LLC, filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $28.36 million on $50.17 million of net revenues for the three
months ended Sept. 30, 2014, compared to a net loss of $29.09
million on $47.32 million of net revenues for the same period
during the prior year.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $72.78 million on $156.57 million of net revenues
compared to a net loss of $76.60 million on $151.99 million of net
revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2014, showed $591.21
million in total assets, $864.55 million in total liabilities and
a $273.33 million ototal member's deficit.

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

                        http://is.gd/QIFVnp

BREF HR, LLC owns and operates Hard Rock Hotel & Casino Las Vegas.
The Company, which was formed by certain affiliates of Brookfield
Financial, LLC to acquire the entities which indirectly and
previously owned the Hard Rock Hotel & Casino Las Vegas, is based
in New York.


BREVITY VENTURES: Completes Sale to AllDigital Holdings
-------------------------------------------------------
Brevity LLC has successfully sold its intellectual property
assets, domain names, customer lists and other assets to
AllDigital Holdings, Inc.  The sale closed on Oct. 17, 2014,
following an auction on Sept. 23, 2014.

As reported by the Troubled Company Reporter on Oct. 7, 2014,
Law360 reported that a Delaware bankruptcy judge approved a plan
for Brevity Ventures Inc. to sell its assets to AllDigital
Holdings Inc.  According to the report, Brevity's most valuable
assets are two patents that allow high throughput of video data
across the Internet without any loss in transmission speed.

"This was a great fit for AllDigital.  Brevity's patented
technology introduces new efficiencies into the video production,
post-production, and distribution process, a win for both
AllDigital and its customers," said Gabe Fried, CEO of Hilco
Streambank, an advisory firm specializing in intellectual property
disposition and valuation.

Mr. Fried indicated that AllDigital prevailed in a sale process
that attracted attention from players in both the video digital
storage and data filing sector.  "The Brevity patent portfolio and
innovative technology is highly valuable within the digital
production industry, offering a world class solution to the
complex challenge of large data files and endless formats," said
Mr. Fried.

Michael Linos, President and CEO of AllDigital said, "We're
thrilled about acquiring these assets and coming in with the
strength of the AllDigital cloud based platform."

Companies that have used Brevity include NBC Sports for the 2014
Sochi Winter Olympics, CBS Sports, Fox, NASCAR and Deluxe.  "In
addition to its patented technology and innovation, the Brevity
brand and reputation is recognized by leading networks, studios,
content providers, sports teams, and post-production houses, "said
Mr. Linos.

Simultaneously with the acquisition, AllDigital announced the
availability of the AllDigital Brevity technology, which enables
the delivery of HD and 4K video content from Mac, PC and Linux
desktops to popular cloud services, like YouTube, Amazon Web
Services (AWS), Microsoft Azure and Akamai, at speeds which
AllDigital believes are faster than any currently available
solution.

Brevity Ventures Inc., fka Brevity Ventures LLC, sought protection
under Chapter 11 of the Bankruptcy Code on June 12, 2014 (Case No.
14-11468, Bankr. D. Del.).  The Debtor's counsel is Matthew P.
Ward, Esq., at Womble Carlyle Sandridge & Rice, LLP, in
Wilmington, Delaware.


CAESARS ENTERTAINMENT: To Lay Off 1% of Work Force
--------------------------------------------------
MyNews3.com reports that Caesars Entertainment Corp. will lay off
about 200 workers -- about 1% of its work force -- at its Las
Vegas Strip properties.

MyNews3.com relates that overall, the Company could let go as many
as 700 employees at its 39 U.S. properties and 13 overseas.

Howard Stutz at Las Vegas Review-Journal says that the Company was
considering various cost-savings measures, including layoffs, in
order to create an extra $250 million to $300 million in cash flow
in 2015.  According to Review-Journal, an analyst speculated that
a few of the cutbacks would come from the Company's nine resorts
on or near the Strip.

The pre-packaged bankruptcy plan "would be hard to execute given
the complexity of the capital structure, the subjective nature of
valuing the Company and pending lawsuits" by the Company's
unsecured creditors, Review-Journal states, citing Fitch Rating
Service gaming analyst Alex Bumazhny.

Amanda Schiavo at TheStreet reports that the Company's shares rose
18.07% to $16.14 in mid-morning trading on Thursday, following
reports it is close to reaching a deal with its senior creditors
regarding a debt restructuring plan.  Seekingalpha.com relates
that the Company's stock rose 23% after the announced potential
bankruptcy filing for its largest operating subsidiary, Caesars
Entertainment Operating Co.

                     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 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: Incurs $980.1MM Net Loss in Third Quarter
----------------------------------------------------------------
Caesars Entertainment Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $980.1 million on $2.21 billion of net
revenues for the three months ended Sept. 30, 2014, compared to a
net loss of $761.8 million on $2.08 billion of net revenues for
the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $1.79 billion on $6.38 billion of net revenues
compared to a net loss of $1.18 billion on $6.21 billion of net
revenues for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $24.49
billion in total assets, $28.20 billion in total liabilities and a
$3.71 billion total stockholders' deficit.

"CEOC has sufficient liquidity at present, including CEOC's
ability to borrow under any of its credit arrangements as
described in Note 9, "Debt."  However, CEOC estimates that, absent
a refinancing, amendment, private restructuring, or a
reorganization under Chapter 11 of the Bankruptcy Code, based on
its current operating forecasts and the underlying assumptions,
that it would require additional sources of liquidity to fund its
operations and obligations beginning during the fourth quarter of
2015.  These factors raise substantial doubt as to CEOC's ability
to continue as a going concern beyond the fourth quarter of 2015,"
the Company said in the Report.

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

                        http://is.gd/XbO0dM

The Company also disclosed with the SEC the quartely report of
Caesars Entertainment Resort Properties, LLC, for the period ended
Sept. 30, 2014 (for presentation purposes only - not a filed
document).  A full-text copy of the Form 10-Q is available at:

                        http://is.gd/HF1vYd

                    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 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: Mystery Bondholder Walks Away From Talks
---------------------------------------------------------------
Law360 reported that an unnamed investor holding senior debt in
Caesars Entertainment Corp.'s largest subsidiary has pulled out of
negotiations around the seemingly inevitable restructuring of the
casino operator's balance sheet, according to a securities
disclosure.

According to the Law360 report, Caesars said in a U.S. Securities
and Exchange Commission filing that the creditor holds first-lien
CEOC bonds and is no longer in discussions with the parent
company.

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, citing two people with knowledge on the talks, reported that
Caesars Entertainment is negotiating a term sheet with senior
secured lenders that could result in a Chapter 11 filing as soon
as January, when the so-called preference period runs out on liens
the creditors were given in October on previously unencumbered
cash.

                     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 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: Bank Debt Due April 2021 Trades at 7% Off
----------------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
93.00 cents-on-the-dollar during the week ended Friday, November
14, 2014, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.75 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 525 basis points
above LIBOR to borrow under the facility. The bank loan matures on
April 2, 2021, and carries Moody's B2 rating and Standard & Poor's
B+ rating.  The loan is one of the biggest gainers and losers
among 205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


CAESARS ENTERTAINMENT: Bank Debt Due Sept. 2020 Trades at 7% Off
----------------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
93.86 cents-on-the-dollar during the week ended Friday, November
14, 2014, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.58 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 600 basis points
above LIBOR to borrow under the facility. The bank loan matures on
Sept. 24, 2020, and carries Moody's B2 rating and Standard &
Poor's CCC- rating.  The loan is one of the biggest gainers and
losers among 205 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


CAESARS ENTERTAINMENT: Bank Debt Due March 2017 Trades at 10% Off
-----------------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
90.50 cents-on-the-dollar during the week ended Friday, November
14, 2014, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 1.44 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 875 basis points
above LIBOR to borrow under the facility. The bank loan matures on
March 1, 2017, and carries Moody's Caa2 rating and Standard &
Poor's CCC- rating.  The loan is one of the biggest gainers and
losers among 205 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


CALDERA PHARMACEUTICALS: Reports $1.9 Million Q3 Net Loss
---------------------------------------------------------
Caldera Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss applicable to common stock of $1.96 million on $71,508
of sales for the three months ended Sept. 30, 2014, compared to a
net loss applicable to common stock of $703,503 on $60,628 of
sales for the same period during the prior year.

For the nine months ended Sept. 30, 2014, the Company reported net
income applicable to common stock of $2.09 million on $408,390 of
sales compared to a net loss applicable to common stock of $4.39
million on $380,923 of sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2014, showed $3.96
million in total assets, $3.60 million in total liabilities,
$133,350 in convertible redeemable preferred stock and $224,632 in
total stockholders' equity.

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

                        http://is.gd/c63Kc1

                           About Caldera

Based in Cambridge, Massachusetts, Caldera Pharmaceuticals, Inc.,
is a drug discovery and pharmaceutical services company that is
based on a proprietary x-ray fluorescence technology, called
XRpro(R).

Caldera Pharmaceuticals incurred a net loss applicable to common
stock of $5.88 in 2013, a net loss applicable to common
stock of $951,791 in 2012 and a net loss applicable to common
stock of $2.35 million in 2011.


CANCER GENETICS: Incurs $4.8 Million Net Loss in Third Quarter
--------------------------------------------------------------
Cancer Genetics, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $4.79 million on $3.22 million of revenue for the three months
ended Sept. 30, 2014, compared to a net loss of $3.06 million on
$1.70 million of revenue for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $11.46 million on $6.16 million of revenue compared to
a net loss of $9.84 million on $4.75 million of revenue for the
same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $51.63
million in total assets, $13.61 million in total liabilities and
$38.02 million in total stockholders' equity.

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

                        http://is.gd/kPqwPG

                       About Cancer Genetics

Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.

Cancer Genetics reported a net loss of $12.37 million in 2013
following a net loss of $6.66 million in 2012.


CHURCHILL DOWNS: S&P Affirms 'BB' CCR Over Acquisition Plans
------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed all ratings,
including its 'BB' corporate credit rating, on Louisville, Ky.-
based Churchill Downs Inc.  The rating outlook is stable.

"We are affirming our 'BB' corporate credit rating on Churchill
because the current rating already includes the expectation that
the company would pursue opportunistic acquisition and development
opportunities that could lead to leverage increasing as high as
4x," said Standard & Poor's credit analyst Melissa Long.

Under S&P's previous forecast, the company had significant
leverage capacity (more than 2x) compared to the maximum 4x
leverage threshold.

Under S&P's current forecast, pro forma for the acquisition of Big
Fish Games, S&P expects leverage will increase to and remain in
the low-3.0x area over the next two years.  This level of expected
leverage provides almost 1x leverage capacity compared to the
maximum leverage threshold of 4x for S&P's current significant
financial profile assessment.  S&P anticipates EBITDA coverage of
interest to be very good, averaging around 7x over the forecast
period.  S&P's assessment of the company's financial risk profile
also takes into account the company's strong free operating cash
flow generation.

The stable rating outlook reflects S&P's expectation that, absent
additional acquisitions, leverage will be in the low-3x area over
the next two years.  S&P expects the company to manage additional
acquisitions or new development opportunities such that leverage
will remain below 4x.

S&P believes a downgrade is unlikely, given some cushion in credit
measures compared to S&P's leverage threshold of 4.0x and its
operating performance expectations.  While unlikely, S&P could
lower the ratings if the company took a more aggressive approach
toward acquisitions, development opportunities, or returns to
shareholders, and/or operating performance deteriorated
meaningfully, resulting in leverage sustained around 4x or more.

S&P believes an upgrade could result if it believes the company's
financial policy will sustain leverage below 3x, factoring in
development and acquisition opportunities.  S&P could also
consider raising the rating if future acquisitions and
developments increased the size and diversity of the company's
cash flow base enough that S&P improved its competitive position
assessment.


COLT DEFENSE: Is Likely to Miss $10.9MM Payment on Nov. 17
----------------------------------------------------------
Stephanie Gleason, writing for The Wall Street Journal, reported
that Colt Defense LLC warned that it could default as it is likely
to miss a $10.9 million payment to bondholders on Nov. 17.

According to the report, if Colt skips the Nov. 17 payment, it
will enter a 30-day grace period, but without payment by Dec. 15
it will be in default and bondholders can demand immediate, full
payment.

Colt Defense LLC, headquartered in West Hartford, CT, manufactures
small arms weapons systems for individual soldiers and law
enforcement personnel for the U.S. military, U.S. law enforcement
agencies, and foreign militaries. Post the July 2013 acquisition
of New Colt Holding Corp., the parent company of Colt's
MANUFACTURING COMPANY, the company also has direct access to the
commercial end-market for rifles, carbines and handguns. Revenues
for the last twelve months ended June 30, 2014 totaled $243
million.

                          *     *     *

The Troubled Company Reporter, on Oct. 1, 2014, reported that
Moody's Investors Service has downgraded the ratings of Colt
Defense LLC, including its Corporate Family Rating ("CFR") and
Probability of Default Ratings to Caa2 and Caa2-PD from Caa1 and
Caa1-PD, respectively. In addition, its Speculative Grade
LIQUIDITY Rating was downgraded to SGL-4 from SGL-3, denoting a
weak LIQUIDITY profile. Concurrently, the company's UNSECURED
notes due 2017 were downgraded to Caa3 from Caa2. The ratings
outlook was changed to negative from stable.

On Sept. 23, 2014, the TCR, reported that Standard & Poor's
Ratings Services said it lowered its corporate credit rating on
Connecticut-based gun manufacturer Colt Defense LLC to 'CCC' from
'CCC+'.  The outlook is negative.  At the same time, S&P lowered
the issue-level ratings on the unsecured notes to 'CC' from 'CCC-'
with a recovery rating of '6' indicating expectations for
negligible (0%-10%) recovery in a payment default scenario.


COLT DEFENSE: Moody's Lowers Corporate Family Rating to Caa3
------------------------------------------------------------
Moody's Investors Service downgraded Colt Defense LLC's Corporate
Family Rating ("CFR") to Caa3 from Caa2 and Probability of Default
Rating ("PDR") to Caa3-PD from Caa2-PD. Concurrently, Moody's
lowered the rating on the company's $250 million senior unsecured
notes to Ca from Caa3. The Speculative Grade Liquidity rating of
SGL-4 indicating a weak liquidity profile was affirmed. The rating
outlook remains negative.

The downgrade was based on statements made by Colt Defense in its
November 12, 2014 Form NT 10-Q filing. In the filing the company
indicated that it expects to report a decline in net sales for the
three month period ended September 28, 2014 versus the same period
last year of approximately 25 percent together with a decline in
operating income of approximately 50 percent. The company's
statement in the filing that it may not be in compliance with its
Term Loan covenants as of December 31, 2014 absent an amendment,
waiver or refinancing has also been considered in the ratings. Per
the filing, the company is in discussions with existing and
potential lenders to address these issues.

Ratings downgraded:

  Corporate Family Rating, to Caa3 from Caa2

  Probability of Default Rating, to Caa3-PD from Caa2-PD

  $250 million senior unsecured notes due 2017 to Ca (LGD-4) from
  Caa3 (LGD-4)

Ratings affirmed:

  Speculative Grade Liquidity Rating, at SGL-4

  Outlook, Negative

Ratings Rationale

According to Moody's analyst Gigi Adamo, the rating action
reflects the view that the company is likely to default by year-
end. The company has announced that it is in discussions with
lenders and that liquidity concerns have created uncertainty about
the company's ability to make its $10.9 million interest payment
due November 17, 2014 on the 2017 senior unsecured notes. The
indenture for the notes allows a grace period through December 15,
2014 for payment. Failure to make the payment on December 15 would
be a default in accordance with Moody's definition. A re-
negotiation of the terms of the notes to extend payment due dates
would also constitute a default under Moody's definition.

The negative outlook reflects Moody's view regarding the high
likelihood of a missed interest payment on the company's notes or
a refinancing transaction in the near-term that could result in a
loss to creditors.

The ratings could be downgraded if the company misses its 2017
notes interest payment beyond the contractual grace periods and/or
the company beaches its covenants without being able to enter into
an amendment thereby increasing the probability of a default.

Ratings could be revised upward if the company implements a
capital restructuring plan that reduces debt materially through
redemption at par to current lenders, without undertaking an
exchange of any of the current debt for subordinated capital, with
a material improvement in liquidity.

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

Colt Defense LLC ("Colt"), headquartered in West Hartford, CT,
manufactures small arms weapons systems for individual soldiers
and law enforcement personnel for the U.S. military, U.S. law
enforcement agencies, and foreign militaries. Post the July 2013
acquisition of New Colt Holding Corp., the parent company of
Colt's Manufacturing Company, the company also has direct access
to the commercial end-market for rifles, carbines and handguns.
Annual revenues exceed $200 million.


COLT DEFENSE: S&P Lowers CCR to 'CCC-' & Puts on CreditWatch Neg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on U.S.-based gun manufacturer Colt
Defense LLC to 'CCC-' from 'CCC'.  At the same time, S&P placed
all its ratings on the company on CreditWatch with negative
implications.

The 'CC' issue-level rating and '6' recovery rating on the
company's unsecured notes remains unchanged.  The '6' recovery
rating indicates S&P's expectation for negligible recovery (0%-
10%) in a payment default scenario.

"The downgrade and CreditWatch placement reflect the increased
likelihood of Colt defaulting in the coming months, perhaps as
early as next week, as a result of deterioration in its liquidity
position due to poor earnings and cash flow in recent months,"
said Standard & Poor's credit analyst Chris Mooney.  "There is
significant uncertainty surrounding Colt's ability to service the
$10.9 million interest payment due on its senior unsecured notes
on Nov. 17, 2014, according to a recent company filing."  As of
Nov. 12, 2014, the availability under Colt's revolver was only
$1 million, though it is not clear how much cash the company has
on the balance sheet.

S&P will continue to monitor the company's liquidity situation.
S&P would likely lower the rating to 'D' or selective default
('SD') if the company does not make its upcoming interest payment
when it is due.  S&P could lower the rating to 'CC' if Colt
announces that it definitely will not make its upcoming interest
payment, or if it announces plans for a transaction that S&P would
consider a distressed exchange or plans to file for bankruptcy.


CV SETTLEMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: CV Settlement Holdings, LLC
        P O Box 8416
        Mobile, AL 36689-0416

Case No.: 14-03731

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Judge: Hon. William S. Shulman

Debtor's Counsel: Marion E. Wynne, Jr., Esq.
                  WILKINS, BANKESTER, BILES & WYNNE, PA
                  P. O. BOX 1367
                  Fairhope, AL 36532-1367
                  Tel: (251) 928-1915
                  Fax: (251) 928-1967
                  Email: twynne@wbbwlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by J. Marion Uter, member.

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


D&L ENERGY: Gets Green Light to Sell Assets to RLH for $7.65-Mil.
-----------------------------------------------------------------
D&L Energy, Inc. has received the green light from U.S. Bankruptcy
Judge Kay Woods to sell most of its assets to Resource Land
Holdings, LLC, for $7.65 million.

The assets to be sold do not include the company's ownership stake
in Northstar Disposal Services II, LLC and Northstar Disposal
Services VI, LLC.  Also not included in the sale block is the
company's membership interest in North Lima Disposal Well #4, LLC.

D&L Energy initially planned to hold a public auction on Oct. 24
but no bidder came forward with an offer to buy the assets, court
filings show.

The sale previously drew flak from ITG Taxable Fund LLLP and
several other creditors of the company.

ITG, which has agreed to extend a $2 million loan to fund the
sale, expressed concern its lien on D&L Energy's assets wasn't
recognized as a "valid, perfected, first priority secured interest
attaching to the sale proceeds."  D&L Energy resolved the
objection by agreeing to pay ITG in full at the closing of the
sale.

Meanwhile, other creditors including Artex Oil Co. and Atlas
Resources LLC, expressed fear the properties they own would be
included in the sale.  Their objections were resolved at a court
hearing held on Oct. 6.

                         About D & L Energy

D & L Energy, Inc., based in Youngstown, Ohio, was formed by David
DeChristofaro, Ben Lupo, and James Beshara in 1986 to be a
conventional oil and gas well operator and producer, primarily
targeting oil and gas reserves in the Clinton Sandstone formation
throughout Northeast Ohio and Northwest Pennsylvania.  D&L
currently has three (3) shareholders, Ben Lupo (80.76%
shareholder), Susan Faith (15% shareholder), and Holly Serensky
Lupo (4.24% shareholder).  Nicholas C. Paparodis is the acting CEO
and President of D&L.  Kathy Kaniclides is the acting Secretary
and Treasurer of D&L.  Currently, Serensky Lupo is the sole
director of D&L.

Petroflow, Inc. is an Ohio corporation which is a wholly owned
subsidiary of D&L.  Originally intended to operate as the
"drilling arm" of D&L, Petroflow ceased all operations prior to
the filing of these bankruptcy matters.  Petroflow has no current
income, no bank accounts, and no employees.  Paparodis is the
president, CEO and sole director of Petroflow.

D&L and Petroflow filed for Chapter 11 bankruptcy (Bankr. N.D.
Ohio Lead Case No. 13-40813) on April 16, 2013.  Judge Kay Woods
oversees the case.

The Debtor disclosed in its amended schedules, $40,615,677 in
assets and $6,187,217 in liabilities as of the Chapter 11 filing.

Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven
Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton
Belfance, LLP, serve as the Debtors' counsel, and Walter
Haverfield, LLP, is the environmental counsel.  SS&G Parkland
Consulting, LLC, serves as financial advisor and investment
banker.

Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq., at Squire
Sanders (US) LLP, have been tapped as counsel to the official
committee of unsecured creditors.  BBP Partners LLC serves as the
panel's financial advisors.

Resource Land Holdings emerged as the winning bidder for the
substantially all of the Debtor's assets.  Resource Land offered
to buy the assets for $20.4 million.


D.A.B. GROUP: Judge Sets Dec. 12 Deadline for Filing Claims
-----------------------------------------------------------
U.S. Bankruptcy Judge Shelley Chapman signed off on an order
establishing Dec. 12 as the deadline for creditors of D.A.B. Group
LLC to file proofs of claim.

This deadline is called a "bar date" because it means that
creditors who come forward after that date may be "barred" from
ever filing a claim against the company.

                         About DAB Group

D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property.  The case is assigned to
Judge Shelley C. Chapman.

The property has been in the hands of a receiver since July 18,
2011.  Simon J.K. Miller, of Blank Rome LLP, serves as receiver.

J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.

DAB Group said in a court filing that its property is continguous
to the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339).
Accordingly, DAB's Chapter 11 case is being filed as a related
proceeding.

The Debtor is required to file its Chapter 11 plan and disclosure
statement by Nov. 12, 2014.


DENDREON CORP: Meeting to Form Creditors' Panel Set for Nov. 19
---------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Nov. 19, 2014, at 10:00 a.m. in
the bankruptcy case of Dendreon Corporation, et al.

The meeting will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 2112
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

                       About Dendreon Corp.

With corporate headquarters in Seattle, Washington, Dendreon
Corporation -- http://www.dendreon.com/-- a biotechnology company
focused on the discovery, development and commercialization of
novel cellular immunotherapies to significantly improve treatment
options for cancer patients.  Dendreon's first product, PROVENGE
(sipuleucel-T), was approved by the U.S. Food and Drug
Administration (FDA) and became commercially available for the
treatment of men with asymptomatic or minimally symptomatic
castrate-resistant (hormone-refractory) prostate cancer in April
2010.  Dendreon is traded on the NASDAQ Global Market under the
symbol DNDN.

Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 14-12515) on Nov. 10, 2014.
The Debtors have requested that their cases be jointly
administered under Case No. 14-12515.  Judge Peter J. Walsh
presides over the cases.  The petitions were signed by Gregory R.
Cox, interim chief financial officer and treasurer.

The Debtors have Skadden, Arps, Slate, Meagher & Flom LLP, as
counsel; Lazard Fr¸ res & Co. LLC, as investment banker;
AlixPartners, as restructuring advisors; and Prime Clerk LLC as
claims and noticing agent.

The Debtors disclosed $364.6 million in total assets and $664.4
million in total liabilities.

To date, no creditors' committee has been appointed in the Chapter
11 cases by the Office of the United States Trustee for the
District of Delaware.


DIGITAL DOMAIN: 16th DIP Amendment Approved
-------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware approved the 16th amendment to the final DIP
order issued in the Chapter 11 cases of DDMG Estate and its debtor
affiliates.  The 16th DIP Amendment provides that the DIP Agent
and DIP Lenders will forebear from exercising their remedies under
the Final DIP Order through and until the earlier of (i) Dec. 5,
2014, or (ii) the occurrence of a termination event.

A full-text copy of the 16th DIP Amendment Order with Budget is
available at http://bankrupt.com/misc/DDMGdip1111.pdf

                     About Digital Domain

Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of
original content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.

Digital Domain Media Group, Inc. and 13 affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on
Sept. 11, 2012, to sell its business for $15 million to
Searchlight Capital Partners LP, subject to higher and better
offers.  The Company disclosed assets of $205 million and
liabilities totaling $214 million.

The Debtors also have sought ancillary relief in Canada, pursuant
to the Companies' Creditors Arrangement Act in the Supreme Court
of British Columbia, Vancouver Registry.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.

At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai.  The $36.7 million total
value of the contact includes $3.6 million to cure defaults on
contracts and $2.9 million in reimbursement of payroll costs. As
the result of a settlement negotiated by the unsecured creditors'
committee with secured lenders, there will be some recovery for
the committee's constituency.


DILLINGHAM POINT: Case Summary & 5 Unsecured Creditors
------------------------------------------------------
Debtor: Dillingham Point, LLC
        c/o Stephen Stetson
        37182 Adams Green Lane
        Middleburg, VA 20117

Case No.: 14-10887

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Maine (Bangor)

Judge: Hon. Louis H. Kornreich

Debtor's Counsel: James F. Molleur, Esq.
                  MOLLEUR LAW OFFICE
                  419 Alfred Street
                  Biddeford, ME 04005
                  Tel: (207) 283-3777
                  Fax: (207) 283-4558
                  Email: jim@molleurlaw.com
                         tanya@molleurlaw.com

Total Assets: $3.60 million

Total Liabilities: $2.89 million

The petition was signed by Stephen Stetson, managing member.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/meb14-10887.pdf


DRACO RESOURCES: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Draco Resources, Inc.
        1065 E. Hillsdale Blvd., Suite 318
        Foster City, CA 94404

Case No.: 14-31654

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Hon. Dennis Montali

Debtor's Counsel: Michael C. Abel, Esq.
                  MCNUTT LAW GROUP, LLP
                  219 9th St.
                  San Francisco, CA 94103
                  Tel: (415) 995-8475
                  Fax: (415) 995-8487
                  Email: mcabel@ml-sf.com

                    - and -

                  Scott H. McNutt, Esq.
                  MCNUTT LAW GROUP LLP
                  219 9th St.
                  San Francisco, CA 94103
                  Tel: (415) 995-8475
                  Email: SMcNutt@ml-sf.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $10 million to $50 million

The petition was signed by Songqiang Chen, CEO.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb14-31654.pdf


E*TRADE FINANCIAL: Moody's Raises Senior Debt Rating to Ba3
-----------------------------------------------------------
Moody's Investors Service upgraded E*TRADE Financial Corporation's
(ETFC) senior debt rating to Ba3 from B1. E*TRADE Bank's bank
financial strength rating was upgraded to D+ from D, mapping to a
baseline credit assessment of ba1, and its long-term deposit
rating was upgraded to Ba1 from Ba2. The upgrades result from
ETFCs announcement that it will reduce its holding company debt
load by a net $400 million; via the redemption of its $435 million
6 3/4% 2016 notes and $505 million 6% 2017 notes, and the issuance
of $540 million 2022 notes (coupon dependent on market conditions
at time of pricing). The company expects to utilize about $460
million of cash for the transactions, including the payment of
call premiums, fees and expenses.

