TCR_Public/141121.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Friday, November 21, 2014, Vol. 18, No. 324

                            Headlines

AAROMA HOLDINGS: High Court Won't Revisit Ruling In Diacetyl Suit
ACCELPATH INC: Incurs $546,000 Net Loss in Sept. 30 Quarter
ACTIVE POWER: Incurs $2.5-Mil. Net Loss in Q3
AFFYMAX INC: Suspends Filing of Reports with SEC
ALCO STORES: Going-Out-Of-Business Sale for 198 Stores Begins

ALCO STORES: Gets Approval to Hire Prime Clerk as Claims Agent
ALLIED SYSTEMS: PE Firm's Claims Pared in Suit Over Bankruptcy
ALLY FINANCIAL: To Sell $800 Million Senior Notes Due 2019
ALLY FINANCIAL: Inks $800 Million Underwriting Agreement
ALSIP ACQUISITION: Case Summary & 25 Largest Unsecured Creditors

AMERICAN MEDIA: Conference Call Held to Discuss Results
AMERICAN SPECTRUM: Has $13.8-Mil. Net Loss for FY 2013
ANDALAY SOLAR: Reports $570,000 Net Loss for Third Quarter
ANNA ROBINSON: Antique Bible Exempted From Creditor Claims
ANTARAMIAN PROPERTIES: Files Proposed Chapter 11 Plan

ARCAPITA BANK: Completes $100 Million Equity Raise
ARIZONA LA CHOLLA: Pima County Balks at Approval of Plan Outline
ARISTA POWER: Obtains Patent for Energy Storage System
AS SEEN ON TV: Delays Filing of Third Quarter Form 10-Q
ASBURY AUTOMOTIVE: S&P Rates Proposed $400MM 2024 Sub. Notes 'B+'

ASR CONSTRUCTORS: Can Use Adelanto Surplus
ASSOCIATED WHOLESALERS: BofA Says Trade Creditors to Be Paid
AURORA DIAGNOSTICS: Incurs $7.3 Million Net Loss in Third Quarter
AUXILIUM PHARMACEUTICALS: Amends Services Agreement with Publicis
AUXILIUM PHARMACEUTICALS: Has $32.6-Mil. Net Loss in Q3

BALDWIN ACADEMY: Case Summary & 7 Largest Unsecured Creditors
BAYOU SHORES: Regulators Barred From Closing Shoddy Nursing Home
BELDEN INC: Moody's Lowers Corporate Family Rating to Ba2
BELDEN INC: S&P Retains 'BB' CCR Over EUR200-Mil. Notes Add-On
BERNARD L. MADOFF: UBS Says Trustee Seeks to Erode Confidentiality

BION ENVIRONMENTAL: Presented at Drexel Hamilton Conference
BOARDWALK PIPELINES: S&P Rates New Senior Unsecured Notes 'BB+'
CAESARS ENTERTAINEMNT: Unit Finalizing Restructuring Plan
CALDERA PHARMACEUTICALS: Appoints President and CEO
CALMARE THERAPEUTICS: GEOMC Files Complaint in Connecticut

CAROLINE WYLY: $28MM Home Can't Cover Debts, Filing Says
CAROLINE WYLY: Lists Assets of $67.3 Million
CARROLS RESTAURANT: Moody's Affirms B3 Corporate Family Rating
CATASYS INC: Reports $210,000 Net Loss for Q3
CERIDIAN LLC: Moody's Affirms B3 Corp. Family Rating

CHENIERE ENERGY: Reports $43.2-Mil. Net Loss for Q3
CHINA TELETECH: Delays Form 10-Q for Third Quarter
CLIFFORD WOERNER: 5th Cir. May Change Rules on Attorneys' Fees
CLOUDEEVA INC: Trenk Dipasquale Approved as Bankruptcy Counsel
COLT DEFENSE: Delays Form 10-Q Filing Over Liquidity Concerns

COLT DEFENSE: $700MM Sr. Term Loan No Impact on Moody's Caa3 CFR
COMPUWARE HOLDINGS: Moody's Assigns B3 Corporate Family Rating
COUNTRYWIDE FIN'L: Supreme Court to Hear Key Mortgage Case
CRS HOLDING: Regions Bank DIP Motion Moot
CRS HOLDING: Court Denies JY Creative's Bif for Relief from Stay

CRYOPORT INC: Reports $3.2 Million Net Loss for Second Quarter
DAHL'S FOODS: Ex-CEO Sues Co. Over Incomplete Severance Payment
DAHL'S FOODS: Amends List of Largest Unsecured Creditors
DAHL'S FOODS: Proposes to Pay $255K Bonuses to Key Employees
DENDREON CORP: Dec. 9 Hearing on Sale & Bidding Procedures

DETROIT, MI: BofA OK'd to Foreclose Upon Hereford St. Property
DHX MEDIA: S&P Assigns 'B+' CCR & Rates C$150MM Sr. Notes 'BB-'
DIOCESE OF MONTANA: Has Loan to Pay Sexual Abuse Claims
DYNAVOX INC: Confirmation Hearing Set for Dec. 22
E H MITCHELL: Case Conversion Hearing Continued Until Jan. 3

EDENOR S.A.: Incurs ARS 720.9 Million Net Loss in Third Quarter
EDUCATION REALTY: S&P Affirms 'BB+' Corporate Credit Rating
EMMANUEL L. COHEN: Unable to Confirm Plan, Wants Case Converted
ENDEAVOR INT'L: Files Ch. 11 Reorganization Plan
ENERGY FUTURE: $200M Attys' Fee Bid Draws Objection in LBO Case

EPAZZ INC: Requires Additional Time to File Form 10-Q
ERF WIRELESS: Needs Additional Time to File Form 10-Q
EVERYWARE GLOBAL: Appoints Ellen Richstone to Board
EXIDE TECHNOLOGIES: Anticipates March 2015 Plan Confirmation
F & H ACQUISITION: Wants Removal Period Extended to March 12

FAIRFIELD SENTRY: 2nd Circuit Cracks Door After Sale Ruling
FCC HOLDINGS: Files Schedules of Assets and Liabilities
FIRED UP: Johnny Carino's Restaurants Set Dec. 8 Plan Date
FIRST DATA: James Nevels Named to Board of Directors
FORMFACTOR INC: Posts $277K Net Loss for Sept. 27 Quarter

FRED FULLER: Wants Expedited Sale of Assets to Rymes Heating
FREEDOM INDUSTRIES: ARCADIS to Continue Work on Facility
FREEDOM INDUSTRIES: ARCADIS to Continue Hold $100,000 Retainer
FULLCIRCLE REGISTRY: Somerset CPAs Okayed as Accountants
GARLOCK SEALING: PI Panel Cries Fraud, Wants to Reopen Estimation

GARLOCK SEALING: Simon Greenstone Wants Asbestos RICO Suit Nixed
GENCO SHIPPING: Files Q3 Form 10-Q, Names New President
GENERAL MOTORS: Recalled Cars Remain Unrepaired
GENERAL MOTORS: New GM Fends Off Liability on Defective Switches
GEOSUPPLY INC: Voluntary Chapter 11 Case Summary

GETTY PETROLEUM: $1.4 Million AIG Settlement Approved
GLYECO INC: Reports $1.3 Million Revenue for Third Quarter
GREAT LAKES DREDGE: Moody's Rates New $25MM Add-on Notes Caa1
GREAT LAKES DREDGE: S&P Hikes CCR to B on Improved Debt Leverage
GREAT PLAINS: Trustee to Take Over If Milestones Not Met

GT ADVANCED: Expeditors International Seek to Lift Stay
GT ADVANCED: SEC Opens Investigation Into Securities Trading
GT ADVANCED: Wants Ropes & Gray to Handle FINRA and SEC Inquiries
GT ADVANCED: Court Denies Motion to Pay Critical Vendors' Claims
GUIDED THERAPEUTICS: Incurs $3 Million Net Loss in 3rd Quarter

HAWAII MEDICAL: Seeks to Dismiss Chapter 11 Bankruptcy Cases
HD SUPPLY: Moody's Assigns B1 Rating on $1.25BB Sr. Secured Notes
HD SUPPLY: S&P Assigns 'B+' Rating on 1st Lien Notes Due 2021
HERCULES OFFSHORE: Files Fleet Status Report as of Nov. 18
HOMESTEAD COUNTRY: Sells Six Acres of Property to Evan Talan

HOTEL OUTSOURCE: Needs More Time to File Form 10-Q
HOUSTON REGIONAL: Relaunched as Root Sports, 96 Workers Laid Off
HOUSTON REGIONAL: No Direct Appeal for Comcast
IBCS MINING: Schedules Nov. 21 Sale Hearing
IMAGEWARE SYSTEMS: Incurs $2.2 Million Net Loss in Third Quarter

INDYMAC BANCORP: FDIC Capitulates in $58.6 Million Suit
IVANHOE ENERGY: Reports $93.4-Mil. Net Loss in Third Quarter
JAMES RIVER: Consents to Termination of Pension Plan by PBGC
JAMES RIVER: Blackstone Okayed as Committee's Investment Banker
JAMES RIVER: Has Deal with PBGC on Pension Plan Termination