The rating outlook remains positive, indicating a higher
likelihood of an upward rating change over the medium term. Future
rating momentum will depend upon further improvements in, and
stability of, financial performance; developments in the longer-
term strategic direction of the company, including its capital
policy; and developments in the management of the bank's loan
portfolio as well as the maturation of its wider enterprise risk
management framework.

Moody's has taken the following rating actions:

E*TRADE Financial Corporation

  Issuer rating, upgraded to Ba3 from B1

  Senior unsecured rating, upgraded to Ba3 from B1

  Senior unsecured shelf rating, upgraded to (P)Ba3 from (P)B1

  Subordinated shelf rating, upgraded to (P)B1 from (P)B2

  Preferred shelf rating, upgraded to (P)B2 from (P)B3

  Preferred shelf noncumulative rating, upgraded to (P)B3 from
  (P) Caa1

  Outlook, maintained at Positive

E*TRADE Bank

  Long-term bank deposit rating, upgraded to Ba1 from Ba2

  Short-term bank deposit rating, affirmed at non-prime

  Long-term bank other senior obligations (OSO) rating, upgraded
  to Ba2 from Ba3

  Short-term bank other senior obligations (OSO) rating, affirmed
  at non-prime

  Bank financial strength rating, upgraded to D+ from D

  Issuer rating, upgraded to Ba2 from Ba3

  Outlook, maintained at Positive

Ratings Rationale

Moody's said that the debt reduction would improve the company's
pro-forma debt/EBITDA to 2.1x from 2.6x (for the trailing twelve
months through September 2014) and represents a clear
demonstration of the company's continuing commitment to improve
its credit profile. The debt reduction is the latest in a series
of credit positive developments for the company over the last 12-
18 months, including: improved customer operating metrics;
strengthened cash flows and margins; improvements in the bank's
regulatory capital; the recommencement of dividend flows up to the
parent from the bank (which has improved the parent's liquidity
and debt service capacity); the sale of its non-core market-making
business; and the bulk sale of $0.8 billion first lien mortgages
at a small gain (most of which has previously been modified as
troubled debt restructurings).

Moody's noted that ETFC's ongoing interest expense will be reduced
by both the smaller debt load and the expected lower coupon on the
new debt issuance. Because of these factors, Moody's estimate the
company's EBITDA interest coverage should improve to roughly 8x on
a pro-forma basis (depending on the coupon on the new notes), from
6x for the trailing twelve months through September 2014. Further,
the expected eight year maturity of the new debt would improve the
company's maturity profile, with no debt coming due until 2019.
ETFC has also established a 3-year $200 million senior secured
revolving credit facility (unrated), which will function as a
liquidity backstop at the holding company.

Notching considerations:

The bank financial strength rating of E*TRADE Bank is D+, mapping
to a ba1 baseline credit assessment (BCA). The bank's retail
broker subsidiary, E*TRADE Securities LLC, is unrated. ETFC's Ba3
issuer and senior unsecured ratings are two notches below E*TRADE
Bank's Ba1 bank deposit rating, reflecting ETFC's structural
subordination.

What Could Change the Rating -- UP

Continued improvements to the customer franchise and financial
performance would be positive for the rating, evidenced by
stronger and less volatile operating metrics and a more diverse
revenue base. The continued management of improved cash flows in a
prudent, creditor-friendly manner would likely be necessary to
support upward rating pressure. The continued development of a
coherent risk management and governance framework, including
further mitigation of the loan portfolio risk exposure, would be
viewed positively.

What Could Change the Rating -- DOWN

Signs of an increased risk appetite, such as investing in riskier
assets, could result in a downgrade. A significant deterioration
in the performance of the loan portfolio exposures would also be
viewed negatively.

The methodologies used in these ratings were Global Securities
Industry Methodology published in May 2013, and Global Banks
published in July 2014.


EARLY LIGHT: S&P Rates 2014 Charter School Revenue Bonds 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' rating to
the Utah Charter School Finance Authority's series 2014 charter
school revenue bonds, issued for Early Light Academy Inc. (ELA).
The outlook is stable.

"The rating reflects our view of ELA's slim coverage and high debt
burden, offset by its strong enterprise profile, as demonstrated
by a wait list of close to 1,000 students, generally good test
scores compared to the district's and the state's, and an adequate
cash position," said Standard & Poor's credit analyst Carlotta
Mills.

Proceeds from this $6 million issue will be used to acquire,
construct, and equip an approximately 37,000-square-foot addition
to the current school and to fund the reserve requirement and
capitalized interest.


EMTEL INC: Claims Attys Flubbed Trial Against Doctors' Group
------------------------------------------------------------
Law360 reported that Joseph Degioanni and a medical billing
company he operates, Emtel Inc., sued two of Houston's Pendergraft
& Simon LLP for $3 million in a case that accuses the lawyers of a
laundry list of alleged flubs in a dispute between a doctors'
group and its former president and improperly advised the group to
pursue Chapter 11 bankruptcy.

According to the report, the suit details a lengthy list of
negligent acts by lawyers William Haddock and Robert Pendergraft,
who allegedly "abandoned" Degioanni and Emtel before trial and
negligently referred them to other attorneys.  The suit is seeking
$3 million in actual damages for attorneys' fees, loss of wages
and the loss of an Emtel patent, plus twice that amount in
exemplary damages for alleged intentional and malicious breach of
fiduciary duty, the report related.

The case is Degioanni et al. v. Pendergraft et al., case number
2014-63317, in the 151st Judicial District Court of Harris County,
Texas.


ENDEAVOUR INTERNATIONAL: Expects Plan Outline Hearing on Dec. 17
----------------------------------------------------------------
Endeavour International Corporation unveiled an accelerated
timetable for its Chapter 11 proceedings. The Company anticipates
scheduling the following hearing dates with the United States
Bankruptcy Court for the District of Delaware:

     -- A hearing to be held on December 17, 2014, for the purpose
of obtaining the Bankruptcy Court's approval of the Disclosure
Statement to be filed by the Company in connection with the
Company's proposed Plan of Reorganization (each of which will be
filed by the Company consistent with the terms of the
Restructuring Support Agreement previously announced by the
Company).

     -- A hearing to be held on February 3, 2015, for the purpose
of obtaining confirmation by the Bankruptcy Court of the Plan.

           About Endeavour International Corporation

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

On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.  The cases are pending joint administration
under Endeavour Operating Corp.'s Case No. 14-12308 before the
Honorable Kevin J. Carey (Bankr. D. Del.).

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

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


ENDEAVOUR INTERNATIONAL: Transier Steps Down as President and CEO
-----------------------------------------------------------------
Endeavour International Corporation said William L. Transier
requested that the Board of Directors accept his resignation as
President and Chief Executive Officer of the Company, effective
December 1, 2014, which request was accepted. Mr. Transier will
continue as Chairman of the Board of the Company.

           About Endeavour International Corporation

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

On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.  The cases are pending joint administration
under Endeavour Operating Corp.'s Case No. 14-12308 before the
Honorable Kevin J. Carey (Bankr. D. Del.).

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

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


ENDEAVOUR INTERNATIONAL: Posts $294,257,000 Net Loss for Q3 2014
----------------------------------------------------------------
Endeavour International Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q for the
period ended Sept. 30, 2014.

Endeavour ended the third quarter with a net loss of $294,257,000.
For the same period last year, the Company posted a net loss of
$39,885,000.

For the nine months ended Sept. 30, Endeavour posted a net loss of
$375,801,000, compared to a net loss of $67,817,000 for the same
period in 2013.

Revenues were $86,445,000 for the third quarter.  During the third
quarter of 2013, revenues were $36,901,000.

For the nine month period, revenues were $225,466,000 compared to
$220,738,000 for the same period last year.

At Sept. 30, the Company had $1,342,607,000 in total assets
against $1,633,897,000 in total liabilities and $308,771,000 in
stockholders' deficit.

A copy of the Form 10-Q Report is available at
http://1.usa.gov/1qNHR3I

           About Endeavour International Corporation

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

On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.  The cases are pending joint administration
under Endeavour Operating Corp.'s Case No. 14-12308 before the
Honorable Kevin J. Carey (Bankr. D. Del.).

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

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


ENDEAVOUR INT'L: William Transier Resigns as President & CEO
------------------------------------------------------------
William L. Transier has resigned as Endeavour International
Corporation President and Chief Executive Officer, effective Dec.
1, 2014.  Mr. Transier will continue as Chairman of the Board of
the Company.

The Company announced an accelerated timetable for its Chapter 11
proceedings.  The Company anticipates scheduling these hearing
dates with the U.S. Bankruptcy Court for the District of Delaware:

     (a) a hearing to be held on Dec. 17, 2014, for the purpose of
         obtaining the Court's approval of the Disclosure
         Statement to be filed by the Company in connection with
         the Company's proposed Plan of Reorganization (each of
         which will be filed by the Company consistent with the
         terms of the Restructuring Support Agreement previously
         announced by the Company); and

     (b) a hearing to be held on Feb. 3, 2015, for the purpose of
         obtaining confirmation by the Bankruptcy Court of the
         Plan.

           About Endeavour International Corporation

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.


ESSAR STEEL ALGOMA: Amendment to Form T-3 Filed
-----------------------------------------------
1839688 Alberta ULC filed AMENDMENT NO. 1 TO FORM T-3 related to
its planned issuance of New Junior Secured Notes due 2020.

Amendment No. 1 states: "The Applicants hereby amend this
application for qualification on such date or dates as may be
necessary to delay its effectiveness until: (1) the 20th day after
the filing of a further amendment which specifically states that
it shall supersede this application for qualification or (2) such
date as the Securities and Exchange Commission (the ?SEC?), acting
pursuant to Section 307(c) of the Trust Indenture Act of 1939, may
determine upon the written request of the Applicants."

Essar Steel Algoma has executed a support agreement with holders
of its 9.875% Senior Notes due 2015 -- Existing Unsecured Notes --
pursuant to which, following the approval of the Arrangement
Resolution, holders of the Existing Unsecured Notes will receive
(a) a cash payment representing 32.5% of the original principal
amount and accrued and unpaid interest at the non-default rate of
the Existing Unsecured Notes and (b) either (i) new junior secured
notes -- New Junior Secured Notes -- of 1839688 Alberta ULC as
Issuer in a principal amount equal to 60% of the original
principal amount and accrued and unpaid interest at the non-
default rate of the Existing Unsecured Notes, or, at the
Corporation's election, (ii) a cash payment representing 49.5% of
the original principal amount and accrued and unpaid interest at
the non-default rate of the Existing Unsecured Notes in lieu of
issuing the New Junior Secured Notes.

Terms will not be more restrictive than the terms for the lowest
ranking new senior secured debt and will be set out in the New
Junior Secured Notes Indenture which must be in form and substance
reasonably acceptable to the consenting holders except in
circumstances where the cash-out election is made.

Essar Steel Algoma Inc. and several other entities will serve as
guarantors to 1839688 Alberta ULC with respect to the planned
offering.

According to an earlier Form T-3 filing, the principal amount of
the New Junior Secured Notes will be equal to 60% of the Unpaid
Principal and Accrued Interest of the Existing Unsecured Notes, or
approximately $252 million.

Interest on the New Junior Secured Notes will be paid by the
issuance of additional New Junior Secured Notes or cash, at the
issuer's option, at 14% per annum. Interest shall be payable and
compound quarterly.

The New Junior Secured Notes will mature 90 days after the latest
maturity of the lowest ranking New Senior Secured Debt, or
February 12, 2020.  The New Junior Secured Notes will be callable
in full, but not in part, in accordance with the following call
schedule:

     (i) 95% of the original principal amount of the New Junior
Secured Notes plus 100% of all PIK interest, regardless if
capitalized or accrued, since issuance if called between issuance
and the first anniversary thereof,

    (ii) 100% of the amount then outstanding of the New Junior
Secured Notes (including all PIK interest paid to such date) plus
100% of all PIK interest accrued and unpaid from the first
anniversary through the second anniversary of the issuance date of
the New Junior Secured Notes, and

   (iii) thereafter, 110% of the amount then outstanding of the
New Junior Secured Notes (including all PIK interest paid to such
date) plus 100% of all accrued and unpaid PIK interest.

The Guarantors are Essar Steel Algoma Inc.; Algoma Holdings B.V.;
Essar Tech (Canada) Limited; Cannelton Iron Ore Company; Essar
Steel Algoma Inc. USA; and Essar Steel Canada Inc.

They intend to effect a recapitalization by way of a plan of
arrangement under Section 192 of the CBCA, pursuant to which all
Existing Unsecured Notes will be cancelled and extinguished and
Noteholders will receive from a wholly-owned subsidiary of the
Corporation in exchange for their Existing Unsecured Notes their
pro rata share (based on the aggregate principal amount of
Existing Unsecured Notes held by a Noteholder) of:

     (a) a cash payment representing 32.5% of the original
principal amount and accrued and unpaid interest at the non-
default rate of the Existing Unsecured Notes through and including
the effective date of the Arrangement; and

     (b) either:

            (i) New Junior Secured Notes in a principal amount
equal to 60% of the original principal amount and accrued and
unpaid interest at the non-default rate of the Existing Unsecured
Notes through and including the effective date of the Arrangement;
or, at the Corporation's election,

           (ii) a cash payment representing 49.5% of the original
principal amount and accrued and unpaid interest at the non-
default rate of the Existing Unsecured Notes through and including
the effective date of the Arrangement in lieu of issuing the New
Junior Secured Notes to the Noteholders.

A meeting of the debtholders of the Corporation will be held for
the purpose of voting on the Arrangement.  Shortly after the
Meeting, an application will be made to the Ontario Superior Court
of Justice for a hearing for the purpose of obtaining a final
order of the Court approving the Arrangement.

A copy of the Form T-3/A is available at http://1.usa.gov/14wZYpP

Headquartered in Sault Ste. Marie, Ontario, Canada, ESA is an
integrated steel producer. Approximately 80% to 85% of ESA's sales
are sheet products with plate products accounting for the balance.
For the 12 months ending December 31, 2013, ESA generated revenues
of C$1.8 billion.


EVERYWARE GLOBAL: Reports $49.4 Million Net Loss for Q3
-------------------------------------------------------
EveryWare Global, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $49.41 million on $81.16 million of total revenues
for the three months ended Sept. 30. 2014, compared to a net loss
of $1.10 million on $100.91 million of total revenues for the same
period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $114.71 million on $257.84 million of total revenues
compared to a net loss of $3.11 million on $292.30 million of
total revenues for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $237.79
million in total assets, $380.37 million in total liabilities,
$21.73 million in commitments and contingencies and a $164.32
million total stockholders' deficit.

Sam Solomon, chief executive officer of EveryWare stated, "The
third quarter financial results reflect the residual effects from
our factory shutdowns and our liquidity issues that we addressed
through our restructuring efforts.  We are focused on the
operational initiatives required to stabilize the business and
create long term value.  This includes restoring normal service
levels and customer confidence.  While operational improvements
take time to produce improved results, I believe that we are on
the right path."

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

                        http://is.gd/DitSWV

                          About EveryWare

EveryWare Global, Inc. is a global marketer of tabletop and food
preparation products for the consumer and foodservice markets,
with operations in the United States, Canada, Mexico, Latin
America, Europe and Asia.  Its global platform allows it to market
and distribute internationally its total portfolio of products,
including bakeware, beverageware, serveware, storageware,
flatware, dinnerware, crystal, buffetware and hollowware; premium
spirit bottles; cookware; gadgets; candle and floral glass
containers; and other kitchen products, all under a broad
collection of widely-recognized brands.

                            *    *    *

As reported by the TCR on Aug. 6, 2014, Standard & Poor's Ratings
Services raised its corporate credit rating on EveryWare Global
Inc. to 'CCC+' from 'CCC-'.  "The upgrade reflects our view that a
default scenario is less likely as a result of a $20 million
investment from majority owner, Monomoy Capital Partners, in
addition to a waiver received for the covenant default in the
quarter ended March 2014 and the expected covenant default in the
quarter ended June 2014.


EXIDE TECHNOLOGIES: Objects to Panel's Doc Production Request
-------------------------------------------------------------
BankruptcyData reported that Exide Technologies and the unofficial
committee of pre-petition senior secured holders of 8-5/8% Senior
Secured Notes due 2018 separately objected to the Official
Committee of Unsecured Creditors' motion to compel the production
of documents.

According to BData, the UNC objects to the Motion to Compel
because: (i) the UNC is producing the documents that the Committee
is seeking that are relevant to the DIP Motion; (ii) the UNC is
producing for deposition the witness requested by the Committee on
the date requested; (iii) to the extent the Committee seeks
additional discovery, its request is overly broad, burdensome and
duplicative of requests served on other parties that are more
likely to have information relevant to the DIP Motion; and (iv)
the Committee failed to effect proper service of the Subpoena.

                    About Exide Technologies

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

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

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

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

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

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

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


EXIDE TECH: LA County Mulls Legal Action to Close Down Facility
---------------------------------------------------------------
Tony Barboza at Los Angeles Times reports the Los Angeles County
Board of Supervisors has instructed its lawyers to explore
potential legal actions against Exide Technologies Inc to force
the Company to shut down its facility and fix contamination in
surrounding communities.

According to LA Times, Supervisor Gloria Molina drafted a motion
because she claimed that the agreement that the state Department
of Toxic Substances Control struck with the Company to clean up
pollution in neighborhoods around the plant was a "closed-door"
deal made without local input, and that it did not provide enough
cleanup money or protect residents from future pollution.  LA
Times recalls that the state regulator requires the Company to set
aside $38.6 million over the next 10 years for the facility's
cleanup should it close.

The agreement could allow the Company to dodge payments for
cleaning homes if bankruptcy proceedings don't go smoothly, LA
Times relates, citing county officials.

The state regulators said that more orders could be issued in the
future, LA Times states.

Recycling Today relates that the DTSC required the Company to take
these steps to protect public health and to comply with
California's comprehensive hazardous waste laws:

      a. cleanup of residential properties in Boyle Heights and
         Maywood, California, which were identified as having the
         highest likelihood of being affected by airborne
         emissions coming from the facility -- the order requires
         the Company to set aside $9 million to clean up
         contaminated properties in these areas.  Soil testing for
         lead in these two areas has begun, and sampling on 104
         homes has been completed.  Cleanup work in contaminated
         residential yards in these areas will be conducted under
         a work plan recently circulated for public comment and
         posted on DTSC's website;

      b. facility cleanup in the event of closure -- the Company
         must set aside $38.6 million to safely close the Vernon
         facility, whenever that occurs.  Currently, $11.1 million
         has been set aside for this purpose; the order requires
         an additional $27.5 million be placed into a secure trust
         fund;

      c. correction of violations -- the Company must immediately
         fix and strengthen safety systems at the facility and pay
         $526,000 for past hazardous waste violations.  Violations
         included the absence of a leak detection system in a
         containment building and failures to manage hazardous
         waste as required under California law.  The Company's
         lead-smelting operations are currently shut down while
         the Company complies with orders from the South Coast Air
         Quality Management District.  Under the order, the
         Company cannot resume the operations until it corrects
         the violations identified by the DTSC; and

      d. additional investigation and cleanup -- the Company must
         investigate whether additional contamination exists at
         the Vernon facility and in the surrounding area, and
         clean up the contamination that is found.   The Company
         must also establish financial guarantees for the
         necessary cleanup work.

                    About Exide Technologies

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

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

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

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

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

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

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


FIDELITY NATIONAL: Fitch Affirms 'BB+' Sr. Unsecured Debt Rating
----------------------------------------------------------------
Fitch Ratings has affirmed Fidelity National Financial, Inc.'s
(FNF) Issuer Default Rating (IDR) at 'BBB-' and senior unsecured
debt at 'BB+'. Fitch has also affirmed the Insurer Financial
Strength (IFS) of FNF's title insurance companies at 'BBB+'. The
Rating Outlook is Stable. A complete list of rating actions
follows at the end of this release.
KEY RATING DRIVERS

The affirmation reflects FNF's market-leading margins, scale, and
strong capitalization in title insurance. Offsetting these
positives though has been a history of management's intentions to
lever up the consolidated balance sheet to purchase ancillary
businesses, resulting in the IFS ratings being weighed down by
aggressive financial management. While Fitch notes that past
ventures have been successful, historical results do not mitigate
future risks.

A recent event that meaningfully changed FNF's consolidated
operating profile and increased balance sheet risk was the Jan. 2,
2014 acquisition of Lender Processing Services, Inc. (LPS) for
$3.4 billion, of which $839 million was in stock, the remainder in
cash. This transaction dramatically increased FNF's financial and
tangible financial leverage ratios in addition to having a
negative impact on first quarter 2014 results due to various one-
time charges. As of Sept. 31, 2014, financial leverage was 34% and
tangible financial leverage was 68%.

Year-to-date consolidated net income was $191 million, down
approximately 41% compared to the prior year period due primarily
to expenses related to the January 2014 acquisition of LPS.
Reduced earnings coupled with the increase in leverage reduced
operating-based earnings interest coverage to 3.2x for Sept. 30,
2014 compared to 8.3x for the prior-year period.

FNF has a dominant position in title insurance accounting for
approximately 33% of the U.S. title insurance market. This scale
together with an aggressive cost management focus has allowed FNF
to remain one of the most profitable title insurance companies.
Fitch anticipates FNF will continue to perform well over the near
term.

Rating Sensitivities

In Fitch's view, a rating upgrade is unlikely due to management's
propensity to meaningfully alter its balance sheet at times, via
periodic sharp increases in financial leverage, which raises its
risk profile relative to peers. Any upgrade would be predicated on
Fitch's belief that management has revised this practice.

Key rating drivers that could lead to an upgrade include:

-- Sustained performance of operating company capital in line
    with Fitch's guidelines for 'A' IFS category title insurers,
    which includes a risk-adjusted capital (RAC) score of
    approximately 140% and net leverage below 6x;

-- Sustained calendar- and accident-year profitability;

-- Sustained improvement in EBIT-based interest coverage of 7x or
    higher.

Key rating drivers that could lead to a revision in the Outlook or
possibly a downgrade include:

-- An absolute RAC score below 105% or deterioration in
    capitalization such as net leverage above 7.5x;

-- Inability to move financial leverage below 30% on a post LPS
    acquisition basis, by yearend 2015;

-- A significant write down in goodwill or signs that indicate a
    potential write down of goodwill is possible;

-- Deterioration in earnings, primarily measured by consolidated
    pretax GAAP margins, at a pace greater than peer averages;

-- Sustained material adverse reserve development;

-- Any additional acquisition that makes a meaningful change to
    the company's profile, particularly one that increases
    financial leverage.

Fitch has affirmed the following ratings with a Stable Outlook:

Fidelity National Financial, Inc.

-- IDR at 'BBB-';
-- $300 million 4.25% convertible senior note maturing Aug. 15,
    2018 at 'BB+';
-- $300 million 6.6% senior note maturing May 15, 2017 at 'BB+';
-- $400 million 5.5% senior note maturing Sept. 1, 2022 at 'BB+';
-- Four-year $800 million unsecured revolving bank line of credit
    due July 2018 at 'BB+'.

Fidelity National Title Ins. Co.
Alamo Title Insurance Co. of TX
Chicago Title Ins. Co.
Commonwealth Land Title Insurance Co.

-- IFS at 'BBB+'.


FIRST FINANCIAL: Posts $55,000 Net Income in Third Quarter
----------------------------------------------------------
First Financial Service Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing net income attributable to common shareholders of
$55,000 on $6.36 million of total interest income for the there
months ended Sept. 30, 2014, compared to net income attributable
to common shareholders of $1.20 million on $8.06 million of total
interest income for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to common shareholders of $2.89 million on
$20.57 million of total interest income compared to a net loss
attributable to common shareholders of $328,000 on $24.81 million
of total interest income for the same period a year ago.

As of Sept. 30, 2014, the Company had $752.89 million in total
assets, $718.28 million in total liabilities and $34.60 million in
total stockholders' equity.

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

                        http://is.gd/LPeObV

                        About First Financial

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


FIRST NIAGARA: Moody's Affirms Ba1 Issuer Rating; Outlook Neg.
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings and changed to
negative from stable its outlook on First Niagara Financial Group,
Inc. (FNFG) and its lead operating subsidiary, First Niagara Bank,
N.A.

FNFG's long-term issuer rating at the holding company is Ba1.
Regarding its bank subsidiary, its standalone bank financial
strength rating (BFSR) is D+, which equates to a baa3 baseline
credit assessment (BCA), while its long-term deposit rating is
Baa3 and its short-term rating is Prime-3.

Ratings Rationale

Moody's said the negative outlook reflects control and oversight
challenges arising from FNFG's aggressive growth at the same time
that the company is facing lower profitability. Two illustrations
of the control issues are a noticeable revision of a goodwill pre-
tax impairment charge for third-quarter 2014 to $1.1 billion from
$800 million. This revision came after a $45 million reserve taken
in third-quarter 2014 related to a process problem affecting
certain customer deposit accounts, which dates back to early 2012.

Moody's said that strong internal controls are critical for a bank
that is expanding rapidly, through acquisitions and organically,
and building new operational platforms, as FNFG has done in recent
years. FNFG's originated (non-acquired) loan portfolio continues
to grow significantly, with a 15% annualized rate for the first
nine months of 2014. Meanwhile, the company continues to build its
lending and fee-based businesses and roll out its multi-year
initiative to upgrade its technology infrastructure. This capital
investment has resulted in lower profitability at a time when the
bank's capital ratios are below those of its same-rated peers.
Consequently, FNFG is more sensitive to unexpected charges than
its peers.

The major risk to FNFG's ratings is the potential asset quality
deterioration arising from high loan growth. Furthermore, given
the limited prospects to improve earnings in the near term, a
decline in capital could lead to a downgrade.

Despite the company's below average profitability and capital and
high loan growth, Moody's affirmed FNFG's ratings because of
mitigating factors. Those factors include strong liquidity at the
bank and at the holding company, and asset quality metrics that
are comparable to those of its peers.