JBM FARMS: Case Summary & 14 Largest Unsecured Creditors
JOHN D. OIL: Fifth Amended Reorganization Plan Denied Confirmation
JSC ALLIANCE BANK: Chapter 15 Case Summary
KEMET CORP: Withdraws Proposed $400 Million Notes Offering
KIOR INC: Dec. 8 Hearing on Bidding Procedures

KIOR INC: Seeks to Reject Matheson Contract
KIOR INC: Taps WilmerHale as Special Litigation Counsel
KIOR INC: Employs Epiq as Claims & Noticing Agent
LANTHEUS MEDICAL: Posts $1.4 Million Net Income in Third Quarter
LANTRONIX INC: Reports $262K Net Loss in Sept. 30 Quarter

LEHMAN BROTHERS: JPMorgan Files Final Brief in $8.6 Billion Suit
LIBERATOR INC: Delays Form 10-Q for Third Quarter
LIGHTSQUARED INC: Has Access to Cash Collateral Until Jan. 30
LIME ENERGY: Incurs $430,000 Net Loss in Third Quarter
LOLETA CHEESE: Case Summary & 20 Largest Unsecured Creditors

LPATH INC: Reports $3.2 Million Third Quarter Net Loss
LPC HOLDING: S&P Assigns 'B' CCR & Rates 1st Lien Loans 'B'
MACKEYSER HOLDINGS: Court OKs Payment of DIP Lenders' Expenses
MAST THERAPEUTICS: Incurs $7.87-Mil. Net Loss in Third Quarter
METALDYNE CORP: Asahi Settles PBGC's Pension Case for $40MM

METALICO INC: Registers 4.9 Million Shares for Resale
METALICO INC: TPG Specialty Reports 6.1% Stake as of Nov. 5
MIDTOWN SCOUTS: Submits Post-Confirmation Brief for Ch. 11 Plan
MOOG INC: New Upsized 2022 Notes No Impact on Moody's Ca2 CFR
MONROE HOSPITAL: Patient Care Ombudsman Not Needed Despite Cases

MVB HOLDING: Okayed to Sell 86 Gaming Devices to Golden Nugget
MT LAUREL LODGING: Disclosure Statement Hearing Reset to Feb. 25
MT LAUREL LODGING: Matters Related to FDIC Receiver Stayed
NAKED BRAND: Hires BDO USA as Accountants
NET PAY SOLUTIONS: IRS Says Trustee Can't Recoup $3M Payment

NORTEL NETWORKS: Bondholders, Retirees Fight Over Interest
PALM DRIVE: U.S. Trustee Appoints 7-Member Employees Committee
PANTECH CO: Dec. 17 Hearing on US Recognition of Korean Bankruptcy
PHOENIX PAYMENT: Wants Until Feb. 2 to Remove Actions
PORTER BANCORP: Maria Bouvette Reports 21.6% Stake as of Nov. 17

POSITIVEID CORP: Posts $1.6 Million Net Loss for Third Quarter
PRIMUS GUARANTY: Commences Members' Voluntary Liquidation
PVA APARTMENTS: Owner Regains Control of the Debtor
QLIK TECHNOLOGIES: Has $14.4-Mil. Net Loss for Q3
QUALITY LEASE: Files Schedules of Assets and Liabilities

QUEST SOLUTION: Posts $62,700 Net Income in Third Quarter
QUICKSILVER RESOURCES: Romy Massey Named Chief Accounting Officer
R.S. BACON: Involuntary Ch.11 Filed Again; PPL Seeks Dismissal
R.S. BACON: Debtor Wants Auction to Proceed
R.S. BACON: Involuntary Chapter 11 Case Summary

RELIABRAND INC: Incurs $1.11-Mil. Net Loss in FY Ended June 30
RESTIVO AUTO: Federal Tax Lien Loses Out to Unrecorded Mortgage
RICEBRAN TECHNOLOGIES: Sees Revenue of $40MM to $42MM for 2014
RIVER CITY: Wants Legal Counsel to Serve as Noticing Agent
RIVER CITY: Bids for Multi-Family Portfolio Due Dec. 10

RIVERWALK JACKSONVILLE: Disclosure Statement Hearing on Dec. 29
ROCKWELL MEDICAL: Plans to Offer $55 Million Common Shares
ROSETTA GENOMICS: 7 Proposals Approved at Annual Meeting
SAMUEL WYLY: Wanted to Serve on His Own Creditors' Committee
SAN BERNARDINO, CA: Says Voters Derailed Cost-Cutting Plan

SCRUB ISLAND: Kicks Off Bid to Wipe Out $122MM Bank Debt
SEAN DUNNE: Abandons Dismissal of U.S. Bankruptcy
SEARS HOLDINGS: Rights Offering Subscription Period Expired
SGK VENTURES: Committee Liquidating Plan Declared Effective
SIGA TECHNOLOGIES: Judge Martin Glenn Appointed as Mediator

SIGA TECHNOLOGIES: Files Schedules of Assets and Liabilities
SONDE RESOURCES: Receives NYSE Listing Delisting Notice
SONY CORP: Fitch Affirms 'BB-' IDR & Revises Outlook to Stable
SOUND SHORE: Confirms Amended Plan; Terrano is Plan Administrator
SUNVALLEY SOLAR: Posts $61,000 Net Income in Third Quarter

SUPER BUY FURNITURE: Two Members Leave Creditors Committee
T & V OPTIMUM: Case Summary & 20 Largest Unsecured Creditors
TACTICAL INTERMEDIATE: Rodefer Moss Approved as Tax Advisors
TELECONNECT INC: Terminates Registration of Securities
TERRAFORM POWER: S&P Affirms 'BB-' CCR Over First Wind Deal

TN-K ENERGY: Reports $55,000 Net Loss for Third Quarter
TONGJI HEALTHCARE: Incurs $51,000 Net Loss in Third Quarter
UNILAVA CORP: Delays Filing of Q3 Form 10-Q
UNIVERSAL COOPERATIVES: Authorized to Terminate 401(K) Plan
UNIVERSAL SOLAR: Delays Form 10-Q for Third Quarter

US STEEL CANADA: Ontario Court Sets Dec. 22 as Claims Bar Date
VARIANT HOLDING: IMH Has Issues with Jefferies Hiring
VERITEQ CORP: Incurs $893,000 Net Loss in Third Quarter
VERTICAL COMPUTER: Delays Q3 Form 10-Q Over Unresolved Issues
VICTORY ENERGY: Needs More Time to File Form 10-Q

VIGGLE INC: Files Copy of Investor Presentation With SEC
VISTEON CORP: UAW Retirees Slam Attempts to End Benefits Row
VRINGO INC: Posts $12.38-Mil. Net Loss for Third Quarter
VYCOR MEDICAL: Incurs $1.3 Million Net Loss in Third Quarter
WAVE SYSTEMS: To Sell $15 Million Worth of Securities

WESTERN CAPITAL: Bankruptcy Court Won't Interfere in Dispute
ZOGENIX INC: Presented at Stifel Nicolaus Conference
ZUFFA LLC: S&P Revises Outlook to Negative & Affirms 'BB-' CCR

* Rise of E-Commerce May Have Driven Retailers to Bankruptcy
* Bankruptcy Filings Continue Dropping 12% Year-to-Date

* Puerto Rico Says Bond Price Doesn't Justify Suit

* BOOK REVIEW: The First Junk Bond: A Story of Corporate Boom
               and Bust


                             *********

AAROMA HOLDINGS: High Court Won't Revisit Ruling In Diacetyl Suit
-----------------------------------------------------------------
Law360 reported that the U.S. Supreme Court said it won't review a
Third Circuit decision freeing Aaroma Holdings LLC from liability
for injuries allegedly caused by a chemical additive known as
diacetyl that gives foods a buttery flavor, which was manufactured
by a company whose assets it purchased in 2010.  According to the
report, the high court rejected a petition filed by the plaintiffs
in July, who had sought to overturn a Third Circuit ruling in
January that determined Aaroma couldn't be held liable for their
personal injury claims.


ACCELPATH INC: Incurs $546,000 Net Loss in Sept. 30 Quarter
-----------------------------------------------------------
Accelpath, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $545,686 on $40,500 of revenues for the three months ended
Sept. 30, 2014, compared to a net loss of $351,239 on $54,000 of
revenues for the three months ended Sept. 30, 2013.

As of Sept. 30, 2014, the Company had $71,830 in total assets,
$3.04 million in total liabilities and a $2.97 million total
stockholders' deficit.

On Sept. 30, 2014, the Company had a working capital deficit of
$3,031,217 compared to a working capital deficit of $2,726,028 at
June 30, 2014.  The $305,189 decrease in working capital is due
primarily to the operating loss incurred by the Company during the
three months ended Sept. 30, 2014.  AccelPath exited the
development stage in October 2010.  The Company's primary source
of operating cash flows to date has been from financing
activities.  During the three months ended Sept. 30, 2014, the
Company received $115,000 from the issuance of notes payable.

A full-text copy of the Form 10-Q is available for free at:
                       http://is.gd/CTNlpp

                         About AccelPath

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

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

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


ACTIVE POWER: Incurs $2.5-Mil. Net Loss in Q3
---------------------------------------------
Active Power, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $2.5 million on $12.69 million of total revenue for the
three months ended Sept. 30, 2014, compared with a net loss of
$3.13 million on $13.15 million of total revenue for the same
period last year.

The Company's balance sheet at Sept. 30, 2014, showed $37.34
million in total assets, $16.57 million in total liabilities and
total stockholders' equity of $20.77 million.

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

                       http://is.gd/pD6okl

Founded in 1992, Active Power (NASDAQ: ACPW) is a global leader in
flywheel energy and power technology for mission critical
applications. The company's products and solutions are unique
because of its patented flywheel and power electronics technology
that delivers critical power to leading innovators across multiple
industries. The combined benefits of its products' power density,
reliability, and total cost of ownership are unmatched in the
market. The company's products and solutions are built with pride
in Austin, Texas, at a state-of-the-art, ISO 9001:2008 registered
manufacturing and test facility. Global customers are served via
Austin and three regional operations centers located in the United
Kingdom, Germany, and China, that support the deployment of
systems in more than 50 countries. For more information, visit
www.activepower.com.

Active Power and CleanSource are registered trademarks of Active
Power, Inc. PowerHouse and the Active Power logo are trademarks of
Active Power, Inc. All other trademarks are the properties of
their respective companies.


AFFYMAX INC: Suspends Filing of Reports with SEC
------------------------------------------------
Affymax, Inc., filed with the U.S. Securities and Exchange
Commission a Form 15 to terminate the registration of its common
stock, par value $0.001 per share.  As of Nov. 14, 2014, there
were only 74 holders of the securities.  As a result of the Form
15 filing, the Company is not anymore obligated to file periodic
reports with the SEC.

                           About Affymax

Affymax, Inc. (Nasdaq: AFFY) is a biopharmaceutical company based
in Palo Alto, California.  In March 2012, the U.S. Food and Drug
Administration approved the Company's first and only product,
OMONTYS(R) (peginesatide) Injection for the treatment of anemia
due to chronic kidney disease in adult patients on dialysis.
OMONTYS is a synthetic, peptide-based erythropoiesis stimulating
agent, or ESA, designed to stimulate production of red blood cells
and has been the only once-monthly ESA available to the adult
dialysis patient population in the U.S.  The Company co-
commercialized OMONTYS with its collaboration partner, Takeda
Pharmaceutical Company Limited, or Takeda during 2012 until
February 2013, when the Company and Takeda announced a nationwide
voluntary recall of OMONTYS as a result of safety concerns.

                         Bankruptcy Warning

The Company said in the Quarterly Report for the period ended
March 31, 2014, "Because we have not made an irrevocable decision
to liquidate, the accompanying condensed financial statements have
been prepared under the assumption of a going concern basis that
contemplates the realization of assets and liabilities in the
ordinary course of business.  Operating losses have been incurred
each year since inception, resulting in an accumulated deficit of
$559.5 million as of March 31, 2014.  Nearly all of our revenues
to date have come from our collaboration with Takeda.  As a result
of the February 23, 2013 nationwide voluntary recall of OMONTYS
and the suspension of all marketing activities, there is
significant uncertainty as to whether we will have sufficient
existing cash to fund our operations for the next 12 months.
Given our limited resources, there is no assurance that we will be
able to reduce our operating expenses enough to meet our existing
and future obligations and conduct ongoing operations.  If we do
not have sufficient funds to continue operations, we could be
required to liquidate our assets, seek bankruptcy protection or
other alternatives.  Any failure to dispel any continuing doubts
about our ability to continue as a going concern could adversely
affect our ability to enter into collaborative relationships with
business partners.  These matters raise substantial doubt about
our ability to continue as a going concern.  Our financial
statements do not include any adjustments that may result from the
outcome of this uncertainty."

Affymax reported a net loss of $14.42 million in 2013 following a
net loss of $93.41 million in 2012.  As of June 30, 2014, the
Company had $5.38 million in total assets, $214,000 in total
liabilities, all current, and $5.17 million in total stockholders'
equity.

Ernst & Young LLP, in Redwood City, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that there is significant uncertainty as to whether the Company
will have sufficient financial resources to fund its operations
for the next 12 months.  This condition raises substantial doubt
about the Company's ability to continue as a going concern.


ALCO STORES: Going-Out-Of-Business Sale for 198 Stores Begins
-------------------------------------------------------------
After 113 years, Alco Stores, a discount retailer focused on
serving consumers in smaller communities with limited access to
other regional or national retail chains, is closing its doors
forever.

The U.S. Bankruptcy Court in Dallas approved an order on Nov. 20
authorizing Tiger Capital Group LLC, SB Capital Group LLC and
Great American Group LLC to conduct "Going Out Of Business" sales
in each of Alco's 198 locations in 23 states.  More than $260
million of inventory, fixtures and equipment will be liquidated
during the sale, which begins Friday, November 21.

"Alco's humble beginning as a single variety store in 1901 began a
path of growth fueled by a strategy of focusing on smaller
communities throughout the Midwest, Southeast and Southwest while
offering a wide selection of products at heavily discounted
prices," noted Daniel Kane, Managing Member of Tiger Capital
Group.  "In addition to the convenience of being able to shop
locally, the chain distinguished itself by emphasizing the kind of
friendly, personal service that small-town consumers expect.
Unfortunately, many of Alco's small-town customers were
disproportionately impacted by the slow economy.  These economic
factors ultimately led to the difficult decision to liquidate all
of Alco's assets."

On October 12, 2014, Alco filed for Chapter 11 protection in
federal bankruptcy court, Northern District of Texas, case no. 14-
34941.

"This event will offer consumers in Alco's small-town markets a
once-in-a-lifetime opportunity to get extraordinary discounts on
food and snack items, apparel and footwear for the family,
housewares, health and beauty aids, hardware, electronics,
seasonal items, toys, sporting goods, and so much more," said
Scott Bernstein, Chief Operating Officer of SB Capital Group.
"This Going-Out-of-Business Sale is timed as such that Alco's many
loyal customers will realize significant savings as they do their
holiday shopping."

The Going-Out-of-Business Sale will offer discounts off Alco's
already everyday, low prices, with storewide savings off the
lowest, ticketed price. Current markdowns and clearance items will
also have additional discounts.  The sale will continue until all
merchandise has been sold.

"We know that thousands of shoppers rely on Alco for daily
essentials such as groceries, housewares and domestics," added
Scott Carpenter, President of Great American Group's Retail
Solutions division.  "We'll keep these essentials fully-stocked
for a limited time as we sell through all of the existing
merchandise at discounted prices."

Alco stores, which average 25,000 square feet in size, are located
in Arizona, Arkansas, Colorado, Florida, Georgia, Idaho, Illinois,
Indiana, Iowa, Kansas, Minnesota, Missouri, Montana, Nebraska, New
Mexico, North Dakota, Ohio, Oklahoma, South Dakota, Texas, Utah,
Wisconsin, and Wyoming.  For a list of locations, go to:
http://www.alcostores.com/about_us

All stores will maintain their normal business hours during this
liquidation sale. Cash and major credit cards will be accepted.

In addition to the liquidation of merchandise inventories,
fixtures and equipment from all 198 stores, assets from the
company's 352,000-square-foot distribution center in Abilene,
Kansas will also be sold.

                    About Tiger Capital Group

Tiger Capital Group -- http://www.TigerGroup.com-- provides asset
valuation, advisory and disposition services to a broad range of
retail, wholesale, and industrial clients.  Tiger maintains
offices in New York, Los Angeles, Boston, San Francisco and
Sydney.

                   About SB Capital Group, LLC

SB Capital Group -- http://www.sbcapitalgroup.com-- is
a Schottenstein affiliate.  It operates in the field of asset
recovery, rescue finance, restructuring and strategic store
closing events.  With principals who are equity stakeholders in
retail enterprises, consumer products, franchising, licensing and
real property, SB Capital Group leverages resources and depth of
experience to provide services with applicability across a wide
spectrum of industries.

                 About Great American Group, LLC

Great American Group, LLC -- http://www.greatamerican.com-- is a
provider of advisory and valuation services, asset disposition and
auction solutions, commercial lending and real estate advisory
services.  Great American Group efficiently deploys resources with
sector expertise to assist companies, lenders, capital providers,
private equity investors and professional service firms in
maximizing the value of their assets.  It is a wholly owned
subsidiary of B. Riley Financial, Inc. (OTCBB: RILY), consisting
of an array of financial services companies including: B. Riley &
Co., LLC, a leading full service investment bank providing
corporate finance, research, and sales & trading to corporate,
institutional and high net worth individual clients; and B. Riley
Asset Management, a provider of investment products to
institutional and high net worth investors.  B. Riley Financial is
headquartered in Los Angeles with offices in Atlanta, Boston,
Charlotte, N.C., Chicago, Dallas, Melville and New York, N.Y.,
Newport Beach, Calif., Norwalk, Conn., San Francisco, and Munich.

                        About ALCO Stores

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

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

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

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

The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent.  Michael Moore has been named consultant to
the Debtors.

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

The U.S. Trustee for Region 6 appointed seven creditors to serve
in the official committee of unsecured creditors of ALCO Stores,
Inc.  The Law Office of Judith W. Ross serve as local counsel to
the Committee.


ALCO STORES: Gets Approval to Hire Prime Clerk as Claims Agent
--------------------------------------------------------------
Alco Stores Inc. received approval from U.S. Bankruptcy Judge
Stacey Jernigan to hire Prime Clerk LLC.