Regarding liquidity, the ratio of core deposits to average gross
loans of 116% at 30 June 2014 was strong on an absolute level.
Regarding asset quality, the ratio of non-performing assets
(including accruing troubled debt restructurings and accruing
loans past due 90 days or more) to gross loans of 1.8% at 30 June
2014 was equivalent to the baa3 BCA peer median. The ratio of net
charge-offs to average gross loans of 0.31% in the first nine
months of 2014 was strong, according to Moody's.

The outlook could return to stable if no further control issues
come to light, loan growth moderates, and asset quality and
capital remain stable.

Affirmations:

Issuer: First Niagara Bank, N.A.

  Bank Financial Strength Rating , Affirmed D+ (BCA maintained
  at baa3)

  OSO Rating, Affirmed Baa3/P-3

  Deposit Rating Affirmed Baa3/P-3

Issuer: First Niagara Financial Group, Inc.

  Issuer Rating and Senior Unsecured Affirmed Ba1

  Subordinate Affirmed Ba2

  Pref. Stock Non-cumulative Affirmed B1 (hyb)

  Outlooks, Changed To Negative From Stable

The principal methodology used in these ratings was Global Banks
published in July 2014.


FORTESCUE METALS: Bank Debt Trades at 3% Off
--------------------------------------------
Participations in a syndicated loan under which Fortescue Metals
Group Ltd is a borrower traded in the secondary market at 96.86
cents-on-the-dollar during the week ended Friday, October 3, 2014
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents a decrease
of 0.82 percentage points from the previous week, The Journal
relates.  Fortescue Metals pays 325 basis points above LIBOR to
borrow under the facility.  The bank loan matures on June 13,
2019, and carries Moody's Ba2 rating and Standard & Poor's BB
rating.  The loan is one of the biggest gainers and losers among
212 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


FRAC TECH: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under which Frac Tech Services
Ltd is a borrower traded in the secondary market at 97.55 cents-
on-the-dollar during the week ended Friday, November 14, 2014
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents a decrease
of 0.50 percentage points from the previous week, The Journal
relates.  Frac Tech pays 475 basis points above LIBOR to borrow
under the facility.  The bank loan matures on April 3, 2021, and
carries Moody's Ba2 rating and Standard & Poor's BB rating.  The
loan is one of the biggest gainers and losers among 212 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.


FRED FULLER: May Use Up to $50,000 in Cash to Meet Payroll
----------------------------------------------------------
Michael Cousineau at New Hampshire Union Leader reports that Judge
J. Michael Deasy, filling in for another judge, has allowed Fred
Fuller Oil & Propane Co., Inc., to use up to $50,000 in company
cash to meet payroll on Thursday.

Kathryn Marchocki at Nashuatelegraph.com relates that the Company
asked the Bankruptcy Court on Thursday for permission to use cash
it collects on its accounts to continue to run its home heating
oil business.  According to The Associated Press, the Company's
major oil supplier claims an interest in the money to secure a
$4.7 million lien.

Lawrence Edelman, an attorney for major creditor Sprague Operating
Resources, said that without a quick sale or infusion of cash, the
Debtor will run short of cash to purchase fuel, leading to "empty
tanks and cold people" in January, New Hampshire Union Leader
relates.  A budget submitted by the Company shows it will serve
only a quarter of its clients and it needs more cash to buy
additional fuel to serve customers through the winter, the report
adds, citing Mr. Edelman.

According to New Hampshire Union Leader, William S. Gannon, Esq.,
at William S. Gannon PLLC, the attorney for the Debtor, said that
the Company recently reached a tentative deal with Irving Oil, but
that fell through for some reason.

Owner Fred Fuller is "writing off millions of dollars of loans to
the Company and all his equity in the Company" to make it more
attractive to a buyer, New Hampshire Union Leader states, citing
Mr. Gannon.

Nashuatelegraph.com says that the Bankruptcy Court ordered the
Company to present evidence of the full extent of its assets.

David Brooks at Nashuatelegraph.com reports that the Company's
problems have been building for close to a year.  "The only thing
that's a surprise is that it took this long.  I don't think
there's anybody in the industry who's surprised at what happened,"
the report quoted Robert Scully, executive director of the Oil
Heat Council of New Hampshire, an industry group that has often
been at odds with the Company, as saying.

                      About Fred Fuller Oil

Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc.,
the largest heating oil company in the state, serving about 30,000
New Hampshire customers.  It sought Chapter 11 protection
(Bankr. D. N.H. Case No. 14-12188) in Manchester, New Hampshire,
on Nov. 10, 2014, without stating a reason.  It estimated $10
million to $50 million in assets and debt.  The Nov. 10, 2014
court filing show that the Debtor has about $13.5 million in
debts.  Jeremy Blackman at Concord Monitor reports reports that
the Debtor owes more than $276,000 to Harvard Pilgrim Health Care
and nearly $94,000 to the city of Laconia and the towns of Hudson,
Milford and Northfield.

According to Concord Monitor, the bankruptcy case the bankruptcy
case was initially filed on Nov. 10 under Chapter 7, but that has
since been terminated and replaced with a Chapter 11 restructuring
proposal.

William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester,
serves as counsel to the Debtor.  Fredrick J. Fuller, the
president, signed the bankruptcy petition.


FULLCIRCLE REGISTRY: Delays Filing of Q3 Form 10-Q
--------------------------------------------------
FullCircle Registry, Inc., was unable to file its quarterly report
on Form 10-Q for the period ended Sept. 30, 2014, within the
prescribed time period due to a difficulty in completing and
obtaining required financial and other information without
unreasonable effort and expense.  The Company expects to file the
Form 10-Q within the time period permitted by this extension.

                     About FullCircle Registry

Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the
acquisition of small profitable businesses.  FullCircle Registry,
Inc., has become a holding company with three subsidiaries.  They
are FullCircle Entertainment, Inc., FullCircle Insurance Agency,
Inc. and FullCircle Prescription Services, Inc.  Target companies
for future acquisition are those in search of exit plans for the
owners and are intended to continue autonomous operations as
current ownership is phased out over a period of 3-5 years.

FullCircle Registry reported a net loss of $448,102 on $1.88
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $369,784 on $1.86 million of revenues during
the prior year.

As of June 30, 2014, the Company had $5.75 million in total
assets, $6.06 million in total liabilities and a $306,851 total
stockholders' deficit.

Rodefer Moss & Co., PLLC, in New Albany, Indiana, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that FullCircle has suffered recurring losses from operations and
has a net working capital deficiency that raises substantial doubt
about the company's ability to continue as a going concern.

As reported by the TCR on Oct. 20, 2014, Rodefer Moss had resigned
as the Company's auditors.


GARLOCK SEALING: Belluck & Fox Wants Asbestos Suit Moved To NY
--------------------------------------------------------------
Law360 reported that attorneys for Belluck & Fox LLP asked U.S.
District Senior Judge Graham C. Mullen in North Carolina to
transfer to the Southern District of New York a bankruptcy
adversary proceeding that accuses the firm of engaging in
racketeering activity while representing asbestos personal injury
clients, arguing the alleged underlying misconduct occurred there.

According to the report, Belluck & Fox said dozens of non-party
witnesses with knowledge critical to the claims are located in New
York state and outside of the North Carolina federal court's
subpoena power.

The case is Garlock Sealing Technologies LLC et al. v. Belluck &
Fox LLP et al., case number 3:14-cv-00118, in the U.S. District
Court for the Western District of North Carolina.

                      About Garlock Sealing

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

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

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

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

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

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

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


GENERAL STEEL: Incurs $5.2 Million Net Loss in Third Quarter
------------------------------------------------------------
General Steel Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $5.16 million on $456.14 million of sales for the
three months ended Sept. 30, 2014, compared to net income of $9.40
million on $514.54 million of sales for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $91.30 million on $1.74 billion of total sales
compared to a net loss of $43.85 million on $1.91 billion of total
sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2014, showed $2.76
billion in total assets, $3.35 billion in total liabilities and a
$584.01 million total deficiency.

Henry Yu, chairman and chief executive officer of General Steel
commented, "We continued to witness improving demand for our
products in Western China, as our sale volume grew more than 15%
year-over-year to 1.45 million metric tons, the highest ever
quarterly volume for General Steel.  This quarter, a number of
smaller and unqualified steel mills were forced to exit the
market, in light of which, we strategically offered attractive
discounts in neighboring markets to expand our geographic
footprint."

Mr. Yu continued, "We anticipate the price of iron ore will
continue on its downward trend, and with our better market
position, improved industry fundamentals, and higher production
efficiency, we are solidly positioned to earn greater profits in
2015.  We expect to harvest the fruits of our continuous cost
cutting measures and equipment upgrades and optimization over the
past couple of years, and we look forward to a broadening
geographic footprint, improving efficiency, expanding operating
leverage, and ultimately rising profitability," Mr. Yu concluded.

John Chen, chief financial officer of General Steel, commented,
"As we strategically discounted our products in order to establish
a foothold into neighboring markets, our average selling price
declined by 20.7% year-over-year in the third quarter.  However,
as the cost of iron ore decreased by 25.3% year-over-year, we were
able to achieve leverage from the increased sales volume and
expanded our quarterly gross margin by 40 basis points and gross
profits by 16.8% year-over-year."

Mr. Chen then stated, "This December, we will complete an upgrade
to an existing 450 cubic-meter blast furnace with a much larger
and more efficient 1,800 cubic-meter blast furnace.  This new
equipment and expanded volume will enable a higher utilization of
raw materials, better conversion rate, and lower energy
consumption during iron smelting, and ultimately generating
further savings in our unit production cost.  As we complete our
investment and upgrade plans in 2014, we enter 2015 with genuine
optimism."

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

                        http://is.gd/4zD6Bx

                    About General Steel Holdings

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

The Company reported a net loss of $42.62 million in 2013, a net
loss of $231.94 million in 2012, a net loss of $283.29 million in
2011, and a net loss of $46.27 million in 2010.


GETTY IMAGES: Bank Debt Trades at 5% Off
----------------------------------------
Participations in a syndicated loan under which Getty Images Inc.
is a borrower traded in the secondary market at 95.23 cents-on-
the-dollar during the week ended Friday, November 14, 2014,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.67 percentage points from the previous week, The Journal
relates.  Getty Images Inc. pays 350 basis points above LIBOR to
borrow under the facility.  The bank loan matures on Oct. 14,
2019, and carries Moody's B2 rating and Standard & Poor's B
rating.  The loan is one of the biggest gainers and losers among
205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


GREEN MOUNTAIN: Seeks to Extend Exclusive Right to File Exit Plan
-----------------------------------------------------------------
Green Mountain Management, LLC asked a bankruptcy judge to extend
the period of time during which it alone holds the right to file a
plan to exit Chapter 11 protection.

In a motion, the company asked U.S. Bankruptcy Judge Barbara
Ellis-Monro to extend its exclusive right to propose a
reorganization plan to Feb. 20, 2015, and to solicit votes from
creditors to April 21, 2015.

The extension would prevent others from filing rival plans in
court and maintain Green Mountain's control over its bankruptcy
case.

The motion is on Judge Ellis-Monro's calendar for Nov. 17.

                       About Green Mountain

Green Mountain Management, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ga. Case No. 14-64287) on July 25, 2014.
The petition was signed by Daniel B. Cowart, sole member of
Georgia Flattop Partners, LLC, and chairman of Green Mountain
Management, LLC.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Nov. 24, 2014.

The Debtor estimated $10 million to $50 million in assets and
debt.  Georgia Flattop Partners, LLC is the managing member and
holders of 93% of the stock.

The case is assigned to Judge Barbara Ellis-Monro.

The Debtor is represented by Sage M. Sigler, Esq., at Alston &
Bird, LLP, in Atlanta.


GREEN MOUNTAIN: UMB Bank Seeks Appointment of Chapter 11 Trustee
----------------------------------------------------------------
UMB Bank N.A. is seeking the appointment of a bankruptcy trustee
for Green Mountain Management, LLC to replace its management.

In a filing with the U.S. Bankruptcy Court for the Northern
District of Georgia, UMB Bank accused Daniel Cowart, chairman of
Green Mountain, of using his control over the company and its
affiliate Georgia Flattop Partners LLC "for his personal benefit"
at the expense of the companies and their creditors.

Mr. Cowart "has engaged in numerous acts amounting to dishonesty,
fraud, gross mismanagement and self-dealing that mandate the
appointment of a Chapter 11 trustee," according to the bank's
lawyer, Eric Anderson, Esq., at Parker, Hudson, Rainer & Dobbs
LLP, in Atlanta, Georgia.

Prior to Green Mountain's bankruptcy filing, Mr. Cowart allegedly
transferred the company's rights to mine rock located at a
landfill it leases from the City of Adamsville to another firm
that he and his children own.  Such rights are reportedly more
valuable than the landfill, which is considered a primary asset of
the company.

Mr. Cowart also allegedly breached his fiduciary duties to
creditors "by failing to negotiate in good faith" with UMB Bank a
plan for Green Mountain to exit bankruptcy, Mr. Anderson said in
court filings.

Aside from being the chairman, Mr. Cowart is also the sole member
and 100% owner of Georgia Flattop, which is the managing member of
Green Mountain.  Georgia Flattop owns 93.15% of the equity
interests of the company.

                       About Green Mountain

Green Mountain Management, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ga. Case No. 14-64287) on July 25, 2014.
The petition was signed by Daniel B. Cowart, sole member of
Georgia Flattop Partners, LLC, and chairman of Green Mountain
Management, LLC.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Nov. 24, 2014.

The Debtor estimated $10 million to $50 million in assets and
debt.  Georgia Flattop Partners, LLC is the managing member and
holders of 93% of the stock.

The case is assigned to Judge Barbara Ellis-Monro.

The Debtor is represented by Sage M. Sigler, Esq., at Alston &
Bird, LLP, in Atlanta.


GYMBOREE CORP: Bank Debt Trades at 39% Off
------------------------------------------
Participations in a syndicated loan under which Gymboree Corp is a
borrower traded in the secondary market at 60.90 cents-on-the-
dollar during the week ended Friday, Nov. 14, 2014 according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.82
percentage points from the previous week, The Journal relates.
Gymboree Corp pays 350 basis points above LIBOR to borrow under
the facility.  The bank loan matures on Feb. 23, 2018.  The bank
debt carries Moody's B3 and Standard & Poor's CCC+ rating.  The
loan is one of the biggest gainers and losers among 204 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.


HERRING CREEK ACQUISITION: Files for Chapter 11 Bankruptcy
----------------------------------------------------------
Herring Creek Acquisition Co., LLC, filed for Chapter 11
bankruptcy protection (Bankr. D. Mass. Case No. 14-15309) on Nov.
12, 2014, estimating its assets and liabilities at between $10
million and $50 million each.  The petition was signed by Robert
Hughes, manager.  Judge William C. Hillman presides over the case.

Donald Ethan Jeffery, Esq., at Murphy & King, Professional
Corporation, serves as the Company's bankruptcy counsel.

The Company is headquartered in Edgartown, Massachussetts.  Eric
Convey at Boston Business Journal reports that the Company owns
several houses and prized 3-acre lots near Herring Creek Farm on
Martha's Vineyard.  The properties the Company owns are in an area
whose most famous resident is late-night comedian David Letterman,
according to the report.  The report says that specific assets
weren't listed in the initial filing, as often is the case with
bankruptcies early in the process.  The report adds that the
Company also lists a Santa Barbara address.


HUDBAY MINERALS: S&P Revises Outlook to Pos. & Affirms 'B-' CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Toronto-based base metals producer HudBay Minerals Inc. to
positive from stable and affirmed its 'B-' long-term corporate
credit rating on the company.

At the same time, Standard & Poor's raised its issue-level rating
on the company's senior unsecured notes to 'B' from 'B-' and
revised its recovery rating on the debt to '2' from '3'.  The '2'
recovery rating, which is based Standard & Poor's updated recovery
analysis that includes an estimated enterprise value for
Constancia, reflects S&P's view of substantial (70%-90%) recovery
in a default scenario.

"The outlook revision primarily reflects our expectation that
HudBay's credit ratios will materially improve over the next 12
months, notably from a significant increase in output from the
company's Constancia project in Peru," said Standard & Poor's
credit analyst Jarrett Bilous.  Construction is substantially
complete (94% at Sept. 30, 2014) and S&P expects HudBay to achieve
commercial production by mid-2015 while maintaining what it
considers "adequate" liquidity.

S&P's view of HudBay's business risk assessment as "weak"
primarily reflects the company's limited operating diversity,
exposure to volatile base metals prices, and relatively low
reserve life of its current operating mines.  S&P believes these
factors are somewhat offset by the near-completion of the
company's Constancia project, which is expected to achieve
commercial production by mid-2015.  In S&P's view, low-cost
production from Constancia and increased contributions from
Hudbay's Lalor project in Manitoba will improve the company's
operating diversification and efficiency.  S&P expects the
Constancia project to begin first production this quarter as
scheduled, and that HudBay's profitability could improve
meaningfully next year from a significant increase in low-cost
copper output from the project.  However, the company remains
exposed to execution risks and commodity price risk during the
ramp-up, which could delay our expected improvement in the
company's financial risk profile.

The positive outlook on HudBay reflects the potential for an
upgrade if Constancia achieves commercial production by mid-2015,
with output and costs in line with S&P's expectations.

S&P could raise its rating on HudBay if Constancia achieves
commercial production by mid-2015 and achieves S&P's base-case
expectations for output and cash costs, leading to an adjusted
debt-to-EBITDA ratio below 5x.

S&P could revise our outlook back to stable if HudBay experiences
significant delays in ramping up Constancia, resulting in weaker-
than-expected earnings and an adjusted debt-to-EBITDA leverage
remaining above 5x over the next 12 months.


IGLESIA PUERTA: Court Issues Final Decree Closing Bankr. Case
-------------------------------------------------------------
The Hon. Ronald B. King of the U.S. Bankruptcy Court for the
Western District of Texas entered a final decree closing the
Chapter 11 case of Iglesia Puerta del Cielo, Inc., on Nov. 3,
2014.

As previously reported in the Troubled Company Reporter, the
Debtor's Second Amended Plan of Reorganization was confirmed on
March 6, 2014.  The Second Amended Plan, dated Jan. 17, 2014,
provides that all assets of the Debtor will be transferred to and
be vested in the Reorganized Debtor, free and clear of any liens,
security interests, encumbrances, claims or interests.

A copy of the confirmed Second Amended Plan is available at no
extra charge at:

   http://bankrupt.com/misc/IGLESIAPUERTA_2ndPlanandOrder.pdf

A modification to the Second Amended Plan was filed Feb. 18, 2013,
to revise the treatment of Class 3, 4 and 5 Claims.  These classes
were impaired and entitled to vote on the Plan.  A copy of the
document is available at no extra charge at:

   http://bankrupt.com/misc/IGLESIAPUERTA_2ndPlanModification.pdf

                  About Iglesia Puerta del Cielo

Iglesia Puerta del Cielo, Inc., a domestic non-profit corporation
that provides religious services to third parties, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Tex. Case No. 13-31911) on Nov. 12, 2013.  The case is assigned to
Judge Christopher Mott.  Wiley F. James, III, Esq., at James &
Haugland, P.C., in El Paso, Texas, represents the Debtor.  The
Debtor estimated assets of at least $10 million and liabilities of
at least $1 million.


IPAYMENT INC: Moody's Lowers Prob. of Default Rating to Ca-PD
-------------------------------------------------------------
Moody's Investors Service affirmed iPayment, Inc.'s Caa2 corporate
family rating (CFR), the B2 rating for iPayment's senior secured
credit facilities and downgraded iPayment's probability of default
rating (PDR) to Ca-PD from Caa2-PD, reflecting the imminent
impairment in capital structure. The outlook for ratings is
negative.

Ratings Rationale

On November 7, 2014, iPayment and its parent company, iPayment
Holdings, Inc's (HoldCo), launched offers to the holders of senior
notes of iPayment and HoldCo to exchange outstanding notes for a
combination of new senior secured notes and equity of the
reorganized company. Moody's will consider the debt exchanges
affecting iPayment and HoldCo's existing senior notes as
distressed exchanges. Moody's will also append iPayment's
probability of default rating with an "/LD" designation at the
close of the debt exchanges indicating limited default, which will
be removed after three business days.

In conjunction with the proposed restructuring, iPayment expects
to amend its senior secured credit facilities to increase
operating flexibility under financial covenants. The proposed
transactions will enhance iPayment's financial flexibility and
total debt to EBITDA could decline by approximately 2x. The
reduction in cash interest expense by up to $24 million (assuming
100% participation by holders of the notes in the debt exchange
offers) will boost iPayment's free cash flow, affording the
company greater flexibility to increase spending on portfolio
acquisitions and residual buyouts to improve profitability.

Moody's analyst Raj Joshi said, "Despite the reduction in debt,
iPayment's credit profile will remain challenged because of lack
of sustained net revenue growth in a growing industry and material
erosion in earnings over the last several quarters." Joshi added,
"the restructuring of the balance sheet provides the company
additional time to demonstrate growth in merchant base before the
pending maturity of revolving credit facility and term loans in
May 2016 and May 2017, respectively." Moody's expects iPayment's
total debt to EBITDA to remain in the 7x to 8x range, assuming no
voluntary prepayment of debt, and free cash flow (before spending
on residual buyouts or portfolio acquisitions) to increase to 4%
to 5% of total debt in 2015. If the company completes the
recapitalization successfully, Moody's expects iPayment's CFR to
be raised by one notch. However, the first lien credit facilities
are not expected to be upgraded due to the loss of junior debt
cushion upon recapitalization.

The negative ratings outlook reflects iPayment's weak liquidity
and imminent impairment in the capital structure.

Moody's could downgrade iPayment's corporate family rating if
liquidity deteriorates, net revenues and operating cash flow
continue to decline, or if Moody's believes that recovery at
default could weaken further. Moody's could raise iPayment's
ratings if the company's liquidity improves and sustained growth
in earnings and debt repayment drive leverage toward less than 7x
with improving free cash flow.

Moody's has taken the following ratings actions:

Issuer: iPayment, Inc.

   Probability of Default Rating -- Downgraded to Ca-PD, from
   Caa2-PD

Ratings affirmed:

   Corporate Family Rating - Caa2

   $95 million senior secured revolving credit facility due 2016
   -- B2 (LGD1, revised from LGD2)

   $347.5 million outstanding senior secured term loan due 2017
   -- B2 (LGD1, revised from LGD2)

   $400 million 10.25% senior unsecured notes due 2018 -- Caa3
   (LGD3, revised from LGD5)

   Speculative Grade Liquidity Rating -- SGL-4

Issuer: iPayment Holdings, Inc.

   $125 million senior PIK notes due 2018 -- Ca (LGD4, revised
   from LGD6)

Outlook:

iPayment, Inc.

Outlook -- Negative

iPayment Holdings, Inc.

Outlook -- Negative

Headquartered in New York, New York, iPayment, Inc. is a merchant
acquirer that provides credit and debit card-based payment
processing services to small business merchants in the United
States. iPayment generated revenues (net of interchange) of $316
million in twelve months ended June 30, 2014.

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


JAMES RIVER: Needs Until March 2015 to File Plan
------------------------------------------------
James River Coal Company, et al., ask the U.S. Bankruptcy Court
for the Eastern District of Virginia, Richmond Division, to
further extend until March 13, 2015, their exclusive period to
file a plan and until May 12, 2015, their exclusive period to
solicit acceptances of that plan.

The Debtors' current deadline to file a plan was Nov. 13, and the
Debtors filed their extension request on the same day to avoid the
necessity of having to formulate a plan prematurely, and,
furthermore, to ensure that their plan best address their
interests and those of their creditors and estates.

The Debtors relate that since the approval and closing of the sale
of substantially all of their assets, including the Hampden Mining
Complex, the Hazard Mining Complex, and the Triad Mining Complex,
they have focused principally on marketing and efforts to sell
their remaining assets and preserving cash held in their estates.
The extension of the exclusive periods, the Debtors say, will
advance their efforts to maximize value for their creditors and
increase the prospects of an orderly conclusion of their Chapter
11 cases.

                        About James River

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

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

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

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

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

The Debtors, in August 2014, won authority to sell the Hampden
Mining Complex (including the assets of Logan & Kanawha Coal
Company, LLC), the Hazard Mining Complex (other than the assets of
Laurel Mountain Resources LLC) and the Triad Mining Complex for
$52 million plus the assumption of certain environmental and other
liabilities, to a unit of Blackhawk Mining.  The Buyer is
represented by Mitchell A. Seider, Esq., and Charles E. Carpenter,
Esq., at Latham & Watkins LLP.


KANGADIS FOOD: Has More Time to Decide on Leases Thru Jan. 5
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
granted Kangadis Food Inc. a 90-day extension of the time by which
the Debtor must assume or reject their non-residential property
leases through and including January 5, 2015.

                     About Kangadis Food

Formed in 2003, Kangadis Food Inc. is an importer of olives and
other European delicacies, and a leading distributor of olive oil.
The Debtor sells its products under the brand names "Capatriti,"
"Porto," "Olio Villa," "Zorba," and "Kivotos".  The company is
100% owned by the Kangadis family.  The company says that for the
past six years, the popularity of its olive oil product sold under
the brand name "Capatriti" has grown over time, and it is one of
the leading brands in the New York metropolitan area.

As of its bankruptcy filing, Kangadis Food employs 51 people, and
operates from a 75,000 square foot facility located in Hauppauge,
New York, that serves as a warehouse, production facility, and
shipping center.

Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in
New York, on June 6, 2014.  Themistoklis Kangadis signed the
petition as chief executive officer.

As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had
total assets of $12,259,802 and total liabilities of $6,136,456,
which amount does not include any disputed claim relating to the
class action.

Judge Robert E. Grossman presides over the case. Silverman
Acampora LLP, in Jericho, New York, serves as the Debtor's
counsel.

                           *   *   *

A Plan of Reorganization and Disclosure Statement was filed in the
Debtor's case on July 25, 2014, and was amended on Oct. 9, 2014.
The Plan Plan provides for the reorganization of the Debtor by the
(i) estimation of the Class Claim for voting and distribution
purposes by the Bankruptcy Court; (ii) use of the Effective Date
Payment to pay in full all Administrative Expenses on the
Effective Date; (iii) the extent that any portion of the Effective
date Payment is remaining after payment in full of all Allowed
Administrative Claims, then the Debtor will fund the GUC Fund and
the Class Action Fund in accordance with the Plan; (iv) payment of
quarterly payments of up to $200,000 per quarter payable from the
Debtor's cash flow for a period of up to two years after the
Effective Date; and (iv) to the extent necessary, the contribution
of new funds into the Debtor through the Kangadis Contribution in
the amount of $500,000 on the Effective Date, and another $500,000
on the one year anniversary of the Effective Date.

The Bankruptcy Court has reportedly approved the Disclosure
Statement hearing and has scheduled a Dec. 10 hearing for the
confirmation of the Plan.

The Court is also expected to convene a hearing on Nov. 24
to estimate the amount of the $261.6 million claim filed by
representatives of a class of consumers.