The company tapped the firm to help administer claims filed in its
bankruptcy case, and solicit votes from creditors when the company
files a bankruptcy plan.

Earlier this month, the U.S. trustee, the Justice Department's
bankruptcy watchdog, filed an objection, arguing there are issues
that had to be clarified before Alco should be allowed to hire the
firm.   Among the issues raised by the agency is the company's
failure to disclose if the firm holds a pre-bankruptcy claim.

"This information must be provided so the court, creditors, and
the United States trustee can evaluate whether the proposed
professional is a disinterested person," the U.S. Trustee said in
a court filing.

                         About ALCO Stores

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

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

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

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

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

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


ALLIED SYSTEMS: PE Firm's Claims Pared in Suit Over Bankruptcy
--------------------------------------------------------------
Law360 reported that the Delaware Chancery Court tossed claims
brought by The Yucaipa Cos. LLC against competing lender Black
Diamond Commercial Finance LLC over ownership of bankrupt Allied
Systems Holdings Inc.'s debt, ruling some claims were barred by a
covenant not to sue but allowing claims alleging harms unique to
Yucaipa.

According to the report, Yucaipa's amended complaint brings
several claims related to its debt ownership and an agreement to
distribute the remaining assets of the bankrupt Allied.  The
defendants moved to dismiss, arguing that the claims should be
collaterally estopped under a covenant not to sue that was upheld
by the New York courts and used to dismiss claims in bankruptcy
litigation, the report related.

The case is Yucaipa American Alliance Fund I LP et al. v. SBDRE
LLC et al., case number 9151-VCP, in the Court of Chancery of the
State of Delaware.

                About Allied Systems Holdings, Inc.

BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.

Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.

Allied Holdings Inc. first filed for chapter 11 protection (Bankr.
N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31, 2005.
Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the
Debtors in the 2005 case.  Allied won confirmation of a
reorganization plan and emerged from bankruptcy in May 2007
with $265 million in first-lien debt and $50 million in second-
lien debt.

The petitioning creditors said Allied defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second.  They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.
They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.

Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.

The Company is being advised by Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., and Jeffrey W. Kelley, Esq., at
Troutman Sanders, Gowling Lafleur Henderson.

The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries.  The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.

An official committee of unsecured creditors has been appointed in
the case.  The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC.  The Committee is represented by Sidley Austin
LLP.

In January 2014, the U.S. Trustee for Region 3 appointed a three-
member Official Committee of Retirees.

Yucaipa Cos. has 55% of the senior debt and took the position it
had the right to control actions the indenture trustee would take
on behalf of debt holders.  The state court ruled in March 2013
that the loan documents didn't allow Yucaipa to vote.

In March 2013, the bankruptcy court also gave the official
creditors' committee authority to sue Yucaipa.  The suit includes
claims that the debt held by Yucaipa should be treated as equity
or subordinated so everyone else is paid before the Los Angeles-
based owner. The judge allowed Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.


ALLY FINANCIAL: To Sell $800 Million Senior Notes Due 2019
----------------------------------------------------------
Ally Financial Inc. filed with the U.S. Securities and Exchange
Commission a free writing prospectus relating to the offering of
an aggregate principal amount of $800,000,000 3.750% senior notes
due 2019.  Interest on the Notes are due semi-annually, in arrears
on May 18 and November 18 of each year, until maturity, commencing
May 18, 2015.

Joint Book-Running Managers:

               Barclays Capital Inc.
               Citigroup Global Markets Inc.
               J.P. Morgan Securities LLC
               RBC Capital Markets, LLC
Co-Managers:   Credit Agricole Securities (USA) Inc.
               Lloyds Securities Inc.
               PNC Capital Markets LLC
               Scotia Capital (USA) Inc.
               U.S. Bancorp Investments, Inc.
               Cabrera Capital Markets, LLC
               C.L. King & Associates, Inc.
               MFR Securities, Inc.
               Samuel A. Ramirez & Company, Inc.

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

                        http://is.gd/B5z3tp

                        About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

The Company's balance sheet at June 30, 2014, showed $149.93
billion in total assets, $135.05 billion in total liabilities and
$14.87 billion in total equity.

                           *     *     *

As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'.  "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.

In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).

As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the Ba3 corporate family and B1 senior unsecured ratings
of Ally Financial, Inc. and revised the outlook for the ratings to
positive from stable.  Moody's affirmed Ally's ratings and revised
its rating outlook to positive based on the company's progress
toward sustained improvements in profitability and repayment of
government assistance received during the financial crisis.


ALLY FINANCIAL: Inks $800 Million Underwriting Agreement
--------------------------------------------------------
Ally Financial Inc. entered into an underwriting agreement
incorporating Ally's Underwriting Agreement Standard Provisions
with Barclays Capital Inc., Citigroup Global Markets Inc., J.P.
Morgan Securities LLC and RBC Capital Markets, LLC, as
representatives of the several Underwriters, pursuant to which
Ally agreed to sell to the Underwriters $800,000,000 aggregate
principal amount of 3.750% Senior Notes due 2019.  The Notes were
registered pursuant to Ally's shelf registration statement on Form
S-3 which became automatically effective on Dec. 24, 2013.

The Underwriting Agreement contains customary representations,
warranties and covenants of the Company, conditions to closing,
indemnification obligations of the Company and the Underwriters,
and termination and other customary provisions.

The Notes will be issued pursuant to an Indenture dated as of as
of July 1, 1982, as supplemented and amended by the first
supplemental indenture dated as of April 1, 1986, the second
supplemental indenture dated as of June 15, 1987, the third
supplemental indenture dated as of Sept. 30, 1996, the fourth
supplemental indenture dated as of Jan. 1, 1998, and the fifth
supplemental indenture dated as of Sept. 30, 1998, between the
Company and The Bank of New York Mellon (successor to Morgan
Guaranty Trust Company of New York), as trustee, and an action of
the executive committee of Ally dated as of Nov. 12, 2014.

A full-text copy of the Underwriting Agreement is available at:

                        http://is.gd/MdR7WV

                       About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

                           *     *     *

As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'.  "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.

In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).

As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the Ba3 corporate family and B1 senior unsecured ratings
of Ally Financial, Inc. and revised the outlook for the ratings to
positive from stable.  Moody's affirmed Ally's ratings and revised
its rating outlook to positive based on the company's progress
toward sustained improvements in profitability and repayment of
government assistance received during the financial crisis.


ALSIP ACQUISITION: Case Summary & 25 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

        Debtor                                       Case No.
        ------                                       --------
        Alsip Acquisition, LLC                       14-12596
        13101 South Pulaski Road
        Alsip, IL 60803

        APCA, LLC                                     14-12597
        13101 South Pulaski Road
        Alsip, IL 60803

Chapter 11 Petition Date: November 20, 2014

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

Debtors' Counsel: Laura Davis Jones, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 N. Market Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: 302 652-4100
                  Fax: 302-652-4400
                  Email: ljones@pszjlaw.com

                                   Estimated    Estimated
                                    Assets     Liabilities
                                  -----------  -----------
Alsip Acquisition                 $10MM-$50MM  $10MM-$50MM
APCA, LLC                         $0-$50,000   $0-$50,000

The petitions were signed by Stephen Silver, president.

List of Alsip Acquisition's 25 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount

   ------                          ---------------   ------------
Metropolitan Water                 Water Treatment/   $3,320,380
Reclamation District               Utility Company
100 East Erie Street
Chicago, IL 60611
Tel: 312-751-5600
Fax: 312-751-6635

GDF Suez Energy Resources          Utility Company    $2,108,296
1990 Post Oak Boulevard
Suite 1900
Houston, TX 77056
Tel: 888-232-6206

BP Canada Energy Marketing Corp.   Utility Company    $1,241,692
3464 Solutions Center
Chicago, IL 60677
Attn: Harriat Patrick
Tel: 713-323-4803

Resolute FB US Inc.                Trade Debt         $1,088,796
111 Rue Duke Bur. 5000
Montreal, QC
H3C 2MI, Canada
Attn: Ginger Brown
Tel: 514-394-3741
Fax: 514-394-2213

Prairie Transport                  Trade Debt           $814,142
6180 W. 1100 N
DeMotte, IN 46310
Tel: 219-964-1116

Econsynthetix                      Trade Debt           $809,992
3365 Mainway
Burlington, ON
L7M 1A7, Canada
Tel: 866-326-7847
Fax: 517-337-7939

Waste Management/Recycle           Trade Debt           $797,054
America
550 Center Avenue
Carol Stream, IL 60188
Tel: 630-752-1610

Omya                               Trade Debt           $715,519
39 Main Street
Proctor, VT 05765
Tel: 800-451-4468

Nicor Gas                          Utility Company      $669,982
P.O. Box 5407
Carol Stream, IL 60197
Tel: 888-642-6748

Nationwide Magazine & Book         Trade Debt           $613,902
Dist., Inc.
3000 East Grauwyler Road
Irving, TX 75061
Tel: 972-438-2123
Fax: 972-721-0613

ES Express Lines, Inc.             Trade Debt           $600,680
13555 Main Street
Lemont, IL 60439
Tel: 708-455-2222
Fax: 708-895-1100

Imerys                             Trade Debt           $561,602
100 Mansell Court East
Suite 300
Atlanta, GA 30368
Tel: 800-8943-3222
Fax: 920-757-6899

Zellstoff Celgar Limited Partner   Trade Debt           $507,866
700 West Pender Street
Vancouver, BC
V6C1G8
Attn: Terry MacDonald
Tel: 250-365-4217
Fax: 250-365-4211

Styron, LLC                        Trade Debt           $470,085
409  Ashman Street, Suite 1
Midland, MI 48640
Tel: 440-716-0759
Fax: 440-734-6058

Voith Paper Fabric & Roll          Trade Debt           $419,308
3040 Black Creek Road
Wilson, NC 27893
Tel: 252-265-4300
Fax: 252-243-3374

American Precision Services Inc.   Trade Debt           $411,583
7110 W. 21st Avenue
Gary, IN 46406
Tel: 219-977-4451
Fax: 219-977-4452

Norfolk Southern Railway           Trade Debt           $386,805
P.O. Box 532888
Atlanta, GA 30353
Tel: 404-529-1382
Fax: 404-589-6715

Federal International, Inc.        Trade Debt           $350,526
7935 Clayton Road
St. Louis, MI 63117
Tel: 314-721-3377
Fax: 314-721-2007

C.H. Robinson                      Trade Debt           $332,082
14701 Charlson Road
Eden Prairie, MN 55347
Tel: 855-229-6128

Mid-America Paper Recycling Co.    Trade Debt           $315,268
3685 W. 41st Street
Chicago, IL 60632
Attn: Martin Leibforth
Tel: 773-890-5454
Fax: 773-890-5757

Motion Industries, Inc.            Trade Debt           $264,006
1605 Alton Road
Birmingham, Al 35210
Tel: 708-422-2727
Fax: 708-422-6328

Key West Metal Industries, Inc.    Trade Debt           $261,254
13831 S. Kostner Avenue
Crestwood, IL 60445
Tel: 708-371-1470
Fax: 708-371-1570

Quincy Recycling                   Trade Debt           $244,563
526 South 6th Street
Quincy, IL 62301
Tel: 312-928-0643
Fax: 312-928-0644

Weavexx Felt                       Trade Debt           $229,886
62669 Collectins Center Drive
Chicago, IL 60693
Tel: 800-932-8399

Continental Paper Grading          Trade Debt           $215,726
1623 S. Lumber Street
Chicago, IL 60616
Tel: 312-226-2010
Fax: 312-226-2025


AMERICAN MEDIA: Conference Call Held to Discuss Results
-------------------------------------------------------
In a conference call Nov. 18, 2014, American Media, Inc., reported
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.

                       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.


AMERICAN SPECTRUM: Has $13.8-Mil. Net Loss for FY 2013
------------------------------------------------------
American Spectrum Realty, Inc., filed with the U.S. Securities and
Exchange Commission on Oct. 31, 2014, its annual report on Form
10-K for the year ended Dec. 31, 2013.

EEPB, P.C., expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
has recurring losses from continuing operations and relative low
levels of cash and cash equivalents.

The Company reported a net loss of $13.77 million on $42.7 million
of total revenues for the year ended Dec. 31, 2013, compared with
net income of $1.41 million on $42.23 million of total revenues in
2012.

The Company's balance sheet at Dec. 31, 2013, showed $399 million
in total assets, $355 million in total liabilities and
stockholders' equity of $44.0 million.

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

                       http://is.gd/pqAJUJ

               About American Spectrum Realty, Inc.

American Spectrum Realty, Inc. -- http://www.asrmanagement.com--
is a real estate investment company that owns, through an
operating partnership, interests in office, industrial, retail,
self-storage, RV parks, retail, multi-family properties and
undeveloped land throughout the United States.  American Spectrum
Management Group, Inc., a wholly-owned subsidiary of the Company,
manages and leases all properties owned by American Spectrum
Realty, Inc. as well as for third-party clients totaling 10
million square feet in multiple states.


ANDALAY SOLAR: Reports $570,000 Net Loss for Third Quarter
----------------------------------------------------------
Andalay Solar, Inc., 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 $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 last year.

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 in 2013.

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.

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

                        http://is.gd/TvbCbY

                        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.


ANNA ROBINSON: Antique Bible Exempted From Creditor Claims
----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. District Judge Staci M. Yandle in Peoria,
Illinois, disagreed with a bankruptcy judge, and ruled that an
1830 First Edition Mormon Bible worth $10,000 is exempt property.
Judge Yandle, however, ruled that under an Illinois statute, the
Bible might not be exempt if it had been bought in an attempt to
defraud creditors.

The case is Robinson v. Hagan (In re Robinson), 13-1239, U.S.
District court, Southern District Illinois (Peoria).


ANTARAMIAN PROPERTIES: Files Proposed Chapter 11 Plan
-----------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Antaramian Properties LLC, the owner and
developer of portions of a condominium, marina and hotel called
Naples Bay Resort, filed a proposed reorganization plan on Oct. 31
that would allow the Antaramian family to retain ownership thanks
to a $5 million loan to be made when the project emerges from a
Chapter 11 case that began in August in Fort Myers, Florida.

Accordiing to the report, unsecured creditors are shown in the
disclosure statement as having a 60 percent recovery.

Antaramian Properties, LLC, sought bankruptcy protection on Aug.
29, 2014 (Case No. 14-10145, Bankr. M.D. Fla.).  The case is
assigned to Judge Caryl E. Delano.  The Debtors are represented by
David S Jennis, Esq., at Jennis & Bowen PL, in Tampa, Florida.


ARCAPITA BANK: Completes $100 Million Equity Raise
--------------------------------------------------
Arcapita Bank B.S.C. has successfully raised its targeted $100
million in equity capital from shareholders in the GCC region to
fund its growth strategy.

Arcapita is now focused on: asset management of an existing $3
billion investment portfolio and the growth opportunity of new
Shari'ah-compliant alternative investment products and services.

The new equity will allow Arcapita to grow its asset management
capabilities and develop further revenue streams.  The firm will
focus on originating investments in asset classes, sectors and
geographical regions where its management has built significant
expertise over the past 17 years.

Arcapita will initially pursue new investment opportunities with
GCC region followed by other international markets including the
U.S., Asia, and Europe.  Arcapita's investment teams will offer
real estate and private equity investments on a "deal-by-deal" and
funds basis to a select group of investors.  In additiona,
Arcapita will offer services, including asset management and
advisory services.

Atif A. Abdulmalik, Arcapita's CEO, said, "Arcapita was formed to
originate high-quality Shari'ah-compliant alternative investment
opportunities for investors.  With the support of our shareholders
and investor base, we have built a strong platform to source and
manage Shari'ah-compliant investments worldwide.  Over the last 17
years, Arcapita's investment professionals have completed more
than 70 investments with a transaction value of approximately $30
billion across the globe."

Abdulaziz H. Aljomaih, Arcapita's chairperson of the board of
directors, added, "We are pleased that the equity offering was
oversubscribed and to have expanded our shareholder base to
include a prominent group of sovereign wealth funds, institutional
investors, high net worth individuals and family offices from
across GCC region."

As well as growing the shareholder base, Arcapita will expand its
board of directors, adding further depth and specialist experience
and strengthening the firm's governance structure.  The expanded
board of directors will consist of Mr. Aljomaih, head of
international investments at Aljomaih Holding Co.; Ghazi F. Al
Nafisi, co-founder and chairperson of Salhia Real Estate company
K.S.C.; Abdulrahman A. Al Muhanna, managing director and member of
the board of directors of Almarai Company; Amer A. Al Fahim, a
supervisory board member of al Fahim Group; Khalid J. Bin Kalban,
managing director and CEO of Dubai Investments PJSC; Usama M. Al
Barwani, executive director of MB Holding; Noor Rahman Abid,
previously the assurance leader for Ernst and Young in the Middle
East; a member from Bahrain Mumtalakat Holding company; and Atif
A. Abdulmalik, CEO of Arcapita.

                        About Arcapita Bank

Arcapita Bank B.S.C., also known as First Islamic Investment Bank
B.S.C., along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19,
2012.  The Debtors said they do not have the liquidity necessary
to repay a US$1.1 billion syndicated unsecured facility when it
comes due on March 28, 2012.

Falcon Gas Storage Company, Inc., filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012.  Falcon Gas
is an indirect wholly owned subsidiary of Arcapita that previously
owned the natural gas storage business NorTex Gas Storage Company
LLC.  In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a
Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II,
L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock
of NorTex from Falcon Gas for $515 million. Arcapita guaranteed
certain of Falcon Gas' obligations under the NorTex Purchase
Agreement.

The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy
counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP
as international counsel on Bahrain matters, Hatim S Zu'bi &
Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild
Inc. and financial advisor, and GCG Inc. as notice and claims
agent.

Milbank, Tweed, Hadley & McCloy LLP represented the Official
Committee of Unsecured Creditors.  Houlihan Lokey Capital, Inc.,
served as its financial advisor and investment banker.

Founded in 1996, Arcapita is a global manager of Shari'ah-
compliant alternative investments and operates as an investment
bank.  Arcapita is not a domestic bank licensed in the United
States.  Arcapita is headquartered in Bahrain and is regulated
under an Islamic wholesale banking license issued by the Central
Bank of Bahrain.  The Arcapita Group employs 268 people and has
offices in Atlanta, London, Hong Kong and Singapore in addition to
its Bahrain headquarters.  The Arcapita Group's principal
activities include investing on its own account and providing
investment opportunities to third-party investors in conformity
with Islamic Shari'ah rules and principles.