KIOR INC: Meeting to Form Creditors' Panel Set for Nov. 21
----------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Nov. 21, 2014, at 11:00 a.m. in
the bankruptcy case of KiOR Inc..

The meeting will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 2112
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware, Mark W. Wege, Esq., at
Wilmington, in Houston, Texas, serves as counsel to the Debtor.
The Debtor estimated up to $58.27 million in assets and up to
$261.3 million in liabilities.


KRATOS DEFENSE: Moody's Lowers Corporate Family Rating to Caa1
--------------------------------------------------------------
Moody's Investors Service has lowered ratings of Kratos Defense &
Security Solutions, Inc. including the Corporate Family Rating to
Caa1 from B3. The rating outlook is stable. The downgrade
anticipates credit metrics at levels weaker than had been
previously thought, and low free cash flow generation near term.

Ratings:

  Corporate Family, to Caa1 from B3

  Probability of Default, to Caa1-PD from B3-PD

  $625 million gtd senior secured notes due 2019, to Caa1, LGD4
  from B3, LGD4

  Speculative Grade Liquidity, affirmed at SGL-3

Rating Outlook: Stable

Ratings Rationale

Expectation of very high financial leverage, low interest cover
and weak free cash flow supports the Caa1 CFR. For 2014 Kratos'
debt/EBITDA on a Moody's adjusted basis will likely exceed 10x
with EBITDA/interest at or below 1x. Although some free cash flow
may be generated in the fourth quarter of 2014, an amount
sufficient to repay the $41 million borrowed under Kratos'
revolving credit line seems unlikely anytime soon. (Over the first
9 months of 2014 the internal cash flow deficit was $28 million.)
Revenues are expected to decline 8% this year, the company's
operating margin percentage -- particularly within its services
business lines -- has declined and does not seem poised to
materially rebound, and the defense procurement environment should
remain choppy in 2015.

The Stable rating outlook factors in good alignment between
Kratos' products and US defense spending priorities, contract
awards under protest that may ultimately help profitability,
steady backlog thus far in 2014, a broad bid pipeline and a
supportive R&D program. The company's retention of an investment
bank to evaluate strategic alternatives including the potential
divestment of non-core businesses may result in sale proceeds that
ultimately reduce debt.

The Speculative Grade Liquidity rating of SGL-3 denotes adequate
liquidity that heavily considers Kratos' revolver availability at
September 28th against scheduled near-term debt maturities of only
$1.2 million. Some free cash flow may be possible in the fourth
quarter of 2014 and working capital reduction in 2015 could also
further free cash flow, but the magnitude seems uncertain.
Headroom under the revolver's fixed charge coverage maintenance
test should remain sufficient near-term based on expense add-back
provisions of the credit agreement.

The rating would be subject to downgrade with revenue or backlog
decline, and/or weak liquidity. Upward rating momentum would
depend on debt/EBITDA below 7.5x, EBITDA/interest at or above
1.5x, steady backlog and adequate liquidity.

Kratos Defense & Solutions, Inc., headquartered in San Diego, CA,
operates in two sectors: Government Solutions (78% of 2013
revenues) and Public Safety and Security (22%). Revenue for the
twelve months ending September 28, 2014 was $882 million.

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


LAMSON & GOODNOW: Asks Union Workers to Accept Pay Cut
------------------------------------------------------
Diane Broncaccio at The Recorder reports that Lamson & Goodnow
Manufacturing Co. has asked the 13 members of Local 274, United
Electrical Radio and Machine Workers of America to accept a $2-an-
hour pay cut and to forgo company-supported health insurance
coverage.

The Recorder relates that the average wage for the Company's
industrial workers is currently $16.26 per hour.

According to The Recorder, the Company has requested that the new
contract all insurance to be provided by state or federal
programs, as the Company negotiators believe ending health
coverage would save the Company about $50,000.

The Recorder says that the union has asked for a detailed account
of the Company's financial status.  A union team is reviewing the
Company's report, in hopes of being able to offer other cost-
cutting suggestions, instead of salary cuts, the report states,
citing UE Field Organizer Omar el-Malah.

Mr. el-Malah, according to the Recorder, said that the Company
could make a motion to the Bankruptcy Court to void the contract,
if an agreement on the new terms can't be reached, "so they can
unilaterally implement their proposals."

                      About Lamson & Goodnow

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

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

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


LEHMAN BROTHERS: Seeks to Force Defendant Class in Derivative Suit
------------------------------------------------------------------
Law360 reported that Lehman Brothers Special Financing Inc. asked
a New York federal judge to certify a 150-defendant class in
Lehman's suit claiming that a crucial contract clause destroyed $3
billion worth of its payment rights, saying it was a
"paradigmatic" example of a case whose issues should be litigated
in concert.

According to the report, the case concerns the "flip clauses"
present in synthetic-CDO contracts with eight investment-bank
trustees plus dozens of issuer defendants and noteholder
defendants.  Lehman says the clause violates the Bankruptcy Code
by invalidating the contracts in the event of insolvency, the
report related.

The adversary proceedings are Lehman Brothers Special Financing
Inc. v. U.S. Bank NA et al., case number 1:10-ap-03546, and Lehman
Brothers Special Financing Inc. v. Bank of America NA et al., case
number 1:10-ap-03547, in the U.S. Bankruptcy Court for the
Southern District of New York.

                      About Lehman Brothers

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

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

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.

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

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

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

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

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.

Lehman made its first payment of $22.5 billion to creditors in
April 2012 and a second payment of $10.2 billion on Oct. 1.  A
third distribution is set for around March 30, 2013.  The
brokerage is yet to make a first distribution to non-customers.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other
insolvency and bankruptcy proceedings undertaken by its
affiliates.


LLRIG TWO LLC: Court Fixes Dec. 19 as Claims Bar Date
-----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
has established Dec. 19, 2014, as the last date by which any
creditor or equity security holder of LLRIG Two, LLC, whose claim
or interest is not scheduled, or scheduled as disputed,
contingent, or unliquidated, must file a proof of claim or
interest in the Debtor's case.

The entry of the Bar Date Order will enable the Debtor to properly
schedule and classify claims for voting and distribution purposes,
the Debtor's counsel, William L. Beecher, Esq., at the Law Offices
of Beecher & Conniff, in Tacoma, Washington, said in court papers.

                           About LLRIG Two

Tacoma, Washington-based LLRIG Two, LLC, aka Lost Lake Resort LLC,
aka Lost Lake Development LLC, sought protection under Chapter 11
of the Bankruptcy Code on Oct. 20, 2014 (Case No. 14-45610, Bankr.
W.D. Wash.).  The case is assigned to Judge Brian D. Lynch.

The Debtor is represented by William L Beecher, Esq., at Beecher &
Conniff, in Tacoma, Washington.

The Debtor discloses total assets of $10.32 million and total
liabilities of $5.47 million.

                            *   *   *

The Sec. 341(a) meeting of creditors in the case is currently
scheduled for Dec. 17, 2014, at 12:30 p.m. at Courtroom J, Union
Station.


MERCER INT'L: Moody's Rates New $650MM Unsecured Notes B2
---------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Mercer
International, Inc.'s proposed $650 million senior unsecured
notes, and upgraded the company's corporate family rating (CFR) to
B1 from B2 and probability of default rating (PDR) to B1-PD from
B2-PD. The rating upgrade primarily reflects Mercer's increased
scale and operational flexibility with the addition of a third
integrated market pulp mill to the company's restricted group. The
speculative grade liquidity rating remains SGL-2 and the rating
outlook is stable.

Upgrades:

Issuer: Mercer International Inc.

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

  Corporate Family Rating, Upgraded to B1 from B2

Assignments:

Issuer: Mercer International Inc. (New).

  Senior Unsecured Regular Bond/Debenture, Assigned B2(LGD4)

Outlook Actions:

Issuer: Mercer International Inc.

   Outlook, Remains Stable

Issuer: Mercer International Inc. (New).

   Outlook, Assigned Stable

Affirmations:

Issuer: Mercer International Inc.

  Speculative Grade Liquidity Rating, Affirmed SGL-2

Ratings Rationale

The B2 rating on the new senior unsecured notes reflects
structural subordination to the new unrated asset-based working
capital facilities (expected to total US$170 million) and all
indebtedness and liabilities of the operating subsidiaries (the
notes do not possess operating subsidiary guarantees). The
proceeds from the note offering, along with about $170 million of
cash and about $50 million of borrowings under new revolving
credit facilities, will be used to recapitalize the company's
balance sheet by funding a tender for the existing US$334 million
senior notes due 2017 and repay about US$500 million of loans at
the mill that will become part of Mercer's restricted group.

Mercer's B1 CFR is primarily driven by its leading global market
position in northern bleached softwood kraft pulp (NBSK), the
diversity and operational flexibility provided by three energy
self-sufficient pulp mills, the volatility of its financial
performance and expected mid-cycle leverage of about 5 times.
Mercer's financial performance is significantly influenced by the
volatile demand and pricing for market pulp, which is strongly
impacted by demand from China. Operating margins have fluctuated
significantly over the past several years due to the cyclical
nature of the fragmented pulp industry, as well as foreign
exchange fluctuations (with pulp sales denominated in US$ and with
assets located in Canada and Germany). Mercer's energy sale
contracts for the excess energy it generates provides some degree
of stability to the company's earnings. Mercer's financial
leverage is expected to be strong over the next 12 to 18 months as
pulp price remain above long term averages, with adjusted total
debt to EBITDA around 3x times.

Mercer's SGL-2 rating reflects the company's good liquidity
position. Prior to the recapitalization, Mercer has US$240 million
in cash and about US$70 million of unused bank lines. After the
recapitalization, Moody's expects Mercer to have about US$70
million in cash and $120 million of unused availability under
US$170 million of committed bank lines. Moody's expect free cash
flow of about US$150 million over the next 12 months. Mercer does
not have any debt maturities over the next several years and
Moody's expect the company to remain within its covenants. A
significant portion of the company's assets are unencumbered,
which might provide alternate liquidity if needed.

The stable rating outlook reflects Moody's expectation that Mercer
will be able to maintain good operating performance and liquidity
through volatile industry conditions. Moody's expects Mercer's
credit protection measures to remain strong over the next 12 to 18
months even as NBSK prices decline but remain well above long-term
averages. This is tempered by a softening of demand growth from
China and the uncertainty regarding the pace of new pulp capacity
ramping up over the next several years. The ratings may be
upgraded if the company is able to generate a track record of
positive free cash flow and maintain leverage around 4x through
the cycle. Mercer's ratings could face downward ratings pressure
if pulp market conditions deteriorate, leading to a significant
deterioration in liquidity arrangements. Shareholder-friendly
activities of significance or an adverse change in expected mid-
cycle credit measures such as leverage above 5x could also have
negative rating implications.

The principal methodology used in these ratings was Global Paper
and Forest Products Industry published in October 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.

Mercer International, Inc. is a leading producer of northern
bleached softwood kraft pulp. Annual production capacity is
approximately 1.5 million air-dried metric tons through three
mills located in Germany and Canada. Incorporated in the State of
Washington and headquartered in Vancouver, B.C., Mercer generated
approximately US$1.2 billion of revenue for the twelve months
ended September 2014.


METAWISE GROUP: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Metawise Group, Inc.
        1065 E. Hillsdale Blvd., Suite 318
        Foster City, CA 94404

Case No.: 14-31652

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Hon. Dennis Montali

Debtor's Counsel: Michael C. Abel, Esq.
                  MCNUTT LAW GROUP, LLP
                  219 9th St.
                  San Francisco, CA 94103
                  Tel: (415) 995-8475
                  Fax: (415) 995-8487
                  Email: mcabel@ml-sf.com

                     - and -

                  Scott H. McNutt, Esq.
                  MCNUTT LAW GROUP, LLP
                  219 9th St.
                  San Francisco, CA 94103
                  Tel: (415) 995-8475
                  Email: SMcNutt@ml-sf.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Songqiang Chen, CEO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/canb14-31652.pdf


MICRO FOCUS: Bank Debt Trades at 2% Off
----------------------------------------
Participations in a syndicated loan under which Micro Focus
International Plc is a borrower traded in the secondary market at
97.38 cents-on-the-dollar during the week ended Friday, November
14, 2014 according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
an increase of 0.38 percentage points from the previous week, The
Journal relates.  Micro Focus pays 425 basis points above LIBOR to
borrow under the facility.  The bank loan matures on Sept. 17,
2021.  The bank debt carries Moody's B3 and Standard & Poor's CCC+
rating.  The loan is one of the biggest gainers and losers among
204 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


MONACO INTERNATIONAL: Case Summary & 10 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Monaco International Luxury Homes, LLC
        4101 North Andrews Avenue, Suite 212
        Fort Lauderdale, FL 33309

Case No.: 14-35104

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Craig A. Pugatch, Esq.
                  RICE PUGATCH ROBINSON & SCHILLER, P.A.
                  101 NE 3 Ave #1800
                  Ft Lauderdale, FL 33301
                  Tel: 954-462-8000
                  Fax: 954-462-4300
                  Email: capugatch.ecf@rprslaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Gene R. Monaco, managing member.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb14-35104.pdf


MULTI-COLOR CORP: Moody's Assigns Ba3 Corp. Family Rating
---------------------------------------------------------
Moody's Investors Service assigned a Ba3 Corporate Family Rating
("CFR") to Multi-Color Corporation and a B2 rating to the
company's proposed $250 million Senior Unsecured Notes. Proceeds
from offering and drawings under a new $500 million revolving
credit facility will be used to refinance existing debt and pay
transaction-related fees and expenses. The rating outlook is
stable.

"Management has done well expanding the company and increasing
cash generation in recent years. While the new notes and larger
revolver provide greater flexibility for continued pursuit of an
acquisition-based growth strategy, management has committed
publicly to maintaining leverage below 4 times," said Ben Nelson,
Moody's Assistant Vice President and lead analyst for Multi-Color
Corporation.

The actions:

Issuer: Multi-Color Corporation

  Corporate Family Rating, Assigned Ba3;

  Probability of Default Rating, Assigned Ba3-PD;

  $250 million Senior Unsecured Notes due 2022, Assigned B2
  (LGD5 82%);

  Speculative Grade Liquidity Rating, Assigned SGL-2;

  Outlook, Stable.

The assigned ratings are subject to Moody's review of the final
terms and conditions of the proposed transaction, expected to
close in the fourth quarter of 2015.

Rating Rationale

The Ba3 CFR reflects favorably the company's position as a
significant competitor in the highly-fragmented label industry,
operational and geographic diversity, solid and reasonably stable
profitability, modest financial leverage, and expectation for
positive free cash flow in the intermediate term. However, the
rating also assumes that acquisitions will remain the primary
driver of the company's growth and reduce the likelihood of
sustained debt reduction over the rating horizon. The rating is
also constrained by concentration in a single product category,
customer concentration, some degree of susceptibility to economic
downturns, and the presence of larger and better capitalized
direct competitors.

Moody's estimates pro forma adjusted financial leverage in the mid
3 times (Debt/EBITDA), interest coverage in the low 3 times
(EBIT/Interest), and retained cash flow approaching 20% (RCF/Debt)
for the twelve months ended September 30, 2014. Modest organic
revenue growth, integration of acquired businesses, and ongoing
rationalization of operating assets should help the company
improve credit metrics modestly in 2015. However, Moody's believes
that it will continue to pursue debt-funded acquisitions and a
revolving credit facility clearly in excess of operating needs
provides the company with plenty of capacity to do so without
obtaining additional financing or approval of existing lenders.
The rating assumes that financial leverage will remain below 4.5
times over the rating horizon, which including Moody's standard
adjustments is roughly consistent with management's stated target
of remaining below 4 times.

The stable outlook assumes that the company will maintain
appropriate credit metrics for the rating category and maintain
good liquidity. Moody's could upgrade the rating with expectations
for financial leverage below 3 times, interest coverage above 4
times, free cash flow sustained well above 10% (FCF/Debt), and
commitment to more conservative financial policies. Moody's could
downgrade the rating with expectations for sustained weakening in
credit metrics - financial leverage above 4 times, interest
coverage below 2.5 times, retained cash flow/debt below 15%, free
cash flow/debt below 5%, or substantive deterioration in the
company's liquidity position.

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

Multi-Color Corporation is a publicly-traded global label producer
serving end markets including home & personal care, wine & spirit,
food & beverage, healthcare, and specialty consumer products.
Headquartered in Cincinnati, Ohio, the company generated about
$779 million of revenue for the twelve months ended September 30,
2014.


NAUTILUS HOLDINGS: Disclosure Statement Hearing Set for Nov. 21
---------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York will hold a hearing on Nov. 21,
2014, at 10:00 a.m. (prevailing Eastern Time) to consider the
adequacy of the disclosure statement explaining the joint Chapter
11 plan of reorganization filed by Nautilus Holdings Limited and
its debtor-affiliates. Objections were due Nov. 14, 2014
(prevailing Eastern time).

                    About Nautilus Holdings

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

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

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

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


NAUTILUS SHIPPING: Probes Hedge Fund's Debt Buy
-----------------------------------------------
Law360 reported that bankrupt Nautilus Holdings Ltd. launched an
investigation into whether York Capital Management Global Advisors
LLC, is an investor with a competing ship owner, Costamare
Ventures, had built up a blocking position in the debt of an
operating unit in order to sabotage the container shipping
venture's restructuring efforts.

According to the Law360 report, Nautilus asked the judge
overseeing its four-month-old bankruptcy to let it probe its
suspicions that York had scooped up debt held by one of its four
"silos" in order to poison the proceedings and advance the hedge
fund's equity interest in Costamare.

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, related that Nautilus had loans from three banks which
financed the acquisition of four containerships.  Not long before
the reorganization plan was filed, Nautilus learned that one of
the banks sold the debt at a discount to an affiliate of York
Capital Management Global Advisors LLC, the Bloomberg report
further related.

Law360 said York objected to letting Nautilus probe its buildup of
an operating unit's debt, denouncing the shipper's claims that the
hedge fund may have taken the position in order to sabotage the
container shipping venture's restructuring efforts.

                   About Nautilus Holdings

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

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

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

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


NAVISTAR INTERNATIONAL: Amends Pooling and Servicing Agreement
--------------------------------------------------------------
Navistar Financial Securities Corporation, Navistar Financial
Corporation and Navistar Financial Dealer Note Master Owner Trust
II entered into Amendment No. 2 to the Pooling and Servicing
Agreement which amends the definition of "Dealer Concentration
Limit" contained in the Pooling and Servicing Agreement, dated as
of Nov. 2, 2011, among NFSC, NFC and the Issuing Entity.

"Dealer Concentration Limit means:

   * for the largest dealer (based on the principal amount of
     dealer notes of such dealer owned by the Issuing Entity),
     9.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the second largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     8.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the third largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     7.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the fourth largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     6.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series? Principal Funding Account,

   * for the fifth largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     5.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the sixth largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     4.50% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the seventh largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     4.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the eighth largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     3.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account,

   * for the ninth largest dealer (based on the principal amount
     of dealer notes of such dealer owned by the Issuing Entity),
     2.50% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
     deposit in each series' Principal Funding Account, and

   * for each remaining dealer (based on the principal amount of
     dealer notes of such dealer owned by the Issuing Entity),
     2.00% of the sum of (i) the aggregate principal balance of
     dealer notes in the Issuing Entity, (ii) the aggregate
     principal amount of funds on deposit in the Excess Funding
     Account and (iii) the aggregate principal amount of funds on
    deposit in each series' Principal Funding Account."

A copy of the Amendmetn No. 2 to the Pooling and Servicing
Agreement is available at http://is.gd/pJ9lH0

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar International reported a net loss attributable to the
Company of $898 million for the year ended Oct. 31, 2013,
following a net loss attributable to the Company of $3.01 billion
for the year ended Oct. 31, 2012.

The Company's balance sheet at July 31, 2014, showed $7.70 billion
in total assets, $11.74 billion in total liabilities and a $4.04
billion total stockholders' deficit.

                          *     *     *

In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corporation,
including the B3 Corporate Family Rating (CFR).  The ratings
reflect Moody's expectation that Navistar's successful
incorporation of Cummins engines throughout its product line up
will enable the company to regain lost market share, and that
progress in addressing component failures in 2010 vintage-engines
will significantly reduce warranty expenses.

As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'CCC+' from 'B-'.  "The rating downgrades reflect our increased
skepticism regarding NAV's prospects for achieving the market
shares it needs for a successful business turnaround," said credit
analyst Sol Samson.

In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings.  The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy.  Other rating concerns
are already incorporated in the 'CCC' rating.


NET ELEMENT: Incurs $9 Million Net Loss in Third Quarter
--------------------------------------------------------
Net Element, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $9.05 million on $6.02 million of net revenues for the three
months ended Sept. 30, 2014, compared to a net loss of $3.86
million on $6.52 million of net revenues for the same period
during the prior year.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $11.30 million on $15.78 million of net revenues
compared to a net loss of $27.33 million on $12.99 million of net
revenues for the same period a year ago.

As of Sept. 30, 2014, the Company had $15.78 million in total
assets, $8.81 million in total liabilities and $6.96 million in
total stockholders' equity.

"We are pleased with our third-quarter performance, which includes
significant debt reduction and narrowed quarterly loss.  Pivoting
from a stronger balance sheet, our activities and improvements
have set the pace for continued growth and demonstrate our
commitment to increasing company value," says Company Chief
Executive Officer Oleg Firer.  "We're proud to present these
results to our shareholders and look forward to maintaining this
momentum heading into 2015.  The perpetual evolution of cashless
transactions and mobile commerce offers exciting opportunities for
Net Element, and we look forward to advancing our potential in
this market."

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

                        http://is.gd/9e8p5e

                         About Net Element

Miami, Fla.-based Net Element International, Inc. (formerly Net
Element, Inc.,) currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $48.31 million in 2013, as
compared with a net loss of $16.38 million in 2012.

BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has suffered recurring losses from operations and has
used substantial amounts of cash to fund its operating activities
that raise substantial doubt about its ability to continue as a
going concern.


NEW ALBERTSON'S: S&P Raises Corp. Credit Rating to 'B-'
-------------------------------------------------------
Standard & Poor's Ratings Services raised all ratings on the
Boise, Idaho-based New Albertson's Inc. (NAI) including the
corporate credit rating to 'B-' from 'CCC+'.  The outlook is
positive.  S& raised the issue-level rating on the senior secured
debt to 'B+' from 'B'.  The recovery rating remains '1', which
indicates S&P's expectation of very high (90%-100%) recovery of
principal in the event of default.  S&P also raised the senior
unsecured rating to 'CCC+' from 'CCC' and the recovery rating
remains '5', indicating S&P's expectation of modest (10%-30%)
recovery of principal in the event of default.

"The upgrade reflects NAI's better than expected sales and profit
trends in the first half of the year, and we expect positive
trends to continue this year and into next year," said credit
analyst Charles Pinson-Rose.

The outlook is positive, which incorporates S&P's view that the
sales and profits should improve and it may consider a higher
rating if the company can successfully integrate Safeway's Eastern
Division and outperform S&P's expectations at the NAI banners.

Upside Scenario

S&P would likely consider a higher rating if it expected the
company to improve leverage to below 6.5x within a year.  This
would require EBITDA growth in fiscal 2016 of about 25% relative
to S&P's base-case expectation for fiscal 2015.  As such, S&P do
not expect the company to reach that threshold next year, but
could reach that threshold in fiscal 2017 after incurring most of
the integration cost following the acquisition of Safeway's
Eastern Division.  Therefore, if the positive trends at NAI's
current banners continue, S&P may consider a higher rating in
about a year.

Downside Scenario

If the company's profit growth slows at its existing banners
because comparable store sales are flat next year and there is
little progress on margin improvement leading to stable profits,
S&P would likely revise the outlook back to stable.  Under this
scenario, S&P would not expect the company to deleverage below the
high-6x area in fiscal 2017 following the integration of the
Safeway stores.


NORTEL NETWORKS: Bondholders Say Co. Owes $220M to Junior Unit
--------------------------------------------------------------
Law360 reported that assets management firms with notes from a
subsidiary of defunct telecom Nortel Networks Inc. asked a
Delaware bankruptcy judge to resolve more than $220 million in
claims against the unit's parent, saying the figures need to be
hammered out so the Chapter 11 process can move forward.

According to the report, Solus Alternative Asset Management LP and
Macquarie Capital (USA) Inc., which hold senior notes issued by
Nortel Networks Capital Corp., want the court to establish how
much NNI owes the junior unit by allowing its $147.6 million
intercompany loan claim and pegging the amount due under a related
deal at $73 million.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New
York, serve as the U.S. Debtors' general bankruptcy counsel; Derek
C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in
Wilmington, serves as Delaware counsel.  The Chapter 11 Debtors'
other professionals are Lazard Freres & Co. LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims and notice
agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., in Wilmington, Delaware,
represent the Unsecured Creditors Committee.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of Long-
Term Disability Participants tapped Alvarez & Marsal Healthcare
Industry Group as financial advisor.  The Retiree Committee is
represented by McCarter & English LLP as Delaware counsel, and
Togut Segal & Segal serves as the Retiree Committee.  The
Committee retained Alvarez & Marsal Healthcare Industry Group as
financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014.


O.W. BUNKER: Puts U.S. Units Into Bankruptcy
--------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
Denmark's O.W. Bunker AS has placed its U.S. subsidiaries in
Chapter 11 bankruptcy, just days after the shipping fuel supplier
said it had discovered a $125 million fraud allegedly committed by
senior employees at its Singapore unit.

According to the report, the Danish company put the subsidiaries
-- O.W. Bunker Holding North America Inc., O.W. Bunker North
America Inc. and O.W. Bunker USA Inc. -- into Chapter 11 in U.S.
Bankruptcy Court in Bridgeport, Conn.

OW Bunker is a global marine fuel (bunker) company founded in
Denmark.  The company declared bankruptcy on Nov. 7 following its
admission that it had lost US$275 million through a combination of
fraud committed by senior executives at its Singapore office and
poor risk management.


O.W. BUNKER HOLDING: Case Summary & 21 Top Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

    Debtor                                       Case No.
    ------                                       --------
    O.W. Bunker Holding North America Inc.       14-51720
    2 Stamford Plaza
    281 Tresser Blvd
    Stamford, CT 06901

    O.W. Bunker North America Inc.               14-51721
    281 Tresser Boulevard, 15th Floor
    Stamford, CT 06901

    O.W. Bunker USA Inc.                         14-51722
    2603 Augusta Drive, Suite 440
    Houston, TX 77057

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Hon. Alan H.W. Shiff

Debtors' Counsel: Patrick M. Birney, Esq.
                  ROBINSON & COLE LLP
                  280 Trumbull Street
                  Hartford, CT 06103-3597
                  Tel: (860) 275-8200
                  Fax: (860) 275-8299
                  Email: pbirney@rc.com

                      - and -

                  Michael R. Enright, Esq.
                  ROBINSON & COLE LLP
                  One Commercial Plaza
                  280 Trumbull Street
                  Hartford, CT 06103
                  Tel: (860) 275-8290
                  Fax: 860-275-8299
                  Email: menright@rc.com

Debtors'          MCCRACKEN, WALKER & RHOADS LLP
Co-Counsel:

Debtors'          ALVAREZ & MARSAL
Financial
Advisor:

                                       Estimated    Estimated
                                         Assets    Liabilities
                                      -----------  ------------
O.W. Bunker Holding North America     $10MM-$50MM  $50MM-$100MM
O.W. Bunker North America Inc.        $10MM-$50MM  $50MM-$100MM
O.W. Bunker USA Inc.                  $10MM-$50MM  $50MM-$100MM

The petitions were signed by Adrian Tolson, general manager, O.W.
Bunker North America Inc.