The Arcapita Group had roughly US$7 billion in assets under
management.  On a consolidated basis, the Arcapita Group owns
assets valued at roughly US$3.06 billion and has liabilities of
roughly US$2.55 billion.  The Debtors owe US$96.7 million under
two secured facilities made available by Standard Chartered Bank.

Arcapita explored out-of-court restructuring scenarios but was
unable to achieve 100 percent lender consent required to
effectuate the terms of an out-of-court restructuring.

Subsequent to the Chapter 11 filing, Arcapita Investment Holdings
Limited, a wholly owned Debtor subsidiary of Arcapita in the
Cayman Islands, issued a summons seeking ancillary relief from the
Grand Court of the Cayman Islands with a view to facilitating the
Chapter 11 cases.  AIHL sought the appointment of Zolfo Cooper as
provisional liquidator.

As reported in the TCR on Jun 19, 2013, the Bankruptcy Court for
the Southern District of New York entered its Findings of Fact,
Conclusions of Law, and Order confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and
Related Debtors with respect to each Debtor other than Falcon Gas
Storage Company, Inc.

A copy of the Confirmed Second Amended Joint Plan (With First
Technical Modifications) is available at:

          http://bankrupt.com/misc/arcapita.doc1265.pdf

The effective date of the Debtors' Second Amended Joint Plan of
Reorganization, dated as of June 11, 2013, occurred on Sept. 17,
2013.


ARIZONA LA CHOLLA: Pima County Balks at Approval of Plan Outline
----------------------------------------------------------------
Secured Creditor Pima County objected to the approval of Arizona
La Cholla, L.L.C.'s Disclosure Statement filed on Sept. 30, 2014.

According to Pima County, the Debtor's Disclosure Statement failed
to contain any language regarding the treatment of Pima County's
secured, non-dischargeable tax claims beyond a mere mention that
Pima County will retain its liens upon confirmation of the Plan.
This lack of any clear treatment language casts doubt upon the
Debtor's ability to complete payments in a timely fashion.

Pima County requested that the Debtor amend the Disclosure
Statement to ensure receipt of full payment of Pima County's
secured, non-dischargeable real property tax claims within a
period no later than sixty months from the date of the order of
relief; amend the Disclosure Statement to classify Pima County as
an impaired, secured creditor with the right to vote for
acceptance or rejection of the Plan of Reorganization, and amend
the Disclosure Statement to clarify that Debtor's statements that
Pima County and its officials have engaged in unlawful conduct are
unproven allegations.

Pima County has timely filed claims for 2013 and 2014 real
property taxes on parcel no. 225-43-015E (2125 W. Magee Road,
Tucson, Arizona.

In a separate filing, Pima County also objected to the
confirmation of the Debtor's Plan of Reorganization dated
Sept. 29, 2014, unless amended.

Pima County is requesting that the Debtor amend the Plan to:

   1. provide for payment of Pima County's non-dischargeable,
secured 2013 and 2014 real property tax claims along with interest
at the rate of 16% per annum prorated monthly.
Objection No. 2: Along with the lack of a proposed treatment for
payment of Pima County's secured, non-dischargeable tax claims,
Debtor's Plan of Reorganization has incorrectly listed Pima County
as an unimpaired creditor; and

   2. specify the treatment of Pima County's secured ad valorem
property tax claims and classify Pima County as an impaired
creditor having the ability to vote for acceptance or rejection of
the Plan.

Pima County is represented by:

         Grant Winston, Esq.
         David W. Krula, Esq.
         Deputy County Attorneys
         32 North Stone Avenue, Suite 2100
         Tucson, AZ 85701
         Tel: (520) 740-5750
         E-mail: Grant.Winston@pcao.pima.gov
                 pcaocvbk@pcao.pima.gov

                          The Plan & DS

As reported in the Troubled Company Reporter on Oct. 29, 2014,
Bankruptcy Judge Scott H. Gan will convene a hearing on Nov. 25,
2014, at 1:30 p.m., to consider adequacy of information in the
Dislosure Statement explaining the Debtor's Plan.  Objections, if
any, are due five business days prior to the hearing date.

As reported in the TCR on Oct. 6, 2014, the Debtor filed with the
Bankruptcy Court its Plan of Reorganization dated Sept. 30, 2014,
and accompanying Disclosure Statement.

Under the Plan, Claims against the Debtor are divided into six
Classes:

   * Class 1: Administrative claims;
   * Class 2: Claim of Pima County Treasurer, Beth Ford;
   * Class 3: Claim of Secured Creditor TFCU;
   * Class 4: General Unsecured Claims;
   * Class 5: Claim of Steven L. Nannini; and
   * Class 6: Claims of the Debtor's Members.

All Classes are impaired under the Plan except Classes 1, 2 and 4.
All impaired classes of claims and classes of interest will
receive the distributions under the Plan.

The Debtor owns 166,835 square feet of real property located at
the southwest corner of La Cholla Boulevard and Magee Road in
Tucson ("Main Parcel"), and approximately 16,117 square feet of
real property, fronting on Magee Road (the "Bubble Piece").

Upon approval of the Plan, the Debtor would transfer the Main
Parcel to Tucson Federal Credit Union by deed in lieu of
foreclosure and would transfer the Bubble Piece to TCFU by
quitclaim deed.  TCFU would accept the Debtor's conveyance of the
two Parcels as payment in full of and satisfaction of all
obligations comprising the TFCU Loan, including all obligations of
Nannini and ALC regarding the Note, the Deed of Trust, and the
Real Property.

As of the date of the Disclosure Statement, the balance due TFCU
under the Note is $2,059,504.  All claims for that amount and or
any other claims of any type and kind of TFCU against Nannini and
ALC are deemed paid pursuant to the Plan and finally and
definitively satisfied.

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

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

                      About Arizona La Cholla

Arizona La Cholla, L.L.C., filed a Chapter 11 bankruptcy petition
(Bankr. D. Ariz. Case No. 14-10254) on July 2, 2014.  Steven L.
Nannini signed the petition as manager.  The Debtor estimated
assets and liabilities of at least $10 million.  Altfeld &
Battaile P.C. serves as the Debtor's counsel.


ARISTA POWER: Obtains Patent for Energy Storage System
------------------------------------------------------
The United States Patent and Trademark Office issued a patent to
Arista Power, Inc., entitled "Energy Storage and Power Management
System".  The Patent relates to a system to manage the storage of
energy to, and the release of energy from, an energy storage
system with such energy being generated from one or more renewable
sources of energy, traditional sources of energy or the electric
grid, or a combination of any or all of these sources, resulting
in a reduction of the power demand from the electric grid of a
user of the system or of the high consumption charges during peak
usage times of a user of the system.  The Patent was assigned U.S.
Patent No. 8,886,363.

                         About Arista Power

Rochester, N.Y.-based Arista Power, Inc., is a developer,
manufacturer, and supplier of custom-designed power management
systems, renewable energy storage systems, and a supplier and
designer of solar energy systems.

Arista Power reported a net loss of $3.27 million on $2.19 million
of sales for the year ended Dec. 31, 2013, as compared with a net
loss of $3.48 million on $1.99 million of sales for the year ended
Dec. 31, 2012.

EFP Rotenberg, LLP, in Rochester, New York, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's recurring losses have resulted in an
accumulated deficit and ongoing operation is dependent upon
improved results from operation and additional financing.  These
conditions raise substantial doubt about its ability to continue
as a going concern.

                         Bankruptcy Warning

"We may also seek additional financing to accelerate our growth.
If we raise additional funds through the issuance of equity or
convertible debt securities, the percentage ownership of the
Company held by existing shareholders will be reduced and our
shareholders may experience significant dilution.  In addition,
new securities may contain rights, preferences or privileges that
are senior to those of our common stock.  If we raise additional
capital by incurring debt, this will result in increased interest
expense.  There can be no assurance that acceptable financing
necessary to further implement our plan of operation can be
obtained on suitable terms, if at all.  Our ability to develop our
business could suffer if we are unable to raise additional funds
on acceptable terms, which would have the effect of limiting our
ability to increase our revenues, develop our products, attain
profitable operations, or even may result in our business filing
for bankruptcy protection or otherwise ending our operations which
could result in a significant or complete loss of your
investment," the Company said in the Annual Report for the year
ended Dec. 31, 2013.


AS SEEN ON TV: Delays Filing of Third Quarter Form 10-Q
-------------------------------------------------------
As Seen On TV, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2014.  The Company said certain financial and other
information necessary for an accurate and full completion of the
Report could not be provided within the prescribed time period
without unreasonable effort or expense.

The Company previously entered into an agreement and plan of
merger with Infusion Brands International, Infusion Brands, Inc.,
a wholly-owned subsidiary of IBI and ASTV Merger Sub, Inc., a
Nevada corporation and wholly-owned subsidiary of the Company.
Due to the acquisition of Infusion, the Company anticipates the
Form 10-Q for the period ending Sept. 30, 2014, will reflect a
change in the results of its operations and due to reverse
acquisition accounting, a change in the results of operations in
its historical operations.

                        About As Seen on TV

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

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

The Company incurred a net loss of $9.32 million on $1.98 million
of revenues for the year ended March 31, 2014, as compared with
net income of $3.69 million on $9.40 million of revenues for the
year ended March 31, 2013.