Consolidated List of Debtors' 21 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
NuStar Energy L.P.                   Trade Debt      $20,572,025
Corporate Headquarters
Brad Barron
President & CEO
19003 IH-10 West
San Antonio, TX 78257
United States
Tel: (800) 866-9060
     (210) 918-2000

Phillips 66 Company                  Trade Debt      $12,883,429
Greg C. Garland
Chairman and CEO
3010 Briarpark Drive
Houston, TX 77042
United States
Tel: (281) 293-6600

Tesoro Marine Services               Trade Debt       $2,203,408
Suite 100, 3450 South 344th Way
Auburn, WY 98001
United States
Tel: (253) 896-7200

Bomin Bunker Oil Corporation         Trade Debt       $1,350,867
Gene Owen
President
333 Clay St. Suite 2400
Houston, TX 77002
United States
Email: gowen@bominbunkers.com

Global Companies LLC                 Trade Debt       $1,293,115
Brett McDonald and Jeff Mansfield
800 South Street
Suite 200
Waltham, MA 02454
United States
Tel: (781) 398-4290;
     (781) 398-4343
Fax: (781) 398-9080;
     (781) 398-2051

CEPSA (Panama) S.A.                  Trade Debt       $1,207,324
Pedro Miro
Chief Executive Officer
Dresdner Bank, Sixth Floor
Calle 50
Panama City
Panama
Tel: 00 507 214 9601
Fax: 00 507 214 8300
Email: bunker@cepsapanama.com

PACRIM Petroleum Inc.                Trade Debt       $1,204,366
Thomas W Pressler
President
774 Mays Blvd., 10-325
Incline Village, NV 89451
United States
Tel: 916-990-4007

Martin Energy Services LLC           Trade Debt       $1,178,101
Damon King / George Dodgen
Chief Operating Officer / Sr.
Vice President
Three Riverway, Suite 400
Houston, TX 77056
United States
Phone: (713) 350-6831;
       (713) 350-6805

Chevron Marine Products LLC          Trade Debt       $1,100,928
George Pence
6001 Bollinger Canyon Road
Bldg. L Third Floor
San Ramon, CA 94583
United States
Tel: (925) 842-3790
Email: gmpuswcsal@chevron.com

O'Rourke Marine Services             Trade Debt       $1,089,294
Dennis O'Rourke
Chief Executive Officer
223 McCarty Street
Houston, TX 77029
United States
Tel: (713) 672-4500
Fax: (713) 672-9425

Demenno/Kerdoon                      Trade Debt         $660,463
Jim Ennis
Chief Operating Officer
1300 S. Santa Fe Avenue
Compton, CA 90221
United States
Tel: (310) 886-3400
Fax: (310) 639-2946

Lunday-Thagard Company               Trade Debt         $658,480
Austin Miller
Chief Operating Officer
9302 Garfield Avenue
South Gate, CA 90280-1519
United States
Tel: (562) 928-7000
Fax: (562) 928-4032

Westoil                              Trade Debt         $474,333
910 SW Spokane St.
Seattle, WA 98134
United States
Tel: (206) 628-0021
Fax: (206) 628-0293

VOPAK                                Trade Debt         $380,680
Kim Furrh and Michael Patton
2759 Independence Parkway
South Deer Park, TX 77536
United States
Tel: (281) 604-6028;
     (281) 604-6107
Email: kim.furrh@vopak.com;
       michael.patton@vopak.com

Atlantic Gulf Bunkering             Trade Debt          $348,447
John T. Canal
Manager
110 Beauregard Street
Suite 300
Mobile, AL 36602
United States
Tel: (251) 253-3812

Chemoil Corporation                 Trade Debt          $341,978
Thomas K. Reilly
Chief Executive Officer
Four Embarcadero Center
34th Floor
San Francisco, CA 94111
United States
Tel: (415) 268-2740
Fax: (415) 449-3695

MIECO                               Trade Debt          $296,137
Masahiro Zack Yamazaki
Chief Executive Officer
Shoreline Square
301 East Ocean Blvd, Suite 1100
Long Beach, CA 90802
United States
Tel: (973) 733-2771

Harley Marine                       Trade Debt          $158,956
Harley Franco
Chairman and CEO
910 SW Spokane St.
Seattle, WA 98134
United States
Tel: (310) 629-4948
Fax: (206) 628-0293

Marine Petrobulk Ltd.               Trade Debt          $155,926

Triton Energy of Panama             Trade Debt          $150,432

P.M.I. Trading Limited              Trade Debt      Undetermined


OPTIM ENERGY: Court Approves Management Incentive Program
---------------------------------------------------------
The Bankruptcy Court authorized Optim Energy, LLC, et al., to
implement a manager incentive program.

As reported in the TCR on Oct. 24, 2014, according to the Debtors,
this is their second incentive compensation program for Nick Rahn,
chief executive officer.  At the time they implemented the first
incentive compensation program, they were focused on the sale of
the Twin Oaks Plant, which was rapidly losing money.  The Debtors'
strategy regarding the Gas Plant Portfolio was uncertain at the
time.

The MIP proposed to make Mr. Rahn eligible to receive performance
bonuses for managing the successful disposition of the Gas Plant
Portfolio.  The MIP is comprised of two components: (a) $200,000,
which is earned upon the Court's approval of a motion authorizing
the Debtors to enter into a binding sale agreement or plan sponsor
agreement relating to the disposition of the Gas Plant Portfolio;
and (b) a variable amount equal to 33.3 basis points of the
portion of gross sales proceeds above a threshold determined by
the board of directors received for the Gas Plant Portfolio.

The qualified transaction award will be payable upon the entry of:
(a) a final order approving a sale of the Gas Plant Portfolio; (b)
a confirmation order approving the transactions set forth in a
plan sponsor agreement that results in a disposition of the Gas
Plant Portfolio; or (c) an order approving any other transaction.

                        About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is coal-
fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.


PARKLAND FUEL: S&P Assigns 'BB-' Rating on C$200MM Notes Due 2022
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
issue-level rating and '4' recovery rating to Parkland Fuel
Corp.'s proposed C$200 million senior unsecured notes due 2022.  A
'4' recovery rating indicates S&P's expectation of average (30%-
50%) recovery in the event of a default.  The company expects to
use net proceeds to fund a portion of the acquisition of Pioneer
Energy Services Corp.

S&P views Parkland's business risk profile as "weak," reflecting
the company's modest position in the fragmented fuel retail and
wholesale market in Canada, its concentration in western Canada,
and the earnings and cash flow volatility inherent in fuel sales.
S&P's view of Parkland's "significant" financial risk profile
stems from the company's debt leverage, which is exposed to
earnings volatility and acquisitiveness.

"Incorporating Parkland's acquisitions this year, we estimate that
year-end 2014 adjusted debt leverage could be above our key 4x
threshold for downward rating pressure," said Standard & Poor's
credit analyst Donald Marleau.  "This will drop quickly to about
3x by the end of 2015, however, as acquired earnings and synergies
support the higher debt load," Mr. Marleau added.

S&P views the acquisition as consistent with Parkland's strategy
to grow by acquisition, augmenting the company's modest position
in the fragmented Canadian fuel retail and wholesale market and
boosting regional diversity by reducing exposure to western
Canada.

RATINGS LIST

Parkland Fuel Corp.
Corporate credit rating              BB-/Stable/--

Rating Assigned
Proposed C$200M sr unsecured notes   BB-
Recovery rating                     4


PATHEON INC: Bank Debt Trades at 2% Off
---------------------------------------
Participations in a syndicated loan under which Patheon Inc. is a
borrower traded in the secondary market at 97.73 cents-on-the-
dollar during the week ended Friday, Nov. 14, 2014, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents an increase of 1.31
percentage points from the previous week, The Journal relates.
Patheon Inc. pays 325 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Jan. 14, 2021, and carries
Moody's B2 rating and Standard & Poor's B rating.  The loan is one
of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.


PENGUIN DRIVE-IN: Puts Trademark & Equipment Up on Sale
-------------------------------------------------------
Jennifer Thomas at Charlotte Business Journal reports that lawyers
for property owner 1921 Commonwealth Avenue Holdings and Penguin
Drive-In, LLC manager Lisa Ballentine have reached an agreement
that gives interested parties until Nov. 30, 2014, to make an
offer on the Penguin Drive-In trademark and Plaza-Midwood burger
joint equipment.

According to Business Journal, offers can be submitted to Ms.
Ballentine's lawyer, Samantha Brumbaugh, Esq., at Ivey, McClellan,
Gatton & Talcott.

As reported by the Troubled Company Reporter on Nov. 7, 2014,
Jennifer Thomas at the Charlotte Business Journal reported thatMs.
Ballentine agreed to surrender the restaurant's keys to Plaza-
Midwood landlord, 1921 Commonwealth.  According to a report by
Eric Frazier at Charlotteobserver.com, 1921 Commonwealth sued the
Penguin Drive-In management in 2013, accusing the eatery of
defaulting on its lease and a $17,763 loan.

                     About Penguin Drive-In

Penguin Drive-In, LLC, filed for Chapter 11 bankruptcy (Bankr.
W.D.N.C. Case No. 13-32353) on Nov. 5, 2013, listing under
$1 million in both assets and debts.

Affiliate Penguin Holdings, Inc. filed a separate Chapter 11
petition (Bankr. W.D.N.C. Case No. 13-32354) on Nov. 5, 2013, also
listing under $1 million in both assets and debts.

As reported by the Troubled Company Reporter on May 15, 2014, Eric
Frazier, writing for The Charlotte Observer, reported that
U.S. Bankruptcy Court Judge J. Craig Whitley in an April 16 order
dismissed the Chapter 11 bankruptcy case filed in 2013 by the
manager of the Penguin Drive-In restaurant, after the eatery
failed to pay court-ordered quarterly fees and file monthly status
reports and submit its 2012 tax return.

Eric Frazier at Charlotteobserver.com reported on Nov. 3, 2014,
that the second bankruptcy case associated with the restaurant
also was dismissed, but the restaurant again filed for bankruptcy
in August 2014.


PERRY ELLIS: Holds Talks With Bankers
-------------------------------------
Richard Collings, writing for The Deal, reported that Perry Ellis
International Inc. has been interviewing investment banks,
including Peter J. Solomon & Co. and Bank of America Merrill
Lynch, to advise the retailer on its next moves, said sources
familiar with the situation.

According to The Deal, citing the source, the interview process
began a few months ago, with the initial idea of an investment
bank providing strategic advice to the apparel retail group, which
is based in Doral, Fla.

As previously reported by The Troubled Company Reporter, Perry
Ellis is likely being prepped for a sale by the controlling
Feldenkreis family.  The TCR, citing The Deal, said selling the
business is not a workable strategy, as the company would only get
a fraction of the price it initially paid for the businesses in
some cases.  That would result in a steep writedown on the assets
that would be difficult to manage, particularly as a publicly held
company, The Deal said, citing a source.

                        *     *     *

The Troubled Company Reporter, on May 5, 2014, reported that
Standard & Poor's Ratings Services lowered its corporate credit
rating on Miami-based apparel company Perry Ellis International
Inc. to 'B' from 'B+'.  The outlook is stable.


PETAQUILLA MINERALS: Provides Biweekly Default Status Report
------------------------------------------------------------
Petaquilla Minerals Ltd. on Nov. 13 provided a biweekly default
status report in accordance with the alternative information
guidelines in National Policy 12-203, Cease Trade Orders for
Continuous Disclosure Defaults.

On October 20, 2014, the Company announced the filing of the
Company's audited annual financial statements, related
management's discussion and analysis and accompanying
certifications for the 13-months ended July 31, 2014, would not be
completed by the prescribed deadline of October 29, 2014, for the
filing of such documents.

As a result of the delay in filing the Required Filings, the
British Columbia Securities Commission granted a management cease
trade order (the "MCTO") on October 30, 2014, prohibiting all
trading in the securities of the Company, whether directly or
indirectly, by the Company's Chief Executive Officer and Chief
Financial Officer until such time as the Required Filings have
been filed by the Company and the MCTO revoked by the BCSC.  The
MCTO does not affect the ability of shareholders who are not
insiders of Petaquilla to trade their securities.

Petaquilla's Board of Directors and management confirm that they
are working expeditiously to meet the Company's obligations
relating to the filing of the Required Filings no later than
December 29, 2014.

Pursuant to the provisions of the alternative information
guidelines of NP 12-203, the Company reports that since the
Default Announcement:

   -- There have been no material changes to the information
contained in the Default Announcement;
   -- There have been no failures by the Company to fulfil its
stated intentions with respect to satisfying the provisions of the
alternative reporting guidelines;
   -- There has not been any specified default subsequent to the
default which is the subject of the Default Announcement; however,
the Company, if unable to file the Required Filings by
December 15, 2014, will also become delinquent in filing its
interim financial statements for the 3-months ended October 31,
2014; and
   -- There is no other material information respecting the
Company's affairs that has not been generally disclosed.

Until the Required Filings are filed, the Company intends to
continue to satisfy the provisions of the alternative information
guidelines of NP 12-203 by issuing biweekly default status
reports, each of which will be issued in the form of a news
release and also filed on SEDAR.  The Company expects to file its
next default status report on or about November 26, 2014.

                 About Petaquilla Minerals Ltd.

Petaquilla is a growing, diversified gold producer committed to
maximizing shareholder value through a strategy of efficient
production, targeted exploration and select acquisitions.  The
Company operates a surface gold processing plant at its Molejon
Gold Project, located in the south central area of Panama.  In
addition, the Company has exploration operations at its wholly-
owned Lomero-Poyatos project located in the northeast part of the
Spanish/Portuguese (Iberian) Pyrite Belt and several other
exploration licenses in Iberia.


PHOENIX PAYMENT: Hit With Rival Card Processor's Software Claim
---------------------------------------------------------------
Law360 reported that a fight over whether bankrupt Phoenix Payment
Systems Inc. had and was using old software code that another card
transaction company claims it owns was primed to move forward,
after the firm lodged a $10 million claim and a Delaware
bankruptcy judge set some ground rules.  According to the report,
at a hearing in Wilmington, U.S. Bankruptcy Judge Mary F. Walrath
denied Post Integrations Inc., an Arizona-based card processor for
the hotel industry, its request for an expansive investigation
under Bankruptcy Rule 2004, but required either it or the debtor
to lodge an adversary action in the case.

                      About Phoenix Payment

Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona.  It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.

Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.

Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.

As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock.  Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.

Judge Mary F. Walrath presides over the case.

The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware.  The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant.  PMCM, LLC, provides advisory services and executive
leadership to the Debtor.  The Debtor's claims and noticing agent
is Omni Management Group, LLC.

The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors.


PITTSBURGH CORNING: Stipulation on Payment of TGP's Claim Okayed
----------------------------------------------------------------
The Bankruptcy Court approved a stipulation and agreed order
between Pittsburgh Corning Corporation, and Tennessee Gas Pipeline
Company, relating to the claim of TGP.

The stipulation dated July 23, 2014, provides for the resolution
of the cure amount due to TGP without the cost of further
litigation.  The parties agreed that TGP's claim of $70,719 will
be paid in full once the order confirming the plan is a final
order.

As reported in the Troubled Company Reporter on Aug. 7, 2014, as
of the Petition Date, the Debtor and TGP were parties to certain
executory contracts.  The Debtor owed TGP $70,719 for amounts due
under those contracts.

Pursuant to the Debtor's Plan of Reorganization, the Debtor will
assume the executory contracts with TGP once the order confirming
the Plan becomes final.  The Plan provided that the cure amount
was presumptively zero.

TGP did not object to the Plan or the proposed cure amount.  TGP
asserts that it did not receive proper notice of the proposed
assumption. The Debtor believes that proper notice was given.

Under the Debtor's Plan, unsecured creditors will receive payment
of 90% of their allowed claims.  The Debtor has not objected to
TGP's claim.

The Debtor and TGP agree that once the order confirming the Plan
becomes final, TGP's claim will be paid in full as a cure payment
for the assumed executory contract.

Counsel to the Debtor said the deal will enable the Debtor to
avoid incurring litigation costs, and the risk of an adverse
decision.  As the increase in the payment to TGP will only be
about $7,000, the Debtor believes that it would cost more to
litigate than to settle this claim.

                     About Pittsburgh Corning

Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 00-22876) on April 16, 2000,
to address numerous claims alleging personal injury from exposure
to asbestos.  At the time of the bankruptcy filing, there were
about 11,800 claims pending against the Company in state court
lawsuits alleging various theories of liability based on exposure
to Pittsburgh Corning's asbestos products and typically requesting
monetary damages in excess of $1 million per claim.

Judge Thomas Agresti handles the bankruptcy case.  Reed Smith LLP
serves as counsel and Deloitte & Touche LLP as accountants to the
Debtor.

The United States Trustee appointed a Committee of Unsecured Trade
Creditors on April 28, 2000.  The Bankruptcy Court authorized the
retention of Leech, Tishman, Fuscaldo & Lampl, LLC, as counsel to
the Committee of Unsecured Trade Creditors, and Pascarella &
Wiker, LLP, as financial advisor.

The U.S. Trustee also appointed a Committee of Asbestos Creditors
on April 28, 2000.  The Bankruptcy Court authorized the retention
of these professionals by the Committee of Asbestos Creditors: (i)
Caplin & Drysdale, Chartered as Committee Counsel; (ii) Campbell &
Levine as local counsel; (iii) Anderson Kill & Olick, P.C. as
special insurance counsel; (iv) Legal Analysis Systems, Inc., as
Asbestos-Related Bodily Injury Consultant; (v) defunct firm, L.
Tersigni Consulting, P.C. as financial advisor, and (vi) Professor
Elizabeth Warren, as a consultant to Caplin & Drysdale, Chartered.

On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative.  The
Bankruptcy Court authorized the retention of Meyer, Unkovic &
Scott LLP as his counsel, Young Conaway Stargatt & Taylor, LLP, as
his special counsel, and Analysis, Research and Planning
Corporation as his claims consultant.

In 2003, a plan of reorganization was agreed to by various
parties-in-interest, but, on Dec. 21, 2006, the Bankruptcy Court
issued an order denying the confirmation of that plan, citing that
the plan was too broad in addressing independent asbestos claims
that were not associated with Pittsburgh Corning.

On Jan. 29, 2009, an amended plan of reorganization (the Amended
PCC Plan) -- which addressed the issues raised by the Court when
it denied confirmation of the 2003 Plan -- was filed with the
Bankruptcy Court.

As reported by the TCR on April 25, 2012, Pittsburgh Corning,
which is a joint venture between Corning Inc. and PPG Industries
Inc., filed another amendment to its reorganization plan designed
to wrap up a Chapter 11 begun 12 years ago.

PCC's balance sheet at Sept. 30, 2012, showed $29.41 billion
in total assets, $7.52 billion in total liabilities and
$21.88 billion in total equity.


PORTER BANCORP: Incurs $1.5 Million Net Loss in Third Quarter
-------------------------------------------------------------
Porter Bancorp, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common shareholders of $1.47 million on $9.81
million of interest income for the three months ended Sept. 30,
2014, compared to a net loss attributable to common shareholders
of $168,000 on $10.54 million of interest income for the same
period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $8.80 million on $29.87 million of interest income
compared to a net loss attributable to common shareholders of
$2.35 million on $32.96 million of interest income for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2014, showed $1.03
billion in total assets, $1 billion in total liabilities and
$29.32 million in total stockholders' equity.

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

                        http://is.gd/r4sYk0

Porter Bancorp has restated its previously filed interim financial
statements for the three and six month periods ended June 30,
2014.  The restatement had the effect of increasing the Company's
reported net loss attributable to common shareholders from
$672,000 to $6.3 million for the three months ended June 30, 2014,
and from $1.6 million to $7.3 million for the six months ended
June 30, 2014.  Basic and diluted loss per common share increased
from $(0.06) per share to $(0.53) per share for the three months
ended June 30, 2014 and from $(0.14) per share to $(0.61) per
share for the six months ended June 30, 2014.

The restatement relates to fair value estimates of commercial real
estate acquired by the Company's wholly owned subsidiary, PBI
Bank, under the terms of a settlement agreement reached on
June 24, 2014, with a borrower with which the Bank had been in
contentious collection litigation.  The real estate was recorded
as other real estate owned at June 30, 2014.  The Bank did not
promptly obtain and consider information material to a valuation
of the real estate prior to filing the Company's June 30, 2014,
Form 10-Q.  As management did not obtain fair value information
timely, the Bank failed to record the property at fair value less
costs to sell at the end of the second quarter.  In the third
quarter, after the Bank had appointed its own property manager,
the Bank began to obtain updated information regarding the fair
value of the real estate and subsequently determined that a
restatement of the initial book value of the other real estate
owned in the second quarter of 2014 was necessary.

This restatement resulted in commercial real estate loan charge-
offs of approximately $5.2 million, an increase in the provision
for loan losses of $6.3 million, and an increase in loan
collection expenses of $860,000 in the three and six month periods
ended June 30, 2014.

The restatement had no impact on any of the Company's interim
consolidated financial statements as of March 31, 2014, or Dec.
31, 2013, or for the three months ended March 31, 2014 or the
twelve months ended Dec. 31, 2013.

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

                         http://is.gd/oxuTpF

                        About Porter Bancorp

Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky.  Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
12 counties in Kentucky.

Porter Bancorp incurred a net loss attributable to common
shareholders of $3.39 million in 2013, a net loss attributable to
common shareholders of $33.43 million in 2012 and a net loss
attributable to common shareholders of $105.15 million in 2011.

Crowe Horwath, LLP, in Louisville, Kentucky, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred substantial losses in 2013, 2012 and
2011, largely as a result of asset impairments.  In addition, the
Company's bank subsidiary is not in compliance with a regulatory
enforcement order issued by its primary federal regulator
requiring, among other things, increased minimum regulatory
capital ratios.  Additional losses or the continued inability to
comply with the regulatory enforcement order may result in
additional adverse regulatory action.  These events raise
substantial doubt about the Company's ability to continue as a
going concern.


PURADYN FILTER: Incurs $282,000 Net Loss in Third Quarter
---------------------------------------------------------
Puradyn Filter Technologies Incorporated filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $282,073 on $829,402 of net sales
for the three months ended Sept. 30, 2014, compared to a net loss
of $234,861 on $564,294 of net sales for the same period a year
ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $751,676 on $2.49 million of net sales compared to a
net loss of $1.12 million on $1.73 million of net sales for the
same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.46
million in total assets, $12.32 million in total liabilities and a
$10.86 million total stockholders' deficit.

As of Sept. 30, 2014, the Company had cash of $133,580, as
compared to $161,503 at Dec. 31, 2013.  At Sept. 30, 2014, the
Company had negative working capital of ($877,340) and the
Company's current ratio (current assets to current liabilities)
was 0.55 to 1.  At Dec. 31, 2013, the Company had negative working
capital of ($769,907) and its current ratio was 0.57 to 1.  The
decrease in working capital deficit and increase in current ratio
is primarily attributable to decrease in cash and inventories,
offset by an increase in accounts receivable and prepaid expenses.


Kevin G. Kroger, president and COO, commented, "Continued strength
in demand from customers operating large industrial engine assets
was a principal contributor to our improved Q3 and year-to-date
results.  Importantly, our replacement filter element business
continues to represent more than half of our Q3 and year-to-date
net sales and should be an important source of recurring revenue
going forward.  The solid replacement filter sales performance
reflects both our expanding base of filtration system deployments
around the world, as well as the clear cost and engine
preservation benefits our customers are achieving with our unique
bypass filtration technologies."

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

                       http://is.gd/i3PeiU

                      About Puradyn Filter

Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated
(OTC BB: PFTI) designs, manufactures and markets the puraDYN's Oil
Filtration System.

Puradyn Filter reported a net loss of $1.33 million on $2.53
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $2.22 million on $2.56 million of net sales
during the prior year.

Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has a net loss of $1,333,292,
negative cash flow from operations of $957,941, a working capital
deficiency of $769,907 and a stockholders' deficiency of
$10,227,875.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


PSL-NORTH AMERICA: Has Until Jan. 12 to File Chapter 11 Plan
------------------------------------------------------------
The U.S. Bankruptcy Court extended PSL - North America LLC's
exclusive periods to file a chapter 11 plan until Jan. 12, 2015,
and solicit acceptances for that plan until March 16.

As reported in the Troubled Company Reporter on Oct. 23, 2014,
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the Debtor needed more time to analyze the
best wind-down path.

According to the report, PSL intended to file a liquidating
Chapter 11 plan in the "near future" following the $100 million
sale in August of its business to India's Jindal Tubular USA LLC.

                     About PSL-North America

Founded in 2006, PSL-North America LLC is a manufacturer and
coater of large diameter steel pipes.  The company has a state-of-
the-art facility located in Bay St. Louis, Mississippi, with the
land leased for 99 years.  The company is an American-based
partially owned subsidiary of India's largest producer and
manufacturer of steel piping, PSL Limited.

On June 16, 2014, PSL-North America LLC and PSL USA Inc., filed
voluntary petitions in Delaware (Lead Case No. 14-11477) seeking
relief under chapter 11 of the United States Bankruptcy Code.  The
Debtors' cases have been assigned to Judge Peter J. Walsh.

The Debtors seek to have their cases jointly administered
for procedural purposes.

PSL-North America LL disclosed $93,343,085 in assets and
$204,025,409 in liabilities as of the Chapter 11 filing.  As of
the Petition Date, the company had total outstanding debt
obligations of $130 million, according to a court filing.

Proposed counsel for the Debtor are John H. Knight, Esq., Paul N.
Heath, Esq., Tyler D. Semmelman, Esq., Amanda R. Steele, Esq. and
William A. Romanowicz, Esq. at Richards, Layton & Finger, P.A.
of Wilmington, Delaware.   Epiq Bankruptcy Solutions serves as
claims agent.


PZP INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: PZP Investments, Inc.
        27455 South Dixie Highway
        Miami, FL 33032

Case No.: 14-35132

Chapter 11 Petition Date: November 13, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Hon. Jay A. Cristol

Debtor's Counsel: Dolores K. Sanchez, Esq.
                  LAW OFFICE OF DOLORES K. SANCHEZ
                  4701 N Federal Hwy # 316
                  Lighthouse Pt., FL 33064
                  Tel: (954) 785-8585
                  Email: dolores@bizhall.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Consuelo Zapata, secretary/director.

The Debtor listed International Finance Bank as its largest
unsecured creditor holding an undetermined amount of disputed
claim.

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

            http://bankrupt.com/misc/flsb14-35132.pdf


QUALITY LEASE: Nov. 17 Hearing on Approval of Employee Bonuses
--------------------------------------------------------------
The Bankruptcy Court will convene a hearing today, Nov. 17, 2014,
at 1:00 p.m., to consider Quality Lease and Rental Holdings, LLC,
et al.'s motion to pay bonuses, above and beyond regular salary,
to those employees who are critical and continue to work for the
Debtors.

According to the Debtors, they need to reassure certain employees,
many of whom are actively seeking other work, that they will be
paid if they remain as loyal employees.  The Debtors' primary
secured lender, Main Street Lenders, has consented to the use of
cash collateral to pay the bonuses.  The bonus would be paid at
the discretion of the Debtors' chief restructuring officer and
only after certain criteria has been satisfied.

The Debtors dis not disclose the exact numbers of the bonuses
because disclosure of the bonuses would invade the employee's
privacy and could be used to the Debtors' detriment.  The maximum
amount to be paid in bonuses could be much as $100,000, but will
likely be less.  The bonuses cannot be paid unless the employee
remains with the company through Feb. 15, 2015, and remains a
loyal fiduciary of the company.  No insider employee will receive
a bonus.

          About Quality Lease and Rental Holdings, LLC

Quality Lease and Rental Holdings, LLC, doing business as Rocaceia
Energy Services, sought bankruptcy protection in Victoria, Texas
(Bankr. S.D. Tex. Case No. 14-60074) on Oct. 1, 2014.

Quality Lease estimated $10 million to $50 million in assets and
$50 million to $100 million in liabilities in its Chapter 11
bankruptcy petition.

Related entities Quality Lease Rental Service, LLC, Quality Lease
Service, LLC, and Rocaceia, LLC also sought bankruptcy protection
(Case Nos. 14-60075 to 14-60077).

The cases are assigned to Judge David R Jones.

The Debtors have tapped Walter J Cicack, Esq., at Hawash Meade
Gaston Neese & Cicack LLP, in Houston, as counsel.


RAAM GLOBAL: Reports $1.2 Million Net Income in Third Quarter
-------------------------------------------------------------
RAAM Global Energy Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income attributable to the Company of $1.19 million on $35.23
million of total revenues for the three months ended Sept. 30,
2014, compared to a net loss attributable to the Company of
$185.54 million on $38.33 million of total revenues for the same
period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to the Company of $14.66 million on $99.79
million of total revenues compared to a net loss attributable to
the Company of $186.47 million on $120.14 million of total
revenues for the same period last year.

The Company's balance sheet at Sept. 30, 2014, showed $474.45
million in total assets, $442.24 million in total liabilities and
$32.21 million in total equity.

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

                        http://is.gd/PsSSUE

                         About RAAM Global

RAAM Global Energy Company is a privately held company engaged
primarily in the exploration and development of oil and gas
properties and in the resulting production and sale of natural
gas, condensate and crude oil.  The Company's production
facilities are located in the Gulf of Mexico, offshore Louisiana
and onshore Louisiana, Texas, Oklahoma, and California.

                            *   *    *

As reported by the TCR on Aug. 4, 2014, Standard & Poor's Ratings
Services lowered its corporate credit and senior secured ratings
on exploration and production company RAAM Global Energy Co. to
'CCC+' from 'B-'.  The outlook is negative.

"The downgrade reflects our assessment that Lexington, Ky.-based
RAAM Global Energy Co. could have difficulty refinancing its $250
million senior secured notes due October 2015 due to weak
operating performance, largely due to unexpected production
declines on its Yegua wells that have resulted in weakening
liquidity and limited near-term growth potential," S&P said.

The TCR reported on Aug. 19, 2014, that Moody's Investors Service
downgraded RAAM Global Energy Company's (RAAM) Corporate Family
Rating (CFR) to Caa2 from Caa1.  The Caa2 CFR for RAAM primarily
reflects Moody's concerns about the company's ability to refinance
the senior secured notes that come due on Oct. 1, 2015, amid a
period of declining production profile.


RECYCLE SOLUTIONS: Will Likely Sell Operating Units
---------------------------------------------------
Ryan Poe at Memphis Business Journal reports that Recycle
Solutions, Inc., will likely sell or spin-off its various
operating units as part of a reorganization.

According to Business Journal, Recycled Solutions' bankruptcy
filing came after the Company, hard hit by the recession, faced a
$300,000 civil penalty by the Arkansas Department of Environmental
Quality.  Business Journal relates that the Company has a claim
for an "unknown" amount against the town of Villa Rica, Georgia,
where a dispute with the town has stopped its operations.  The
report adds that the Company also has a claim for $25,000 against
former operations manager Mark Huber.

                      About Recycle Solutions

Recycle Solutions, Inc., a Tennessee-based company that makes $10
million a year from recycling plastic bottles, paper and cans in
the Southeast, sought Chapter 11 bankruptcy protection in its
home-town in Memphis (Bankr. W.D. Tenn. Case No. 14-31338) on Nov.
4, 2014, disclosing assets of $11.5 million against liabilities of
$6.4 million.

The case is assigned to Judge George W. Emerson Jr.  The Debtor is
represented by Steven N. Douglass, Esq., at Harris Shelton Hanover
Walsh, PLLC, in Memphis.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due March 4, 2015.

Recycle Solutions, founded in 2002 in Memphis, TN, is in the
business of recycling and reusing plastic, wood and packaging for
film rolls.  The company claims to be a pioneer in helping leading
corporations develop and implement innovative programs to reduce
their environmental impact.  James Downing, of Arlington,
Tennessee, founder and president, owns 100% of the stock.


RENAULT WINERY: Maker of "New Jersey Champagne" Enters Chapter 11
-----------------------------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported
that Renault Winery Inc., who invented "New Jersey champagne,"
filed for Chapter 11 on Nov. 13, to escape a scheduled sheriff?s
sale brought on by a foreclosure by lender Ocean First Bank.

According to the Journal, in Chapter 11, Renault plans to keep
operating, and LivingSocial Inc. even emailed customers a
discounted offer for a one- or two-night stay at Renault, with a
"limited time extra discount" for those who clicked immediately.

The resort will remain open while it finds a stable financial
footing in bankruptcy, Reuben Kramer at Pressofatlanticcity.com
reports, citing the Company's chief operating officer, Dennis Del
Vecchio.

Court documents show that OceanFirst Bank, the Company's biggest
secured creditor and which holds a $7.9 million mortgage, had
foreclosed on the Company.  According to Pressofatlanticcity.com,
the resort had been scheduled by OceanFirst Bank for a sheriff's
sale auction on Thursday.

"We have been here for 150 years, and our plan will ensure us
being here long into the future.  We're not looking to sell the
place.  We're looking to continue the legacy here,"
Pressofatlanticcity.com quoted Mr. Del Vecchio as saying.

Renault Winery Resort and Golf is a sprawling vineyard-golf
resort-restaurant that straddles Egg Harbor City and Galloway
Township.  Renault's winery is among the oldest continuously
operating in the U.S. and was founded in 1864 by a French vintner.


RENAULT WINERY: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                    Case No.
      ------                                    --------
      Renault Winery, Inc.                      14-33075
      72 N. Bremen Avenue
      Egg Harbor City, NJ 08215

      Renault Golf, LLC                         14-33079

      Renault Winery Properties, LLC            14-33080

      Renault, LLC T/A Renault Realty Co., LLC  14-33082

      Tuscany House, LLC                        14-33084

Type of Business: Owner and operator of a hotel, two restaurants,
                  a golf course, and a winery.

Chapter 11 Petition Date: November 13, 2014

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

Judge: Hon. Andrew B. Altenburg Jr.

Debtors' Counsel: John P. Leon, Esq.
                  Jeanie D. Wiesner, Esq.
                  William P. Rubley, Esq.
                  SUBRANNI ZAUBER LLC
                  Willow Ridge Executive Office Park
                  750 Route 73 South, Suite 307B
                  Marlton, NJ 08053
                  Email: JLeon@subranni.com

                    - and -

                  Scott M. Zauber, Esq.
                  SUBRANNI ZAUBER LLC
                  1624 Pacific Ave.
                  Atlantic City, NJ 08401
                  Tel: (609) 347-7000
                  Email: szauber@subranni.com

Renault Winery's Total Assets: $11.28 million

Renault Winery's Total Debts: $8.59 million

The petition was signed by Joseph P. Milza, Sr., president.

List of Renault Winery's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
State of New Jersey                                    $158,433

Fellheimer & Eichen, LLP                               $101,142

Areher & Greiner                                        $44,334

Seeton Turf Warehouse, LLC                              $42,958

US Foodservice - Bridgeport                             $42,436

SVP Winery LLC                                          $29,345

Atlantic City Electric                                  $17,458

Greater Philadelphia Radio, Inc.                        $10,730

State of New Jersey                                      $8,041

Galloway Township                                        $7,280

Heffler, Radetich & Saitta                               $7,276

Wildwood Linen                                           $6,196

Paris Produce Company, Inc.                              $6,151

Friedman, LLP                                            $5,255

Taylor Oil Company                                       $4,969

John Deere Financial                                     $4,718

Tuckhoe Turf Farms, Inc.                                 $4,057

Antigua Group, Inc.                                      $3,914

FootJoy                                                  $3,742

Master Craft Decorators                                  $3,613


REVEL AC: Atlantic City Seeks Lift Stay to Sell Casino Tax Certs.
-----------------------------------------------------------------
Lawyers for Atlantic City, New Jersey, has sought and obtained
from U.S. Bankruptcy Judge Gloria M. Burns a lift of the automatic
stay in Revel AC's Chapter 11 case to allow the city to sell tax
certificates if the casino operator doesn't pay its tax bills on
time, various news sources reported.

According to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, Revel's bankruptcy put a hole in Atlantic
City's budget because the casino's property by itself has a $37
million annual real estate tax bill, representing 18% of the
city's $200 million budget.  The Bloomberg report said Revel
already has failed to pay about $20 million in taxes.

In support of its request, Law360 reported that Atlantic City told
Judge Burns that its request to lift an automatic stay on Revel's
bankruptcy should not be denied as scrapping the planned sale of
the tax lien on the hotel at the end of the year would
significantly impair the city's budget.  As previously reported by
The Troubled Company Reporter, citing The Wall Street Journal,
Atlantic City went to court to collect as much as $30 million in
unpaid property taxes from Revel.

                          About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.

Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.

The Chapter 11 cases are assigned to Judge Gloria M. Burns.  The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.

Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion.  Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.


RIVIERA HOLDINGS: Post $6,281,000 Net Loss for Third Quarter
------------------------------------------------------------
Riviera Holdings Corporation filed with the Securities and
Exchange Commission its third quarter financial report on Form
10-Q.

Riviera Holdings ended the period with a net loss of $6,281,000
compared to a net loss of $5,664,000 for the same period in 2013.
The Company posted a net loss of $13,062,000 for three quarters
this year, compared to $20,591,000 for the same nine month period
in 2013.

Net revenues were $20,647,000 for the quarter, compared to
$18,802,000 for the same period in 2013.  Net revenues were
$63,206,000 for three quarters this year, compared to $49,399,000
for the same period in 2013.

At Sept. 30, the Company had total assets of $200,134,000 against
total liabilities of $127,618,000.

Riviera Holdings said the Company had $56.6 million in cash and
cash equivalents and $0.4 million in restricted cash as of
September 30, 2014. Additionally, effective April 1, 2011, the
Company had the ability to draw up to $10 million against its
Working Capital Facility.  However, due to the default under the
Series A Credit Agreement and the Series B Credit Agreement,
Riviera Holdings said it does not currently have the ability to
draw any additional funds under the Working Capital Facility until
such time as the default is cured or waived. The lenders under the
Series A Credit Agreement and the Series B Credit Agreement also
hold 100% of the Company's Class B Non-Voting Common Stock.  As a
result of the default, the Required Lenders (as defined in the
Series A Credit Agreement and the Series B Credit Agreement,
respectively) have the ability to increase the interest accruing
on amounts owed under the Series A Credit Agreement and the Series
B Credit Agreement, respectively.  Riviera Holdings said an
increase in the interest rate would negatively affect its
available cash and results from operations.

Further, the Required Lenders and administrative agent under the
Series A Credit Agreement and the Series B Credit Agreement,
respectively, have the right to accelerate repayment of all
amounts owed under each of the agreements and require Riviera
Holdings to repay such amounts immediately.  Riviera Holdings does
not currently have sufficient funds to repay the Series A and
Series B debt. Repaying these amounts and covering the Company's
operating losses will require additional cash, which may include
the issuance of additional equity, debt financing and/or capital
contributions from stockholders, if available to the Company.

"There can be no assurance that we will be successful in obtaining
additional capital resources. The inability to obtain additional
capital will restrict our ability to grow and inhibit our ability
to continue to conduct business operations. Any additional equity
financing may result in substantial dilution to our then existing
stockholders. We do not provide any guarantees or assurances that
the Company will have ample liquidity and capital resources to
meet future financial obligations. If repayment of the
indebtedness under our Series A Credit Agreement and Series B
Credit Agreement were accelerated, we do not believe the Company
has sufficient liquidity and capital resources to meet both debt
service and normal operating expenditures. Pursuant to the terms
of the Forbearance Agreement, the Required Lenders have agreed to
forbear from exercising their remedies under the Series A Credit
Agreement and the Series B Credit Agreement arising out of the
default for a period up to and including November 30, 2014," the
Company said.

Subsequent to emergence from bankruptcy, the Company has generated
net losses from continuing operations before income tax benefits
of $13.1 million, $26.8 million, $56.6 million and $19.3 million
for the nine months ended September 30, 2014, and the years ended
December 31, 2013 and 2012 and for the period April 1, 2011
through December 31, 2011, respectively, and has an accumulated
deficit of $84.3 million at September 30, 2014. The Company has
cash and cash equivalents of $56.6 million and a net working-
capital deficit of $44.0 million at September 30, 2014. The net
working-capital deficit includes $50.0 million of the Company?s
Series A Credit Agreement and $38.0 million of the Company?s
Series B Credit Agreement, both of which are classified as
currently payable due to the defaults.

Riviera Holdings also said, "In connection with the Credit
Agreements, we agreed to several affirmative and negative
covenants. Beginning on June 30, 2012 and as of each subsequent
quarter, including as of September 30, 2014, the Company was not
in compliance with the financial covenants in, and in default
under, the Credit Agreements.  Pursuant to the terms of the
Forbearance Agreement, the Required Lenders have agreed to forbear
from exercising their remedies under the Series A Credit Agreement
and the Series B Credit Agreement arising out of the default for a
period up to and including November 30, 2014."

"The Company is currently in negotiations with its lenders, who
are also stockholders, under the Credit Agreements concerning new
financial covenants and other amendments to the Credit Agreements
to resolve the existing default. There can be no assurance that
the Company will be successful in doing so or that such amendments
will be on favorable terms to the Company. The conditions and
events described above raise substantial doubt about the Company?s
ability to continue as a going concern."

A copy of the Form 10-Q Report is available at
http://1.usa.gov/1uw6Nlv

                      About Riviera Holdings

Riviera Holdings Corporation, through its wholly owned subsidiary,
Riviera Operating Corporation, owns and operates the Riviera Hotel
& Casino located on Las Vegas Boulevard in Las Vegas, Nevada.
Riviera Hotel & Casino, which opened in 1955, has a long-standing
reputation for delivering traditional Las Vegas-style gaming,
entertainment and other amenities.

On July 12, 2010, RHC, ROC and the Riviera Black Hawk casino filed
petitions for relief under the provisions of Chapter 11 of the
United States Bankruptcy Code with the United States Bankruptcy
Court for the District of Nevada.  On Nov. 17, 2010, the
Bankruptcy Court entered a written order confirming the Debtors'
Second Amended Joint Plan of Reorganization. On December 1, 2010,
the Plan became effective.  On April 1, 2011, the Debtors emerged
from reorganization proceedings under the Bankruptcy Code.

Thomas H. Fell, Esq., at Gordon Silver, represented the Debtors in
the Chapter 11 cases.  XRoads Solutions Group, LLC, served as the
financial and restructuring advisor.  Garden City Group Inc.
served as the claims and notice agent.

On April 26, 2012, RHC completed the sale of Riviera Black Hawk
casino to Monarch Casino and Resorts, Inc., and its wholly-owned
subsidiary Monarch Growth Inc.  The Buyer purchased Riviera Black
Hawk by acquiring all of the issued and outstanding shares of
common stock of RHC's subsidiary Riviera Black Hawk.  The Buyer
paid $76 million for the stock, subject to certain post-closing
working capital adjustments.  At the closing, ROC paid or
satisfied substantially all of RBH's indebtedness (which consisted
of inter-company accounts and equipment leases) and placed $2.1
million of working capital in a restricted bank account.
Accordingly, the Company has reflected the business, including
gain on sale, as discontinued operations.

In July 2013, Moody's Investors Service downgraded Riviera
Holdings' ratings, including its Corporate Family Rating to
Caa3 from Caa2 and its Probability of Default Rating to Caa3-PD
from Caa2-PD. At the same time, Moody's downgraded Riviera's first
lien term loan and revolver to Caa2 from Caa1, its second lien
term loan to Ca from Caa3 and its Speculative Grade Liquidity
rating to SGL-4 from SGL-3. The rating outlook is negative.

The downgrade reflected Moody's view that Riviera's capital
structure is unsustainable given growing operating losses and its
inability to cover debt service and capex needs given limited
available cash balances.  Moody's at that time said that, although
the company continues to pay required interest on time, it remains
in technical default of financial covenants.


S.B. RESTAURANT: Has Until Feb. 11 to Propose Chapter 11 Plan
-------------------------------------------------------------
The Bankruptcy Court extended S.B. Restaurant Co., et al.'s
exclusive periods to file a chapter 11 plan until Feb. 11, 2015,
and solicit acceptances for that Plan until April 12, 2015.

Additionally, the Court said that the Debtors are relieved from
the obligation to file a plan as set forth in the Chapter 11
status conference order entered on Aug. 25, 2014, and the deadline
will be revised so that it is aligned with the Debtors' right to
file a plan until Feb. 11, 2015.

As reported in the Troubled Company Reporter on Oct. 1, 2014, the
Debtors said they entered into a sale deal with CM7 Capital
Partners LLC, which has a contractual right to direct them to
assume and assign certain of their unexpired real property
leases through Jan. 12, 2015, and up until six months after
closing of that sale deal.  They are required to maintain the
designated real property leases and general contracts and not
reject them until the buyer notifies them that it either will
take assignment or that such real property lease or contract
should be an excluded asset, according to the Debtors.

The Debtors noted that the Official Committee of Unsecured
Creditors is supporting the request for an extension.

                    About S.B. Restaurant Co.

S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-13778) on June
17, 2014, in Santa Ana, California.  The case is assigned to Judge
Erithe A. Smith.

The Debtors' counsel is Jeffrey N. Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California.  The Debtors' chief restructuring officers are from
Deloitte Transactions & Business Analytics LLP, while their
investment banker is Mastodon Ventures, Inc.  The Debtors'
noticing claims and balloting agent is Rust Consulting Omni
Bankruptcy.

An official committee of unsecured creditors was appointed in the
case of S.B. Restaurant Co. Debtors' cases.  The panel comprises
of (1) General Growth Properties Inc., c/o Julie Minnick Bowden of
Chicago, IL; (2) The Macerich Company, c/o Bill Palmer of
Pittsford, NY; and (3) Global Media Group c/o Mark Torres of
Rancho Santa Margarita, CA.  The Committee retained Cooley LP as
its counsel.


SAMUEL WYLY: SEC Says Freeze On Assets Should Be Broad
------------------------------------------------------
Law360 reported that the U.S. Securities and Exchange Commission
said in a letter to U.S. District Judge Shira A. Scheindlin in New
York that the freeze on the assets of Texas tycoon Sam Wyly and
his late brother, Charles Wyly, should be broad enough to cover
extended family and third parties, as the agency seeks to protect
a potential $198 million offshore-trading penalty and address
Wyly's bankruptcy filing.  According to the report, the SEC said
that it would submit an amended complaint to add 16 individuals
and one trust as additional named defendants in the case, but that
the proposed freeze should include unnamed third parties to be
effective.

                        About Samuel Wyly

Samuel Wyly filed for Chapter 11 bankruptcy protection on Oct. 19,
2014, weeks after a judge ordered him to pay several hundred
million dollars in a civil fraud case.  In September, a federal
judge ordered Mr. Wyly and the estate of his deceased brother to
pay more than $300 million in sanctions after they were found
guilty of committing civil fraud to hide stock sales and nab
millions of dollars in profits.

The case is In re Samuel E. Wyly, 14-35043, U.S. Bankruptcy Court,
Northern District of Texas (Dallas).


SAMUEL WYLY: SEC Targets Relatives to Collect $300 Million Claim
----------------------------------------------------------------
Joseph Ax, writing for Reuters, reported that the U.S. Securities
and Exchange Commission amended its complaint filed in a New York
federal court to add more than a dozen relatives of Texas
businessmen Sam and Charles Wyly to a long-running securities
fraud lawsuit against the brothers to bolster its efforts to
collect some $300 million.

According to the report, the relatives include Charles Wyly's
widow, Caroline Wyly; Sam's wife, Cheryl Wyly; and Sam's son, Evan
Wyly.  The amended complaint, Reuters said, is intended to ensure
that Scheindlin can legally extend the asset freeze to money and
property they hold, though the SEC had argued it was not
necessary.

                        About Samuel Wyly

Samuel Wyly filed for Chapter 11 bankruptcy protection on Oct. 19,
2014, weeks after a judge ordered him to pay several hundred
million dollars in a civil fraud case.  In September, a federal
judge ordered Mr. Wyly and the estate of his deceased brother to
pay more than $300 million in sanctions after they were found
guilty of committing civil fraud to hide stock sales and nab
millions of dollars in profits.

The case is In re Samuel E. Wyly, 14-35043, U.S. Bankruptcy Court,
Northern District of Texas (Dallas).


SAMUEL WYLY: Bankruptcy Atty Says Case Proceeding 'By The Book'
---------------------------------------------------------------
Law360 reported that counsel representing Sam Wyly in his
bankruptcy told a New York federal judge in a letter that the
Texas tycoon hasn't been liquidating assets unbeknownst to them,
firing back against the U.S. Securities and Exchange Commission's
bid for an extended asset freeze that would apply to Wyly's family
members and third parties.

According to the report, an unapproved auction for more than
$300,000 worth of artwork was an oversight, Josiah M. Daniel III
of Vinson & Elkins LLP said in a letter to U.S. District Judge
Shira A. Scheindlin, in response to the SEC's requests that the
court extend an asset freeze on Wyly and his late brother, Charles
Wyly.

                        About Samuel Wyly

Samuel Wyly filed for Chapter 11 bankruptcy protection on Oct. 19,
2014, weeks after a judge ordered him to pay several hundred
million dollars in a civil fraud case.  In September, a federal
judge ordered Mr. Wyly and the estate of his deceased brother to
pay more than $300 million in sanctions after they were found
guilty of committing civil fraud to hide stock sales and nab
millions of dollars in profits.

The case is In re Samuel E. Wyly, 14-35043, U.S. Bankruptcy Court,
Northern District of Texas (Dallas).


SEAWORLD PARKS: Bank Debt Trades at 6% Off
------------------------------------------
Participations in a syndicated loan under which Seaworld Parks and
Entertainment Inc. is a borrower traded in the secondary market at
95.45 cents-on-the-dollar during the week ended Friday, Nov. 14,
2014 according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.64 percentage points from the previous week, The
Journal relates.  Seaworld Parks pays 225 basis points above LIBOR
to borrow under the facility.  The bank loan matures on May 10,
2020, and carries Moody's Ba3 rating and Standard & Poor's BB
rating.  The loan is one of the biggest gainers and losers among
212 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


SIGA TECHNOLOGIES: MacAndrews & Forbes Holds 25.6% Equity Stake
---------------------------------------------------------------
MacAndrews & Forbes Holdings Inc. filed with the Securities and
Exchange Commission Amendment No. 12 to its Schedule 13D to
disclose that certain direct or indirect wholly-owned subsidiaries
of Holdings acquired:

     (i) 70,000 shares of Common Stock of SIGA Technologies, Inc.
in the open market at a weighted average price per share of
$1.4601 on November 6, 2014, and

    (ii) 129,727 shares of Common Stock in the open market at a
weighted average price per share of $1.5179 on November 7, 2014.

The aggregate purchase price for these shares of Common Stock was
approximately $0.30 million, which amount was obtained from cash
on hand.

Based upon information contained in the Company's Quarterly Report
on Form 10-Q for the quarter ended September 30, 2014, there were
53,504,296 shares of Common Stock outstanding as of October 27,
2014.  Holdings and its affiliated entities may be deemed to share
beneficial ownership of 13,759,722 shares of Common Stock,
representing approximately 25.6% of the Common Stock deemed to be
outstanding (which includes 250,000 shares of Common Stock
underlying warrants held by Holdings et al. and exercisable within
60 days, which shares may be deemed to be beneficially owned by
Holdings et al. but are not outstanding).

Holdings et al. have shared power to vote and dispose of the
shares of Common Stock that they own or would own upon exercise of
the warrants held by such Reporting Persons.

Paul G. Savas, a Director of the Company and the Executive Vice
President and Chief Financial Officer of Holdings and MacAndrews &
Forbes, may be deemed to beneficially own 186,840 shares of Common
Stock, representing approximately 0.3% of the Common Stock
outstanding (which includes 95,000 shares of Common Stock deemed
to be beneficially owned by Mr. Savas but not outstanding).

Barry F. Schwartz, the Executive Vice Chairman of Holdings and
MacAndrews & Forbes, beneficially owns 63,677 shares of Common
Stock, representing approximately 0.1% of the Common Stock
outstanding.

                   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.


SNO MOUNTAIN: Seeks OK of Deal to Resolve Turnover Claim vs. ACI
----------------------------------------------------------------
Gary F. Seitz, the Chapter 11 trustee of SNO Mountain, LP asks the
U.S. Bankruptcy Court for the Eastern District of Pennsylvania to
approve a settlement agreement resolving the Trustee's turnover
claim against ACI Merchant Systems, LLC.

Prior to the Petition Date, the Debtor entered into a Merchant
Transaction Processing Agreement with First National Bank of Omaha
and ACI.  The Bank is the member bank under the Merchant Agreement
and ACI is its registered agent.  In connection with the Merchant
Agreement, the Debtor established various accounts.

Sno Grille, LLC was also a party to a Merchant Agreement with the
Merchant Parties and established one account.  After the Debtor
processed credit card sales on account of its daily sales, winter
season passes and summer season passes, and after Sno Grille
processed credit card sales on account of its daily sales, the
Bank held all of the Merchant Accounts in escrow.