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

The Company's balance sheet at June 30, 2014, showed $39.83
million in total assets, $46.31 million in total liabilities,
$2.70 million in redeemable preferred stock, and a $9.18 million
total stockholders' deficiency.

                         Bankruptcy Warning

The Company stated the following statements in its quarterly
report for the period ended June 30, 2014:

"We have experienced losses from operations since our inception
and cannot predict how long we will continue to incur losses or
whether we ever become profitable.  We have relied on a series of
private placements of secured and unsecured promissory notes; the
most recent promissory note sale was a senior secured promissory
note on April 3, 2014 in the amount of $10,180,000 whereby the
Company received net proceeds of approximately $8,400,000 after
debt issuance costs and original issuance discount.

"The Ronco is currently in default on $1,545,000 of its
outstanding 18% promissory notes.  Ronco is also in default on its
1.5% Secured Promissory Note with a current outstanding balance of
$8,620,000; however, on March 7, 2014, Ronco and certain creditors
entered into a forbearance agreement whereby each creditor will
forbear from exercising its rights and remedies under the 1.5%
Secured Promissory Note for up to 1 year provided Ronco does not
default on the forbearance agreement.

"Currently, the Company does not have a line of credit to draw
upon.  The Company's commitments and contingencies will either
utilize future operating cash flow or require the sale of debt or
equity securities to fulfill the commitments.

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

   * Significantly curtailing costs and consolidating operations,
     where feasible.

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

   * Reducing operations to conserve cash.

   * Deferring certain marketing activities.

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

There can be no assurance that we will be able to secure the
additional funding we need.  If our efforts to do so are
unsuccessful, we will be required to further reduce or eliminate
our operations and/or seek relief through a filing under the U.S.
Bankruptcy Code.  These factors, among others, raise substantial
doubt about our ability to continue as a going concern.  The
accompanying condensed consolidated financial statements do not
include any adjustments to the recoverability and classification
of asset carrying amounts or the amount and classification of
liabilities that might result from the outcome of these
uncertainties."


ASBURY AUTOMOTIVE: S&P Rates Proposed $400MM 2024 Sub. Notes 'B+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
and '6' recovery ratings to Duluth, Georgia-based auto retailer
Asbury Automotive Group Inc.'s proposed $400 million senior
subordinated notes due 2024.  The '6' recovery rating indicates
S&P's expectation for negligible (0%-10%) recovery in the event of
a payment default.  The company states it will use the proceeds to
fund a tender offer for its $300 million 8.375% senior
subordinated notes due 2020 and for general corporate purposes,
including share repurchases and previously announced acquisitions.
S&P believes the use of funds for share repurchases and
acquisitions is consistent with Asbury's stated capital allocation
strategy.

Although the company's debt leverage will rise somewhat, leverage
will remain within S&P's expectations for the rating.  Favorable
for cash flow and liquidity, the transaction, if completed, will
lower the company's interest expense and extend the debt maturity.
Debt to EBITDA for the trailing months ended Sept. 30, 2014, was
2.6x, and free operating cash flow to debt was 10.4%.  For the
rating, S&P expects debt leverage of 4x or less and free operating
cash flow to debt of 10% or better.

The rating on Asbury reflects S&P's view of the company's
resilient business model, including the stability of EBITDA
relative to revenues (the company has a high degree of variable
costs and multiple revenue sources) and the company's very
profitable service business, which does not depend on vehicle
sales.

RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's recovery rating on Asbury's $400 million senior
      subordinated notes is '6'.

   -- S&P's simulated default scenario assumes a payment default
      in 2019, reflecting a sustained U.S. economic downturn,
      sharp increases in fuel costs leading to a pronounced shift
      in customer preference toward smaller vehicles, and less
      attractive inventory financing terms as a result of rising
      interest rates and reduced interest credits from automotive
      manufacturers.  Other key default assumptions include: an
      increase in LIBOR to 325 basis points (bps), a 60% drawn
      revolver at default, and other priority claims, including
      mortgages and fleet financing, totaling $1,185 million at
      default.

Simulated default and valuation assumptions (US$ mil.)

   -- Simulated year of default: 2019
   -- EBITDA at emergence: 140
   -- EBITDA Multiple: 4x


Simplified Waterfall

   -- Net EV (after 5% admin. costs): 1,202
   -- Valuation split in % (Obligors/Nonobligors): 100/0
   -- Priority claims: 1,011
   -- Collateral value available to secured creditors: 191
   -- Secured first-lien debt: 154
   -- Recovery expectations: N/A
   -- Structurally subordinated debt: 414
   -- Recovery expectations: 0% to 10%

Notes: All debt amounts include six months of prepetition
interest.  Collateral value equals asset pledge from obligors
after priority claims plus equity pledge from nonobligors after
nonobligor debt.

RATINGS LIST

Asbury Automotive Group Inc.
Corporate Credit Rating                        BB/Positive/--

New Ratings

Asbury Automotive Group Inc.
$400 mil. senior subordinated notes due 2024    B+
  Recovery Rating                               6


ASR CONSTRUCTORS: Can Use Adelanto Surplus
------------------------------------------
The Bankruptcy Court approved a stipulation among ASR
Constructors, Inc., Federal Insurance Company, and Berkley
Regional Insurance resolving the Debtors' motion to use cash
collateral.

No party objected to the approval of the stipulation.

The stipulation provides that, among other things:

   1. ASR may use the Adelanto Surplus only to pay the overhead
expenses of ASR in the specific categories and line items as set
forth in the budget in the lesser amount of (1) the budgeted
amount with an allowed variance of no more than 10% per line item
and (2) the percent of ASR's actual monthly expenditure by line
item applicable to Federal under the budget.  ASR may only use the
sale proceeds cash collateral as may be ordered by the Bankruptcy
Court in connection with the cash collateral motion.

   2. Berkley agrees to advance to ASR the additional funds
necessary in Berkley's absolute and sole discretion to complete
the projects, including as necessary to fund overhead expenses of
ASR as set forth in the budget pertaining to the Adelanto Project
and the Adelanto Surplus.  Federal does not consent to any other
use of cash collateral.

   3. In addition to the rights Berkley enjoys as surety with
respect to the Adelanto Project, and notwithstanding any dispute
or claim which may exist with respect to the Berkley Prepetition
Lien, Berkley is further granted a first priority security
interest in the Adelanto Surplus to the limited extent Berkley
provides financing to ASR that is actually used by ASR to pay
overhead expenses of ASR (1) in the specific categories, line
items and amounts as set forth in the budget with an allowed
variance of no more than 10% per line item and (2) for which
overhead expenses ASR would otherwise have authority under the
Stipulation to use the Adelanto Surplus.  Federal will subordinate
the Federal Prepetition Lien against any proceeds received on
account of the Adelanto Project, including the Adelanto Surplus,
to the Berkley Adelanto Lien.  Federal does not consent to any
other subordination of its rights.

                     About ASR Constructors

ASR Constructors, Inc., filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 13-25794) on Sept. 20, 2013.  The petition was
signed by Alan Regotti as president.  ASR disclosed $17,647,556 in
assets and $18,901,467 in liabilities as of the Chapter 11 filing.

Judge Mark D. Houle presides over the case.  James C. Bastian,
Jr., Esq., at Shulman Hodges & Bastian, LLP, serves as the
Debtor's counsel.

The Law Office of John D. Mannerino serves as corporate counsel to
the Debtor.  Rodgers, Anderson, Malody & Scott LLP CPAs serves as
accountant to the Debtor.

Two affiliates -- Another Meridian Company, LLC and Inland
Machinery, Inc. -- also filed Chapter 11 petitions.


ASSOCIATED WHOLESALERS: BofA Says Trade Creditors to Be Paid
------------------------------------------------------------
Bank of America, N.A., as administrative agent under AWI Delaware,
Inc., et al.'s debtor-in-possession credit facility, objected to
the motion of the Official Committee of Unsecured Creditors to
reconsider the final order approving the DIP financing.

According to BofA, the entire premise of the reconsideration
motion is an attempt to ensure that there is a mechanism in the
cases to provide for full payment of postpetition trade creditors.

BofA said that the reconsideration motion must be denied because
it is moot.  There will now be sufficient proceeds from the sale
of the Debtors' assets to pay all postpetition trade creditors in
full.

At the time the reconsideration motion was filed, the stalking
horse offer for the Debtors appeared to provide enough value to
pay in full the DIP credit facility, but it was not fully clear to
the Committee that there would also be sufficient sale proceeds or
other estate assets to pay in full postpetition trade claims, even
though the amount of those trade claims was relatively small.

On October 24 and 25, the Debtors conducted an auction for their
assets.  The result of that auction was a $86.5 million increase
in the cash purchase price for the Debtors (well as the retention
by the estates of various assets that will be liquidated after the
going conern sale).  The increased cash amount is not only enough
to pay the few million dollars of postpetition trade claims that
apparently exist to date, but also all of the estimated
$21 million in Section 503(b)(9) claims against the Debtors, and
still leave funds to provide a very significant return to
unsecured creditors, and possibly even equity holders, in the
cases.