At the time the Merchant Accounts were placed in escrow, the
Merchant Accounts had an aggregate amount of $85,305, which is
property of the estate, according to the Trustee.  The Trustee
advised the Merchant Parties of his intent to commence a turnover
action to recover the Merchant Account Funds.

The Trustee and ACI have agreed to resolve the Turnover Action by
entering into the Agreement.

Pursuant to the Agreement, within three business days of the entry
of a final, non-appealable order of the Bankruptcy Court approving
the Agreement, ACI and the Bank will turnover to the Trustee a
total of $85,305 as full and final payment with respect to the
Turnover Action and its release from any and all past, present and
future liability arising out of and relating to the Bankruptcy
Case and Turnover Action, as set forth in the Agreement; the
Parties will exchange mutual releases.

A copy of the Agreement is available for free at:

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

The Trustee believes that the Agreement is reasonable and that
there is little benefit to be gained by litigating the Turnover
Action, with all of the attendant costs and risks.

A hearing to consider approval of the Agreement will be held on
December 3, 2014, at 09:30 a.m.

                       About Sno Mountain

Various parties -- predominated by various limited partners of Sno
Mountan LP, including Richard Ford, Charles Hertzog, Edward
Reitmeyer, who are each guarantors of certain obligations owing by
Sno Mountain -- filed an involuntary Chapter 11 petition against
Sno Mountain (Bankr. E.D. Pa. Case No. 12-19726) on October 15,
2012.

The other petitioning parties include Wynnewood Capital Partners,
L.L.C., t/a WCP Snow Mountain Partners, L.P., and Kathleen
Hertzog.

The Alleged Debtor is the owner and operator of a popular ski
mountain resort and water park known as "Sno Mountain," located at
1000 Montage Mountain Road in Scranton, Pennsylvania.  The
Debtor's bankruptcy case is a "single asset real estate" case
within the meaning of 11 U.S.C. Sec. 101(51)(B).

Judge Jean K. FitzSimon oversees the case.  Brian Joseph Smith,
Esq., at Brian J. Smith & Associates PC, represents the
petitioning creditors.

Gary Seitz has been appointed as trustee overseeing the bankruptcy
of the Sno Mountain recreation complex.  Maschmeyer Karalis PC
serves as counsel to the trustee.

The Trustee has received Court authority to sell substantially all
of the Debtor's assets to Montage Mountain Resorts, L.P., for
$5.125 million.


SOUTHWIRE CO: Bank Debt Trades at 3% Off
----------------------------------------
Participations in a syndicated loan under which Southwire Co is a
borrower traded in the secondary market at 97.13 cents-on-the-
dollar during the week ended Friday, Nov. 14, 2014 according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents an increase of 0.46
percentage points from the previous week, The Journal relates.
Seaworld Parks pays 250 basis points above LIBOR to borrow under
the facility.  The bank loan matures on Dec. 20, 2020, and carries
Moody's Ba3 rating and Standard & Poor's BB rating.  The loan is
one of the biggest gainers and losers among 212 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.


SPECTRASCIENCE INC: Posts $958,488 Net Income for 3rd Quarter
-------------------------------------------------------------
SpectraScience, Inc. filed with the Securities and Exchange
Commission its Form 10-Q Report for the third quarterly period
ended September 30, 2014.

SpectraScience posted net income of $958,488 for the third
quarter, compared to $177,366 for the same period in 2013.  For
the nine months ended Sept. 30, 2014, the Company posted a net
loss of $3,462,012 compared to a net loss of $3,109,660 for the
same period in 2013.

Revenues were $0 for the third quarter.  During the same period in
2013, revenues were $60,000.  During the nine month period, the
Company also generated $0 revenues.  During the same nine-month
period in 2013, revenues were $180,000.

At Sept. 30, total assets were $2,066,685 against total
liabilities, all current, of $6,510,847 and stockholders' deficit
of $4,444,162.

As of September 30, 2014, the Company had a working capital
deficit of $5,838,858 and cash of $43,641, compared to a working
capital deficit of $4,080,488 and cash of $236,597 as of December
31, 2013.

In December 2011, the Company entered into an Engagement Agreement
with Laidlaw & Company (UK) Ltd., which Engagement Agreement was
amended in July 2012. Under the Engagement Agreement, Laidlaw
agreed to assist the Company in raising up to $20.0 million in
capital over a two year period from the date of the Engagement
Agreement. Subsequent to September 30, 2013, the Company has
engaged other agents to assist the Company with raising capital
and has commenced raising capital on its own.

During the nine months ended September 30, 2014, SpectraScience
raised $1,856,376, net of transaction costs of $158,000, under
these agreements.

However, if the Company does not receive additional funds in a
timely manner, the Company could be in jeopardy as a going
concern. The Company may not be able to find alternative capital
or raise capital or debt on terms that are acceptable. Management
believes that if the events defined in the Engagement Agreements
occur as expected, or if the Company is otherwise able to raise a
similar level of funds, such proceeds will be sufficient to allow
the Company to sustain operations until it attains profitability
and positive cash flows from operations. However, the Company may
incur unknown expenses or may not be able to meet its revenue
expectations requiring it to seek additional capital. In such
event, the Company may not be able to find capital or raise
capital or debt on terms that are acceptable.

The holders of Convertible Debentures control the conversion of
the Convertible Debentures and certain of the Convertible
Debentures were not converted at their maturity constituting a
potential default on the matured, but unconverted, Convertible
Debentures. In the event of such default, principal, accrued
interest and other related costs are immediately due and payable
in cash. As of September 30, 2014, Convertible Debentures with a
face value of $1,624,211 held by 32 individual investors are in
default. None of these investors have served notice of default on
the Convertible Debentures held by them.

A copy of the Form 10-Q Report is available at
http://1.usa.gov/1ETdfWE

                       About SpectraScience

SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical
device company that designs, develops, manufactures and markets
spectrophotometry systems capable of determining whether tissue is
normal, pre-cancerous or cancerous without physically removing
tissue from the body.  The WavSTAT(TM) Optical Biopsy System uses
light to optically scan tissue and provide the physician with an
immediate analysis.

On Nov. 6, 2007, the Company acquired the assets of Luma Imaging
Corporation in an equity transaction accounted for as an
acquisition of assets and now operates LUMA as a wholly-owned
subsidiary of the Company.

As reported in the TCR on April 25, 2013, McGladrey LLP, in Des
Moines, Iowa, in its report on the Company's financial statements
for the year ended Dec. 31, 2012, said the Company has suffered
recurring losses from operations and its ability to continue as a
going concern is dependent on the Company's ability to attract
investors and generate cash through issuance of equity instruments
and convertible debt.  "This raises substantial doubt about the
Company's ability to continue as a going concern."

On Feb. 3, 2014, SpectraScience dismissed McGladrey as the
Company's independent registered accounting firm effective
immediately, and engaged HJ Associates & Consultants, LLP, as
replacement accounting firm.


SPIRE CORP: Incurs $1.4 Million Net Loss in Third Quarter
---------------------------------------------------------
Spire Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $1.37 million on $3.74
million of total net sales and revenues for the three months ended
Sept. 30, 2014, compared to a net loss attributable to common
stockholders of $2.04 million on $4.15 million of total net sales
and revenues for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to common stockholders of $5.93 million on
$11.67 million of total net sales and revenues compared to a net
loss attributable to common stockholders of $6.45 million on
$10.96 million of total net sales and revenues for the same period
during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $9.73
million in total assets, $15.60 million in total l iabilities, and
a $5.87 million total stockholders' deficit.

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

                        http://is.gd/2XDJAt

                         About Spire Corp

Bedford, Massachusetts-based Spire Corporation currently develops,
manufactures and markets customized turn-key solutions for the
solar industry, including individual pieces of manufacturing
equipment and full turn-key lines for cell and module production
and testing.

Spire Corporation reported a net loss of $8.52 million in 2013, as
compared with a net loss of $1.85 million in 2012.

McGladrey 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 incurred an operating loss from continuing operations
of $8.4 million and cash used in operating activities of
continuing operations was $5.2 million.  The Company's credit
agreement with a bank is due to expire on April 30, 2014.  These
factors raise substantial doubt about its ability to continue as a
going concern.


SPROUTS FARMERS: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Phoenix-based Sprouts Farmers Market Inc. to positive from stable
and affirmed the 'BB-' corporate credit rating.

At the same time, S&P raised its issue-level ratings on the
Sprouts Farmers Markets Holdings LLC's $60 million revolving
credit facility due 2018 and $700 million term loan B due 2020 to
'BB' from 'BB-' and revised its recovery ratings to '2' from '3'.
This reflects revised recovery prospects because of less secured
debt claims in S&P's recovery analysis, given the debt repayment
in the third quarter.  The '2' recovery rating indicates S&P's
expectation for substantial (70% to 90%) recovery of principal in
the event of payment default.

"The outlook revision reflects our view that Sprouts will continue
to increase profits and improve credit metrics, as it successfully
executes its growth strategy into new markets.  It also
incorporates our expectation that the company will continue to
generate strong top-line growth and continue to deleverage over
the next year, outpacing increased debt from new operating leases
to support that growth," said credit analyst Kristina Koltunicki.

The positive outlook on Sprouts reflects the possibility that S&P
could raise the corporate credit rating on the company one notch
within the next 12 months if it continues to improve operating
performance and credit metrics.  At that time, S&P would also want
further clarity on the company's financial policy, particularly
around future share repurchases, dividends, and allocation of free
cash flow.

Upside scenario

S&P could raise its ratings during the next 12 months if Sprouts
continues to maintain credit protection measures reflective of a
"significant" financial risk profile, including FFO/debt of more
than 20% and FOCF/debt of more than 10%.  An upgrade would also
further necessitate a better understanding of the company's
financial policies including the likelihood of more aggressive
debt-financed shareholder friendly activities that could
deteriorate credit ratios from forecasted levels.

Downside scenario

S&P could revise the outlook to stable over the next 12 months if
Sprouts' operating performance is weaker than S&P expected,
potentially because of a slower executed store expansion or an
increase in competitive pressures.  Under this scenario, gross
margin would decline approximately 100 bps while comparable-store
sales growth would be in the mid-single digits, leading to
leverage increasing to the mid-3.0x area.  S&P could also revise
its outlook to stable if financial policies become more
aggressive, evidenced by debt-financed share repurchases, leading
to a leverage increase to similar levels.


STELLAR BIOTECHNOLOGIES: Incurs $8.4MM Net Loss in Fiscal 2014
--------------------------------------------------------------
Stellar Biotechnologies, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $8.43 million on $372,132 of total revenues for the
year ended Aug. 31, 2014, compared to a net loss of $14.49 million
on $545,469 of total revenues for the year ended Aug. 31, 2013.
The Company also reportd a net loss of $5.52 million for the year
ended Aug. 31, 2012.

As of Aug. 31, 2014, the Company had $14.47 million in total
assets, $6.77 million in total liabilities and $7.70 million in
total shareholders' equity.

Cash, cash equivalents and short-term investments as of Aug. 31,
2014, were $13.9 million, compared to $7.9 million at Aug. 31,
2013.  The Company believes current cash will be sufficient to
meet estimated working capital requirements and fund planned
program development through 2015.  During the year ended Aug. 31,
2014, the Company received approximately $6.5 million cash from
financing activities related to the September 2013 private
placement and an additional $4.3 million proceeds from the
exercise of warrants and options.

"Over the past year we significantly advanced a number of key
programs in our core Stellar KLH manufacturing business.  Of
particular note is our recent expansion of KLH clinical supply
agreements," said Frank Oakes, president and chief executive
officer of Stellar Biotechnologies, Inc.  "Building a robust KLH
customer base across diverse disease arenas is of strategic
importance to Stellar because we believe it will generate long-
term revenue potential as well as provide us with a presence in
multiple important immunotherapy programs targeting cancers,
immune disorders, inflammatory disease, and Alzheimer's."

Effective June 3, 2014, the Company terminated its relationship
with D&H Group LLP, Chartered Accountants as principal independent
registered public accounting firm.  The report of D&H Group LLP on
the financial statements for our fiscal years ended August 31,
2012 through Aug. 31, 2013, previously issued contained no adverse
opinion or any disclaimer of opinion, and those reports were not
qualified or modified as to uncertainty, audit scope or accounting
principles, other than to state that there was substantial doubt
as to the Company's ability to continue as a going concern in
fiscal 2012.  Effective June 3, 2014, the Company engaged Moss
Adams LLP, Certified Public Accountants as its principal
independent registered public accounting firm.  The Company's
Board of Directors recommended the decision to change its
principal independent registered public accounting firm.  The
termination of D&H Group LLP was not the result of any
disagreement or dispute.

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

                        http://is.gd/ZTSLnC

                           About Stellar

Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations.  The Company markets KLH and suKLH formulations to
customers in the United States and Europe.

KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.


STOCKTON, CA: Franklin Templeton Appeals Over City's Ch. 9 Exit
---------------------------------------------------------------
Katy Stech, writing for Daily Bankruptcy Review, reported that
mutual fund giant Franklin Templeton Investments is appealing a
judge's decision to allow the city of Stockton, Calif., to exit
bankruptcy under a plan that pays Franklin-managed funds a
fraction of the $37 million owed them but makes full payments for
the city's pensions.

According to the report, Franklin's lawyers say Judge Christopher
Klein made "several fundamental errors of law" on Oct. 30 when he
confirmed the plan for the city of about 300,000 residents.
Throughout the case, Franklin lawyers said they provided a "wealth
of evidence establishing that the city in fact can pay far more to
Franklin" than its final offer of $4,052,000, the report related.

                     About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP.  The
petition was signed by Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.

The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.

The Troubled Company Reporter, on Oct. 31, 2014, reported that
Judge Christopher Klein confirmed the debt-adjustment plan by the
city of Stockton, California, rejecting arguments that it unfairly
discriminated among creditors by chopping a mutual fund's recovery
to near zero while shielding city retirees from any impairment at
all.

                       *     *     *

The Troubled Company Reporter, on Sep. 26, 2014, reported that
Moody's Investors Service has affirmed the long-term ratings of
the city of Stockton's (CA) water and sewer enterprises' debts at
Ba1. Moody's have also changed the outlook on the city's water
bond rating to developing from stable, while the developing
outlook on the sewer system's rating remains the same.

The TCR, on Nov. 10, 2014, reported that Moody's Investors Service
has upgraded to Ba3 from Caa3 the City of Stockton's (CA) series
2006 lease revenue bonds and affirmed the city's 2007 pension
obligation at Ca. Moody's have removed the developing outlook from
the Series 2006 bonds and Moody's have removed the negative
outlook from the Series 2007 bonds.

The TCR, on Nov. 14, 2014, reported that Standard & Poor's Ratings
Services raised its long-term rating and underlying rating (SPUR)
to 'B-' from 'CCC' on the Stockton Public Financing Authority,
Calif.'s series 2003A and 2003B certificates of participation
(COPs) and its SPUR to 'B-' from 'CCC' on the authority's series
2006A lease revenue refunding bonds.  Standard & Poor's also
affirmed its 'CC' SPUR on Stockton Redevelopment Agency's series
2004 (arena project) revenue bonds.  All series are appropriation
obligations of Stockton.  The outlook on the series 2003A and
2003B COP long-term rating and SPUR and on the 2006A lease revenue
refunding bond SPUR is stable, and the outlook on the series 2004
revenue bond rating (arena project) is negative.


SYNOVUS FINANCIAL: Moody's Hikes Sr. Unsecured Debt Rating to Ba3
-----------------------------------------------------------------
Moody's Investors Service has upgraded its long-term ratings on
Synovus Financial Corp. and its bank subsidiary, Synovus Bank. The
rating on senior unsecured debt of Synovus Financial Corp. was
upgraded to Ba3 from B1. The bank's standalone bank financial
strength rating was raised to D+ from D. Its standalone baseline
credit assessment was changed to ba1 from ba2, and its long-term
deposit rating was upgraded to Ba1 from Ba2. The bank's Not Prime
short-term rating was affirmed. The outlook for all ratings is
stable. This rating action concludes Moody's review for upgrade,
initiated on September 4, 2014.

Upgrades:

Issuer: Synovus Bank

Adjusted Baseline Credit Assessment, Changed to ba1 from ba2

Baseline Credit Assessment, Changed to ba1 from ba2

Bank Financial Strength Rating, Raised to D+ from D

Issuer Rating, Upgraded to Ba2 from Ba3

OSO Senior Unsecured OSO Rating, Upgraded to Ba2 from Ba3

Senior Unsecured Deposit Rating, Upgraded to Ba1 from Ba2

Issuer: Synovus Financial Corp.

Multiple Seniority Shelf Jul 17, 2016, Upgraded to (P)B2 from
(P)B3

Multiple Seniority Shelf Jul 17, 2016, Upgraded to (P)B1 from
(P)B2

Multiple Seniority Shelf Jul 17, 2016, Upgraded to (P)Ba3 from
(P)B1

Multiple Seniority Shelf Jul 17, 2016, Upgraded to (P)B3 from
(P)Caa1

Pref. Stock Non-cumulative Preferred Stock, Upgraded to B3 (hyb)
from Caa1 (hyb)

Subordinate Regular Bond/Debenture, Jun 15, 2017, Upgraded to B1
from B2

Senior Unsecured Regular Bond/Debenture, Feb 15, 2019, Upgraded
to Ba3 from B1

Outlook Actions:

Issuer: Synovus Bank

  Outlook, Changed To Stable From Rating Under Review

Issuer: Synovus Financial Corp.

  Outlook, Changed To Stable From Rating Under Review

Affirmations:

Issuer: Synovus Bank

  OSO Rating, Affirmed NP

  Deposit Rating, Affirmed NP

Ratings Rationale

The upgrade reflects Synovus' improved credit metrics, which the
company can better protect now because of its enhanced risk
management. Synovus' risk profile has improved as a result of its
raising substantial amounts of capital and reducing its commercial
real estate concentration and non-performing assets (non-accruing,
90-plus days past due, other real estate-owned, and accruing
troubled debt-restructured loans), as well as the improving
conditions in its southeastern US market.

Moody's believes that Synovus' improved risk profile is supported
by its risk management. The company has centralized its
underwriting, monitoring and problem asset resolution, enabling it
to consistently reduce the amount of non-performing assets. The
reduction of these legacy problem assets will support
profitability because credit costs will decline. Synovus has also
established limits on its commercial real estate lending,
particularly construction and land, which should prevent the
problematic concentrations of the past from recurring.

Despite these improvements, the company faces the challenge of
diversifying away from commercial real estate and building up its
core deposits. Moody's highlighted that, to be considered for
further upgrade, Synovus has two areas it can improve. The first
is its commercial real estate concentration, which remains high,
at 3x its Tier 1 capital. Given that income-producing commercial
real estate is a major business focus and that the competition for
other loans is intense, further meaningful reduction in the
commercial real estate concentration will be difficult.

The second area for improvement comprises the core deposit funding
of Synovus' loan portfolio, which lags that of its higher-rated
peers, and the significant amount of high-cost time deposit
accounts. Future core deposit growth is likely to depend on the
growth of the company's commercial and industrial credits, which
will take a considerable amount of time.

Nonetheless, the rating agency noted that on earnings and capital
Synovus' performance is comparable to or better than that of its
peers.

The rating could be downgraded if Moody's determines that Synovus'
loan growth is liable to reverse the improvement in asset quality
metrics or if its risk appetite for commercial real estate is
greater than expected.


TACOMA HOUSING: Moody's Cuts Housing Revenue Bonds Rating to Ba1
----------------------------------------------------------------
Moody's has downgraded to Ba1 from Baa3 the rating on Tacoma
Housing Authority, WA, Multifamily Housing Revenue Bonds (GNMA
Collateralized Mortgage Loans - Redwood/Juniper, Pine Tree Harbor
& Conifer South Projects), Series 2005. $11,240,000 of debt is
affected.

Summary Rating Rationale

Cash flow projections demonstrate further the deterioration in the
bond program's financial position and cash flow insufficiency is
projected as early as 11/20/2020. At this time period, cash flow
projections show that revenues will not be sufficient to cover
debt service.

Strengths

-- High credit quality of the credit enhanced mortgage

Challenges

-- Performance relies on proper administration and adherence to
mandatory provisions of the trust indenture and financing
agreement by all parties

-- Continued low interest rate environment

What Could Change the Rating UP

-- Cash contribution by the borrower

-- Higher interest rate environment sufficient to cure revenue
shortfalls

What Could Change the Rating DOWN

-- Larger than projected revenue insufficiencies

-- Projected decline in program asset-to-debt ratio (PADR)

Methodology

The principal methodology used in this rating was US Stand-Alone
Housing Bond Programs Secured by Credit Enhanced Mortgages
published in December 2012.


TACTICAL INTERMEDIATE: Court Confirms Ch. 11 Liquidation Plan
-------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware on Nov. 13, 2014, signed an order confirming the first
amended Chapter 11 plan of liquidation filed by Tactical
Intermediate Holdiings, Inc., and its debtor affiliates.

The Plan reflects an agreement among the Debtors, the Prepetition
Senior Secured Lender, the Secured Noteholder, the Sponsor, and
the Official Committee of Unsecured Creditors, pursuant to which a
cash fund of $300,000 will be provided for payment of allowed
general unsecured claims.  In addition, holders of general
unsecured claims will receive their pro rata share of any
recoveries from Third-Party Claims not released under the Plan.
The Prepetition Senior Secured Lender and the Secured Noteholder
have also agreed to waive their right to receive a distribution on
account of their deficiency claims, which totaled more than $43
million in the aggregate.

Under the Plan, holders of general unsecured claims will recover
approximately 3.3% of the total amount of their allowed claims,
while the Prepetition Senior Secured Claim will recover
approximately 27% of the total amount of its allowed claim.

                   About Tactical Intermediate

Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").

Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco").  Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers.  Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.

Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited.  Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.

Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.

Judge Kevin Gross is assigned to the Chapter 11 cases.  The
Debtors have requested joint administration of the cases under
Case No. 14-11659.

The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.

Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.


TRUMP ENTERTAINMENT: Say Trump Taj Mahal to Shut Down
-----------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
lawyers for Trump Entertainment Resorts Inc. said the operator's
last remaining Atlantic City boardwalk casino, the Trump Taj
Mahal, is almost certainly going to close.

"We intend to close the facility at the Taj Mahal on Dec. 12,"
Trump Entertainment lawyer Kris Hansen told a bankruptcy judge,
the DBR report related.  A meeting has been set for Nov. 17 with
New Jersey officials who have so far turned a cold shoulder to the
gambling company's pleas for a $175 million bailout package, the
report related.

                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 & NEWALL: Must Face Asbestos Claims Despite Ch. 11
---------------------------------------------------------
Maureen Gallagher, Executrix for the Estate of Dennis Gallagher,
by her agent, The Federal-Mogul Asbestos Personal Injury Trust,
filed asbestos-related negligence claims against a number of
defendants, including defunct British manufacturing company Turner
& Newell.  T&N moved for summary judgment pursuant to Super. R.
Civ. P. 56 (Rule 56).

In a decision dated Oct. 24, 2014, the Superior Court of Rhode
Island through Justice Alice B. Gibney denied the Defendant's
Motion for Summary Judgment, after finding that the Plaintiff has
demonstrated that there exist material questions of fact
precluding the granting of summary judgment.  The Superior Court
noted that Section 4.5 of Federal-Mogul's reorganization plan
specifically conditioned the Defendant's discharge upon the
exhaustion of the Hercules Policy.  At this point in time, the
Hercules Policy has yet to be exhausted, the Superior Court said.
Accordingly, the Defendant has not been provided with a discharge,
the automatic stay has not lifted, and the statute of limitations
has not begun to run, the Superior Court held.

The case is MAUREEN GALLAGHER, Executor for the ESTATE of DENNIS
GALLAGHER, by her agent, THE FEDERAL-MOGUL ASBESTOS PERSONAL
INJURY TRUST Plaintiff, v. AMERICAN INSULATED WIRE CORP., T&N
LIMITED, f/k/a T&N plc, TURNER & NEWALL PLC, and TURNER & NEWALL
LIMITED, TAF INTERNATIONAL LIMITED, f/k/a TURNERS ASBESTOS FIBRES
LIMITED and RAW ASBESTOS DISTRIBUTORS LIMITED, and JOHN DOE
Defendants, C.A. NO. PC 11-5269 (R.I. Super.).  A full-text copy
of the Decision is available at http://is.gd/DT07RBfrom
Leagle.com.


TWITTER INC: S&P Assigns Unsolicited 'BB-' CCR; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
unsolicited 'BB-' corporate credit rating to San Francisco-based
social networking company Twitter Inc.  The outlook is stable.  At
the same time, S&P assigned its unsolicited 'BB-' issue-level
rating and unsolicited '3' recovery rating to the company's $1.8
billion convertible notes, which comprise $900 million 0.25%
convertible notes due 2019 and $900 million 1% convertible notes
due 2021.  The '3' recovery rating indicates S&P's expectation for
meaningful recovery (50%-70%) of principal for debtholders in the
event of a payment default.

Twitter will use proceeds from debt issuance for general corporate
purposes, including acquisitions and operating needs.  As of
Sept. 30, 2014, the company had about $3.6 billion in cash and
cash equivalents and short-term investments.  The $3.6 billion
included net proceeds from the convertible notes offering.

"The unsolicited 'BB-' corporate credit rating incorporates our
assumption of healthy growth in monthly active users and revenues,
the possibility of positive discretionary cash flow in 2016, and
ongoing minimal debt leverage," said Standard & Poor's credit
analyst Andy Liu.  The company is investing very aggressively in
growth.  Depending on the level of business reinvestment, Twitter
may not generate positive discretionary cash flow until 2016.

"The stable outlook reflects our expectation that Twitter will
continue to experience very strong growth and not encounter a
significant increase in competitive pressure," said Mr. Liu.  "We
expect the company to experience very high growth over the next
two to three years as it expands internationally and grows revenue
as well as to maintain meaningful cash balances to offset negative
discretionary cash flow and offset volatility.  S&P do not expect
it to pursue shareholder return activities such as share buybacks
and dividends.

S&P could raise the rating if Twitter broadens its revenue sources
through international expansion and new product launches,
maintains its market position, continues to improve its
profitability, and achieves positive and sustained discretionary
cash flow in excess of $100 million in 2016.

S&P could lower the rating if Twitter is unable to achieve
positive discretionary cash flow and if there is a marked
deceleration in revenue growth or if revenue actually contracts.
This could indicate that the business model may be facing
significant risks, which could cause S&P to revise its "fair"
business risk profile assessment.  A sizable acquisition that
significantly depletes the company's cash balances could also
result in a downgrade.


UNITEK GLOBAL: Delays Quarterly Report; Expects Net Loss
--------------------------------------------------------
Andrew J. Herning, Chief Financial Officer of UniTek Global
Services, Inc., said in a Form 12b-25 filing with the Securities
and Exchange Commission that due to matters related to the
forbearance agreements entered into by the Company over the past
several months, the Company could not complete the Form 10-Q for
the quarter ended September 27, 2014 by the due date without
unreasonable effort or expense.

The CFO said that for the quarter ended September 27, 2014, the
Company expects to report consolidated revenues of approximately
$85 million, compared with $130 million for the third quarter of
2013.  The Company expects to report consolidated revenues of
approximately $256 million for the nine months ended September 27,
2014 compared to $365 million for the corresponding period in
2013.  The Company anticipates net losses for the third quarter of
2014 and for the nine months ended September 27, 2014, and that
the net loss for the first nine months of 2014 will be
substantially higher than the net loss for the corresponding
period of 2013. The Company's interim financial statements as of
September 27, 2014 have not been finalized and as such these
amounts are subject to change.

                  About UniTek Global Services

UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.

On Nov. 3, 2014 UniTek Global and nine subsidiary companies filed
petitions in the United States Bankruptcy Court for the District
of Delaware seeking relief under chapter 11 of the United States
Bankruptcy Code.  The Debtors' cases have been assigned to Judge
Judge Peter J. Walsh. The Debtors are seeking to have their cases
jointly administered for procedural purposes, with pleadings to be
maintained on the case docket for UniTek Global Services, Inc.,
Case No. 14-12471.

The Debtors have tapped Morgan, Lewis & Bockius LLP as counsel;
Young, Conaway, Stargatt & Taylor, LLP, as co-counsel; Miller
Buckfire & Co. LLC, as financial advisor; Protiviti Inc., and Epiq
Bankruptcy Solutions, LLC, as claims and noticing agent.

As of Sept. 30, 2014, the Debtors have 2,500 employees,
substantially all of whom are full-time.

UniTek Global reported a net loss of $52.07 million on $471.93
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $77.73 million on $437.59 million of revenues
in 2012.

The Company's balance sheet at March 29, 2014, showed $250 million
in total assets against $257 million in total liabilities.

A Dec. 12 hearing is scheduled to consider confirmation of the
Debtors' prepackaged plan and the adequacy of the disclosure
statement explaining the Plan.  The Plan is premised upon a plan
support agreement entered into among Unitek Global and (i) its
U.S. subsidiaries, including DirectSAT USA, Inc.; (ii) Apollo
Investment Corporation, as agent for the lenders under the ABL
Credit Agreement; (iii) certain lenders under the ABL Credit
Agreement; (iv) certain lenders under the Term Loan Credit
Agreement; and (v) DIRECTV, LLC.  Under the PSA, Unitek agreed to
the terms of a restructuring of its more than $90 million debt
with its lenders, including affiliates of Littlejohn & Co. and New
Mountain Capital, and a voluntary pre-packaged Chapter 11 filing.

Wilmington Trust, National Association, as agent, and a group of
lenders agreed to provide Unitek with more than $50 million in
debtor-in-possession financing.  The DIP Agent is represented by
Jason J. Solomon, Esq., at Alston & Bird LLP, in Charlotte, North
Carolina.  Certain DIP Lenders are represented by Joshua A.
Sussberg, Esq., and Yongjin Im, Esq., at Kirkland & Ellis LLP, in
New York; and Steven N. Serajeddini, Esq., at Kirkland & Ellis
LLP, in Chicago, Illinois.  Certain of the DIP Lenders are also
represented by Richard A. Levy, Esq., and Matthew L. Warren, Esq.,
at Latham & Watkins LLP, in Chicago, Illinois.


VERSO PAPER: Incurs $35.5 Million Net Loss in Third Quarter
-----------------------------------------------------------
Verso Paper Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $35.55 million on $350.22 million of net sales for the three
months ended Sept. 30, 2014, compared to a net loss of $9.78
million on $374.87 million of net sales for the three months ended
Sept. 30, 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $169 million on $970.25 million of net sales compared
to a net loss of $91.20 million on $1.03 billion of net sales for
the same period a year ago.

Verso Paper's balance sheet at Sept. 30, 2014, showed $1.01
billion in total assets, $1.60 billion in total liabilities and a
$584.32 million total deficit.

"Our ability to continue as a going concern is dependent on
management's plans, which are centered on the NewPage acquisition,
and also include potential asset dispositions (e.g., the
disposition of the Bucksport mill following its previously
announced closure), and continuing to raise funds through debt
and/or equity financings.  We have certain significant cash
outflow requirements over the next 12 months outside of normal
paper mill operations, including our current debt service
requirements, costs associated with the Bucksport mill closure and
transaction and integration costs associated with the NewPage
acquisition.  Our future projected operating results of current
operations alone, exclusive of the impact of the NewPage
acquisition, raise substantial doubt as to our ability to continue
as a going concern."

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

                        http://is.gd/YHiitR

                            About Verso

Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan.  Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising.  Additional information about Verso is available on
its Web site at http://www.versopaper.com/

                            *    *    *

As reported by the TCR on July 10, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Memphis, Tenn.-
based Verso Paper Holdings LLC to 'CC' from 'CCC'.  "The rating
action reflects the announcement that the company plans to conduct
a two-part exchange for its senior secured second-priority notes
and senior subordinated notes," said Standard & Poor's credit
analyst David Kuntz.

The TCR reported on June 24, 2014, that Moody's Investors Service
downgraded Verso Paper Holdings LLC's corporate family rating
(CFR) to Caa3 from B3 and probability of default rating (PDR) to
Caa3-PD from Caa2-PD.  Verso's Caa3 CFR reflects the elevated risk
of a default or distressed exchange in the next 12 months, the
company's weak liquidity, high leverage (adjusted leverage over
13x), and the expectation that the company will continue to face
secular demand declines and weak prices for most of the grades of
coated paper it produces.


VISCOUNT SYSTEMS: Incurs C$694,000 Net Loss in Third Quarter
------------------------------------------------------------
Viscount Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss and comprehensive loss of C$694,549 on C$1.41 million
of sales for the three months ended Sept. 30, 2014, compared to a
net loss and comprehensive loss of C$316,530 on C$1.07 million of
sales for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss and comprehensive loss of C$2.28 million on C$3.71
million of sales compared to a net loss and comprehensive loss of
C$836,176 on C$2.94 million of sales for the same period during
the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $2.14
million in total assets, $5.74 million in total liabilities and a
$3.59 million total stockholders' deficit.

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

                        http://is.gd/TTNMSD

                       About Viscount Systems

Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer,
developer and service provider of access control security
products.

The Company's bank credit facility was suspended on December 30,
2011 due to the bank's assessment of the Company's financial
position.  Management has determined that the Company will need to
raise a minimum of C$500,000 by way of new debt or equity
financing to continue normal operations for the next twelve
months.  Management has been actively seeking new investors and
developing customer relationships, however a financing arrangement
has not yet completed.  Short-term loan financing is anticipated
from related parties, however there is no certainty that loans
will be available when required.  These factors raise substantial
doubt about the ability of the Company to continue operations as a
going concern.

Dale Matheson Carr-Hilton LaBonte LLP expressed substantial doubt
about the Company's ability to continue as a going concern, citing
that the Company has an accumulated deficit of C$11.67 million for
the year ended Dec. 31, 2013.  The Company requires additional
funds to meet its obligations and the costs of its operations.

The Company reported a net loss of C$3.08 million on
C$4.13 million of sales in 2013, compared with a net loss of
C$2.68 million on C$3.6 million of sales in 2012.


WALTER INVESTMENT: Bank Debt Trades at 7% Off
---------------------------------------------
Participations in a syndicated loan under which Walter Investment
Management Corp is a borrower traded in the secondary market at
92.58 cents-on-the-dollar during the week ended Friday, Nov. 14,
2014 according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 1.29 percentage points from the previous week, The
Journal relates.  Walter Investment pays 375 basis points above
LIBOR to borrow under the facility.  The bank loan matures on Dec.
18, 2020, and carries Moody's B2 rating and Standard & Poor's B+
rating.  The loan is one of the biggest gainers and losers among
212 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


ZUERCHER TRUST: U.S. Trustee Seeks Chapter 7 Liquidation
--------------------------------------------------------
The U.S. Department of Justice's bankruptcy watchdog has asked a
bankruptcy court to convert the Chapter 11 case of The Zuercher
Trust of 1999 into a Chapter 7 liquidation.

In a filing with the U.S. Bankruptcy Court for the Northern
District of California, the U.S. Trustee for Region 17 said the
trust's estate is "administratively insolvent," and is expected to
be so through the effective date of the trust's proposed
liquidation plan.

The agency also said the plan that was filed on Sept. 18 doesn't
provide enough information of what creditors may receive and what
the estate's true condition is.

The U.S. trustee also cited Zuercher Trust's failure to pay the
agency's fees for the last quarter of 2013 as ground for
converting the case.

The bankruptcy court is set to hold a hearing on Dec. 11 to
consider the request.  Objections must be filed at least 14 days
prior to the hearing.

              About The Zuercher Trust of 1999

San Mateo, California-based The Zuercher Trust of 1999 filed for
Chapter 11 bankruptcy (Bankr. N.D. Cal. Case No. 12-32747) on
Sept. 26, 2012.  Bankruptcy Judge Hannah L. Blumenstiel presides
over the case.  Derrick F. Coleman, Esq., at Coleman Frost LLP,
served as the Debtor's counsel.  The Debtor is now represented by
Bradley Kass, Esq., at Kass & Kass Law Offices.

The Debtor, a business trust, estimated assets and debts of
$10 million to $50 million.  The Debtor owns property in
621 S. Union Avenue, in Los Angeles.  The property is currently in
REAP for alleged city health code violations.

In its schedules, the Debtor disclosed $28,450,000 in total assets
and $12,084,015 in total liabilities.

The petition was signed by Monica H. Hujazi, trustee of the
Zuercher Trust.

As reported in the TCR on March 22, 2013, August B. Landis, Acting
U.S. Trustee for Region 17, obtained authorization from the U.S.
Bankruptcy Court to appoint Peter S. Kravitz as Chapter 11 Trustee
for The Zuercher Trust of 1999.  Steven T. Gubner, Esq., and
Richard D. Burstein, Esq., at Ezra Brutzkus Gubner LLP, represent
the Chapter 11 Trustee as bankruptcy counsel.


ZUERCHER TRUST: Chapter 11 Trustee Files Plan of Liquidation
------------------------------------------------------------
Peter S. Kravitz, the Chapter 11 Trustee for The Zuercher Trust of
1999, has filed a proposed Plan of Liquidation, which provides for
the liquidation of the Debtor's assets and distribution of the Net
Proceeds and other funds generated from the liquidation of the
Debtor?s assets including the Liquidation Claims to creditors in
accordance with the Bankruptcy Code?s priority scheme.

The Plan provides that:

    (1) on the Effective Date, all assets of the Debtor?s
        bankruptcy estate shall be transferred to a single
        liquidating trust, and

    (2) the trustee of the Liquidating Trust will, among other
        things, administer and liquidate the Liquidating Trust
        Assets, reconcile and, if necessary, object to claims, as
        appropriate, seek to avoid and recover certain transfers
        that may be voidable or recoverable pursuant to the
        Avoiding Power Claims for Relief and distribute the net
        funds held in the Liquidating Trust, after costs, to
        creditors holding Allowed Claims, as set forth herein and
        in the Liquidating Trust Agreement.

Under the Plan of Liquidation, secured claims will be paid in full
while each holder of a General Unsecured Claim will receive its
pro rata share of the Liquidating Trust Assets. Estimated recovery
for general unsecured claims is between 33%-60%. All equity
interests will be cancelled and receive no distribution.

The Effective Date of the Plan will be 45 days from the date that
the Confirmation Order becomes final for all purposes (i.e., no
outstanding appeal or collateral attack).

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

        http://bankrupt.com/misc/ZuercherTrust_613_DS.pdf


     U.S. Trustee Says Disclosure Statement Lacks Information

Tracy Hope Davis, U.S. Trustee for Region 17, objects to the
Disclosure Statement filed by the Chapter 11 Trustee of The
Zuercher Trust of 1999 that describes the Trustee?s Liquidating
Plan.

The U.S. Trustee objects to the approval of the Disclosure
Statement because it does not contain adequate information in the
following areas:

     A. The financial condition of the estate, particularly the
        administrative insolvency of the estate;

     B. The basis for the Trustee?s treatment of disputed co-owner
        Sterling Heatley; and

     C. The liquidation analysis.

In addition, the Plan contains provisions which are objectionable,
including:

     -- the broad discretion for Liquidating Trustee under the
        Plan to decline to perform;

     -- the broad indemnification, injunctions and exculpation
        provisions; and

     -- the proposed alteration of Bankruptcy Code requirements
        for plan modification.

Accordingly, the Disclosure Statement fails to meet the
requirements of Section 1125 of the Bankruptcy Code and approval
thereof should be denied.

              About The Zuercher Trust of 1999

San Mateo, California-based The Zuercher Trust of 1999 filed for
Chapter 11 bankruptcy (Bankr. N.D. Cal. Case No. 12-32747) on
Sept. 26, 2012.  Bankruptcy Judge Hannah L. Blumenstiel presides
over the case.  Derrick F. Coleman, Esq., at Coleman Frost LLP,
served as the Debtor's counsel.  The Debtor is now represented by
Bradley Kass, Esq., at Kass & Kass Law Offices.

The Debtor, a business trust, estimated assets and debts of
$10 million to $50 million.  The Debtor owns property in
621 S. Union Avenue, in Los Angeles.  The property is currently in
REAP for alleged city health code violations.

In its schedules, the Debtor disclosed $28,450,000 in total assets
and $12,084,015 in total liabilities.

The petition was signed by Monica H. Hujazi, trustee of the
Zuercher Trust.

As reported in the TCR on March 22, 2013, August B. Landis, Acting
U.S. Trustee for Region 17, obtained authorization from the U.S.
Bankruptcy Court to appoint Peter S. Kravitz as Chapter 11 Trustee
for The Zuercher Trust of 1999.  Steven T. Gubner, Esq., and
Richard D. Burstein, Esq., at Ezra Brutzkus Gubner LLP, represent
the Chapter 11 Trustee as bankruptcy counsel.




* Debts Canceled by Bankruptcy Still Mar Consumer Credit Scores
---------------------------------------------------------------
Jessica Silver-Greenberg, writing for writing for The New York
Times' DealBook, reported that tens of thousands of Americans who
went through bankruptcy are still haunted by debts long after --
sometimes as long as a decade after -- federal judges have
extinguished the bills in court as some of the nation?s biggest
banks ignore bankruptcy court discharges, which render the debts
void.

According to the report, paying no heed to the courts, the banks
keep the debts alive on credit reports, essentially forcing
borrowers to make payments on bills that they do not legally owe.
The practice -- a subtle but powerful tactic that effectively
holds the credit report hostage until borrowers pay -- potentially
breathes new life into the pools of bad debt that are bought by
financial firms, the report said.


* Bankruptcy Lawyer Michael Haynes Rejoins Gardere Wynne
--------------------------------------------------------
Gardere Wynne Sewell LLP announced that Michael S. Haynes has
rejoined the Firm as a partner in the Bankruptcy and Business
Reorganization Practice Group.

In 2005, Mr. Haynes began his legal career at Gardere as a
bankruptcy associate after earning his J.D., summa cum laude, and
M.B.A. from Texas Tech University. He joined Akin Gump Strauss
Hauer & Feld LLP as a bankruptcy attorney in 2011. Prior to
attending law school, Mr. Haynes worked as a stockbroker for
Fidelity Investments.

"We are pleased to welcome Michael back to the Gardere team," says
Gardere Chair Holland N. O'Neil. "With his background, track
record and knowledge of the Firm's culture, we have no doubt he
will be an immediate enhancement to our Bankruptcy and
Reorganization Practice."

Mr. Haynes focuses his practice on financial workouts and
restructurings, both in and out of court, with a particular
concentration on oil and gas matters. He has represented debtors,
secured and unsecured creditors, Chapter 7 and Chapter 11
trustees, creditor and equity committees, and post-confirmation
trusts in a variety of bankruptcy proceedings and bankruptcy-
related litigation. His work has helped him earn recognition on
the Texas Rising Stars list, as published by Thomson Reuters in
Texas Monthly, of the top young attorneys in the state four times.

"I am thrilled to return to Gardere," says Mr. Haynes. "Gardere's
restructuring practice provides an excellent platform to serve
clients in a variety of industries including, in particular, the
energy arena."

Attorneys in Gardere's Bankruptcy and Business Reorganization
Practice Group provide experienced representation to both
creditors and debtors in all industries and in all stages of the
bankruptcy and reorganization process. The Firm's bankruptcy
attorneys consistently are recognized for being leaders in the
industry by both Chambers USA and The Best Lawyers in America?.

Mr. Haynes' return to Gardere is just the latest in a series of
high-level arrivals at the Firm. Arcie I. Jordan joined the Firm's
Austin office in September, and Alfredo Ramos joined the Houston
office in July.

Mr. Haynes may be reached at:

         Michael S. Haynes, Esq.
         GARDERE WYNNE SEWELL LLP
         Thanksgiving Tower, Suite 3000
         1601 Elm Street
         Dallas, TX 75201
         Tel: (214) 999-4818
         Fax: (214) 999-3818
         Email: mhaynes@gardere.com

Gardere Wynne Sewell LLP, an Am Law 200 firm founded in 1909 and
one of the Southwest's largest full-service law firms, has offices
in Austin, Dallas, Houston and Mexico City. Gardere provides legal
services to private and public companies and individuals in the
areas of bankruptcy and business reorganization, corporate,
energy, environmental, financial services, government affairs,
hospitality, intellectual property, international, labor and
employment, litigation, private equity, real estate and tax.


* Morgan Lewis Votes to Admit 227 Partners From Bingham McCutchen
-----------------------------------------------------------------
Morgan Lewis & Bockius LLP said in a press release that on Nov. 14
it voted to admit 227 partners from Bingham McCutchen as partners
in Morgan Lewis.  With the addition of these partners, Morgan
Lewis will be one of the largest firms in the world, and will
offer clients global access to broad capabilities across a
comprehensive spectrum of services and industries addressing
virtually every aspect of corporate operations.

Morgan Lewis states: "[The firm] will be comprised of nearly 2,000
lawyers and serve clients via 28 offices in the United States,
Europe, Asia, and the Middle East, with an enhanced presence along
the East and West coasts of the United States.

"The partners are expected to join Morgan Lewis before the end of
November 2014."

According to Jennifer Smith, writing for The Wall Street Journal,
the two firms had been in negotiations for months about a
potential merger following a rocky year-and-a-half for Bingham,
which was marked by partner exits and disappointing 2013 financial
results.  The Journal said Bingham partners who won't be joining
Morgan Lewis include a handful of partners who opted to go
elsewhere or had client conflicts with Morgan Lewis, while others
are retiring or will move into other roles, including senior
counsel.  After the move, Bingham McCutchen will no longer
function as a practicing law firm, the Journal added, citing a
person familiar with the discussions.

* Noted Restructuring Attorney Joins McGuireWoods as Partner
------------------------------------------------------------
McGuireWoods on Oct. 28, 2014, expanded its capabilities in its
fast-growing Dallas office with the addition of accomplished
restructuring and insolvency attorney Mark A. Platt, who joined
the firm as a partner.

Mr. Platt, who has substantial insolvency and commercial
litigation experience, focuses on several industries, including
telecommunications, real estate and energy. He has successfully
litigated cases for senior lenders, private equity firms and a
wide array of debtors and creditors in federal and state courts
across the country, including in Texas, Delaware, and New York.
Mr. Platt is the current co-chair of the American Bar Association
Bankruptcy and Insolvency Litigation Committee.

The addition continues the firm's Texas expansion, which included
the opening of a six-lawyer Dallas office in March. The firm began
its expansion in Houston and Austin, where it also established a
presence for its highly regarded public affairs group,
McGuireWoods Consulting. The Dallas office, after just seven
months in the market, has more than tripled in size to 20 lawyers.

"We are committed to Texas, and Mark is a key addition for us,"
said Akash Sethi, managing partner of the firm's Dallas office.
"He not only adds an important dimension to our litigation
practice, here and across the firm, but his experience will bring
immediate benefits to our private equity, banking and other
corporate clients. We are delighted to welcome him to the firm."

"Mark's reputation precedes him. He brings invaluable skill and
experience in complex business bankruptcy and commercial
litigation matters, including first-chair trial experience in
several states for domestic and international clients," said Dion
Hayes, chairman of the firm's 40-attorney Restructuring and
Insolvency Department. "He is essential to the continued
development of our practice."

Mr. Platt joins a team that includes transactional lawyers and
litigators from across the firm's 20 offices. Four of
McGuireWoods' restructuring and insolvency partners are ranked by
Chambers USA in its 2014 guide. The firm's restructuring and
insolvency team covers a range of industries, including retail,
transportation, real estate, manufacturing, energy and
telecommunications.

Mr. Platt joins McGuireWoods from the Dallas office of Norton Rose
Fulbright. He received his bachelor's degree from the University
of Pennsylvania and his law degree from the Southern Methodist
University Dedman School of Law. The Best Lawyers in America has
listed him for five consecutive years for Insolvency and
Reorganization Law, and he has earned a spot on the Martindale-
Hubbell Texas Top Rated Lawyer List.

"McGuireWoods has a world-class insolvency practice," Mr. Platt
said. "This is a tremendous opportunity to extend its reach to
Dallas and the Southwest. I'm excited to join the team and look
forward to contributing in every way I can."

Mr. Platt may be reached at:

         Mark A. Platt, Esq.
         MCGUIREWOODS
         2000 McKinney Avenue
         Suite 1400
         Dallas, TX 75201
         Tel: (214) 932 6433
         Fax: (214) 273 7485
         Email: mplatt@mcguirewoods.com


* BOND PRICING -- For The Week From Nov. 10 to 14, 2014
-------------------------------------------------------

  Company               Ticker  Coupon Bid Price  Maturity Date
  -------               ------  ------ ---------  -------------
Allen Systems
  Group Inc             ALLSYS  10.500    35.000     11/15/2016
Allen Systems
  Group Inc             ALLSYS  10.500    36.500     11/15/2016
BPZ Resources Inc       BPZ      6.500    91.791       3/1/2015
Caesars Entertainment
  Operating Co Inc      CZR     10.000    14.000     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    15.500       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR      6.500    11.575       6/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     12.750    17.127      4/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      5.750    13.000      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    15.250     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    15.500       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR      5.750    12.375      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    14.500     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.000    13.875     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.000    16.500     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    15.500       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     10.000    16.500     12/15/2018
Cal Dive
  International Inc     CDVI     5.000    25.000      7/15/2017
Champion
  Enterprises Inc       CHB      2.750     0.250      11/1/2037
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    42.500     11/15/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    42.625     11/15/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    42.625     11/15/2017
ConocoPhillips          COP      4.600    97.648      1/15/2015
Dendreon Corp           DNDN     2.875    57.000      1/15/2016
Endeavour
  International Corp    END     12.000    12.000       6/1/2018
Endeavour
  International Corp    END      5.500     3.250      7/15/2016
Energy Conversion
  Devices Inc           ENER     3.000     7.875      6/15/2013
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU     10.000     9.750      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU     10.000     9.500      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU      6.875     5.375      8/15/2017
Exide Technologies      XIDE     8.625    20.000       2/1/2018
Exide Technologies      XIDE     8.625    20.000       2/1/2018
Exide Technologies      XIDE     8.625    20.000       2/1/2018
FBOP Corp               FBOPCP  10.000     2.000      1/15/2009
FairPoint
  Communications
  Inc/Old               FRP     13.125     1.000       4/2/2018
Federal National
  Mortgage Association  FNMA     2.625    99.437     11/20/2014
Fleetwood
  Enterprises Inc       FLTW    14.000     3.557     12/15/2011
Global Geophysical
  Services Inc          GEGS    10.500    11.000       5/1/2017
Global Geophysical
  Services Inc          GEGS    10.500     0.894       5/1/2017
Gymboree Corp/The       GYMB     9.125    37.500      12/1/2018
James River Coal Co     JRCC     7.875     1.000       4/1/2019
James River Coal Co     JRCC    10.000     1.100       6/1/2018
James River Coal Co     JRCC     3.125     0.005      3/15/2018
K Mart Funding Corp     KMRT     9.440     2.000       7/1/2018
Lehman Brothers
  Holdings Inc          LEH      5.000    12.875       2/7/2009
Lehman Brothers Inc     LEH      7.500     9.125       8/1/2026
MF Global Holdings Ltd  MF       6.250    40.000       8/8/2016
MF Global Holdings Ltd  MF       3.375    34.443       8/1/2018
MF Global Holdings Ltd  MF       1.875    38.100       2/1/2016
MModal Inc              MODL    10.750    10.125      8/15/2020
Molycorp Inc            MCP      6.000    32.960       9/1/2017
Molycorp Inc            MCP      3.250    50.000      6/15/2016
Molycorp Inc            MCP      5.500    32.000       2/1/2018
Momentive Performance
  Materials Inc         MOMENT  11.500     1.040      12/1/2016
Morgan Stanley          MS       4.200   100.010     11/20/2014
NII Capital Corp        NIHD    10.000    35.250      8/15/2016
NII Capital Corp        NIHD     7.625    21.750       4/1/2021
OMX Timber Finance
  Investments II LLC    OMX      5.540    25.188      1/29/2020
PPG Industries Inc      PPG      2.700    96.799      8/15/2022
PPG Industries Inc      PPG      7.400   120.989      8/15/2019
Platinum Energy
  Solutions Inc         PLATEN  14.250    74.750       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN  14.250    74.750       3/1/2015
Powerwave
  Technologies Inc      PWAV     3.875     0.125      10/1/2027
Powerwave
  Technologies Inc      PWAV     3.875     0.125      10/1/2027
Prospect Capital Corp   PSEC     5.250   100.765     12/15/2030
Prospect Capital Corp   PSEC     5.625    95.035     12/15/2032
Quicksilver
  Resources Inc         KWK      7.125    20.490       4/1/2016
RAAM Global Energy Co   RAMGEN  12.500    76.000      10/1/2015
RadioShack Corp         RSH      6.750    35.000      5/15/2019
Saratoga Resources Inc  SARA    12.500    57.000       7/1/2016
TMST Inc                THMR     8.000    15.000      5/15/2013
Terrestar Networks Inc  TSTR     6.500    10.000      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250    12.250      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    26.000       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250    11.750      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500    10.313      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    27.000       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250    11.125      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500    11.125      11/1/2016
Tunica-Biloxi
  Gaming Authority      PAGON    9.000    59.500     11/15/2015
Verizon
  Communications Inc    VZ       5.500   109.748       4/1/2017
Walter Energy Inc       WLT      9.875    29.535     12/15/2020
Walter Energy Inc       WLT      8.500    29.000      4/15/2021
Walter Energy Inc       WLT      9.875    31.375     12/15/2020
Walter Energy Inc       WLT      9.875    31.375     12/15/2020
Western Express Inc     WSTEXP  12.500    89.250      4/15/2015
Western Express Inc     WSTEXP  12.500    89.000      4/15/2015
tw telecom
  holdings inc          TWTC     5.375   113.600      10/1/2022


                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.


                  *** End of Transmission ***