                  About Associated Wholesalers

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

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

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

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

As of the Petition Date, the Debtors owe the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest.  The
Debtors estimate trade debt of $72 million.  AWI Delaware
disclosed $11,440 in assets and $125,112,386 in liabilities as of
the Chapter 11 filing.

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

The Official Committee of Unsecured Creditors tapped to retain
Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its
co-counsel; and Capstone Advisory Group, LLC, together with its
wholly-owned subsidiary Capstone Valuation Services, LLC, as its
financial advisors.


AURORA DIAGNOSTICS: Incurs $7.3 Million Net Loss in Third Quarter
-----------------------------------------------------------------
Aurora Diagnostics Holdings, LLC, filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $7.32 million on $63.04 million of net
revenue for the three months ended Sept. 30, 2014, compared to a
net loss of $3.47 million on $62.11 million of net revenue for the
same period in 2013.

The Company also reported a net loss of $16.81 million on $180.87
million of net revenue for the nine months ended Sept. 30, 2014,
compared to a net loss of $16.28 million on $186.05 million of net
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $358.81
million in total assets, $427.74 million in total liabilities and
a $68.93 million members' deficit.

Aurora Diagnostics will hold a conference call to review its
results for the quarter ended Sept. 30, 2014, on Wednesday,
Nov. 19, 2014, at 12:00 p.m. Eastern Time.  The call may be
accessed by dialing (877) 561-2748 for U.S. callers or (720) 545-
0044 for international callers. Please reference conference ID#
31807242.

The Company will provide a live internet webcast of the conference
call, as well as an archived replay, all of which can be accessed
from the Company's Investor Relations page at www.auroradx.com.
In addition, a telephonic replay of the conference call will be
available through midnight on Wednesday, Nov. 26, 2014, and can be
accessed by dialing (855) 859-2056 (toll free) or (404) 537-3406.
Please reference conference ID# 31807242.

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

                       http://is.gd/Ubumjl

                     About Aurora Diagnostics

Headquartered in Palm Beach Gardens, Florida, Aurora Diagnostics
Holdings, LLC, through its subsidiaries, provides physician-based
general anatomic and clinical pathology, dermatopathology,
molecular diagnostic services and other esoteric testing services
to physicians, hospitals, clinical laboratories and surgery
centers.  The company recognized approximately $260 million in
revenue for the 12 months ended June 30, 2013. The company is
majority owned by equity sponsors KRG Capital Partners and Summit
Partners.

Aurora Diagnostics reported a net loss of $73.01 million on
$248.16 million of net revenue for the year ended Dec. 31, 2013,
as compared with a net loss of $160.85 million on $277.88 million
of net revenue for the year ended Dec. 31, 2012.

                             *   *   *

As reported by the Troubled Company Reporter on Sept. 27, 2013,
Moody's Investors Service downgraded Aurora's Corporate Family
Rating to Caa2 from B3 and Probability of Default Rating to Caa2-
PD from B3-PD.  Moody's also lowered the debt ratings of Aurora
Diagnostics Holdings, LLC's and Aurora Diagnostics, LLC
(collectively Aurora).  Concurrently, Moody's downgraded Aurora's
Speculative Grade Liquidity Rating to SGL-4 from SGL-3. The
outlook for the ratings remains negative.

The downgrade of the ratings reflects Moody's expectation that the
company will see continued difficulty in mitigating a significant
decline in revenue and EBITDA.  This stems from a reduction in
Medicare reimbursement due to a decrease in rates and
sequestration, continued challenging volume growth trends and
threats of additional reimbursement reductions.  This will
negatively impact the company's credit metrics, constrain Aurora's
ability to repay debt and pressure the company's liquidity
position. Moody's also has concerns about the sustainability of
the company's capital structure given its significant debt load
and related interest burden.

In the Aug. 7, 2014, edition of the TCR, Standard & Poor's Ratings
Services raised its corporate credit rating on Palm Beach Gardens,
Fla.-based anatomic pathology services provider Aurora Diagnostics
Holdings LLC to 'CCC+' from 'CCC'.  The outlook is stable.


AUXILIUM PHARMACEUTICALS: Amends Services Agreement with Publicis
-----------------------------------------------------------------
Auxilium Pharmaceuticals, Inc., entered into Amendment No. 1 to
the Services Agreement between Timm Medical Technologies, Inc., an
indirect, wholly-owned subsidiary of the Company and Publicis
Touchpoint Solutions, Inc., dated Dec. 20, 2013.  Concurrently
with the execution of the Amendment, the Parties entered into a
statement of work under the terms of the Amendment.

Under the original terms of the Services Agreement and initial
statement of work, Timm was required to pay Publicis fees for
providing sales force support to promote Timm's Osbon ErecAid
Vacuum Therapy System(R) to physicians in the United States
through sales representatives employed by Publicis.  The annual
amounts paid by Timm pursuant to the terms of the ErecAid SOW were
$2,088,029.  Under the terms of the Amendment, Auxilium became a
party to the Services Agreement with the ability to issue
statements of work for Auxilium's STENDRA(R) product.  Publicis,
in turn, will now provide sales force support similar to those
provided to Timm for ErecAid.

During the term of the SOW, a portion of Publicis' management fee
will relate to the initial scale-up activities such as initial
recruiting, operation set up and configuration, and training
logistics for the sale of STENDRA.  In addition, Auxilium is
obligated to reimburse Publicis for approved pass-through costs,
which primarily include bonus, meeting and travel costs and
certain administrative expenses.

Upfront, Incentive Payments and Rebates:

   * For the term of the SOW, Auxilium will pay Publicis a maximum
     of $13,752,973, payable in monthly installments.

   * Included in the monthly payments, Publicis representatives
     will be eligible for incentive compensation subject to an
     incentive compensation plan mutually agreed upon by Auxilium
     and Publicis.

   * For the term of the SOW, Auxilium may be eligible to receive
     a rebate of up to $2,710,919 if an agreement is entered with
     a position 2 promotional partner with respect to the Publicis
     sales force.

Term of the SOW:

   * Subject to each Party's termination rights, the SOW will
     terminate on Dec. 31, 2015.

Right to terminate the SOW and the Services Agreement:

   * Auxilium may terminate the SOW without penalty at any time
     upon 45 days advance written notice.

   * In the event that Auxilium terminates the SOW upon less than
     45 days advance notice, Auxilium will be responsible for
     certain direct resource costs and termination costs such as
     sales representative salaries for the 45 day period, and non-
     cancelable expenses.

   * Either Party may terminate the Services Agreement, as amended
     by the Amendment, as a result of the other Party's breach or
     bankruptcy.

   * In the event that Auxilium fails to make payment due under
     the Services Agreement, as amended by the Amendment, within
     30 days of the due date for that payment, Publicis may
     terminate the Services Agreement, as amended by the
     Amendment.

Recruiting, Hiring and Training:

   * Staffing of sales representatives for the promotion of
     STENDRA will take place in two phases:

      -- Phase 1, which will take place from Nov. 10, 2014, to
         Dec. 31, 2015, will include up to fifty sales
         representatives, three district managers and one national
         director.

      -- Phase 2, which will take place from Nov. 17, 2014, to
         Dec. 31, 2015, will include up to fifty sales
         representatives and two district managers.

   * Auxilium will train the sales representatives on all matters
     relating to STENDRA, other sales skills and knowledge, and
     compliance.

   * Publicis will train the sales representatives on all matters
     relating to the computer system for customer relationship
     management and physician interaction tracking.

Indemnification:

   * Auxilium agreed to indemnify and hold Publicis harmless
     against any and all costs and expenses, including reasonable
     attorney's fees, incurred by Publicis and arising out of (i)
     Auxilium's negligence or willful act or omission, (ii)
     manufacturing design or defect of STENDRA, (iii) marketing
     materials provided to Publicis by Auxilium, (iv) intellectual
     property infringement claims by a third party, provided, that
     promotion of STENDRA was handled in compliance with the
     Services Agreement, as amended by the Amendment, and pursuant
     to direction from Auxilium, or (v) Auxilium's breach of any
     of its obligations under the Services Agreement, as amended
     by the Amendment.

   * Publicis agreed to indemnify and hold Auxilium harmless
     against any and all costs and expenses, including reasonable
     attorney's fees, incurred by Auxilium and arising out of (i)
     Publicis' breach of any of its obligations under the Services
     Agreement, as amended by the Amendment, including any failure
     to comply with employee compensation and any related taxes,
     (ii) Publicis' negligence or willful act or omission or any
     work related injury, or (iii) any federal or state claims or
     assessment for nonpayment or late payment by Publicis of any
     tax or contribution based on employee compensation or other
     benefits, including a claim or assessment that Auxilium
     should have withheld any such amounts.

                          About Auxilium

Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a
fully integrated specialty biopharmaceutical company with a focus
on developing and commercializing innovative products for
specialist audiences.  With a broad range of first- and second-
line products across multiple indications, Auxilium is an emerging
leader in the men's healthcare area and has strategically expanded
its product portfolio and pipeline in orthopedics, dermatology and
other therapeutic areas.

Auxilium now has a broad portfolio of 12 approved products.  Among
other products in the U.S., Auxilium markets edex(R) (alprostadil
for injection), an injectable treatment for erectile dysfunction,
Osbon ErecAid(R), the leading device for aiding erectile
dysfunction, STENDRATM (avanafil), an oral erectile dysfunction
therapy, Testim(R) (testosterone gel) for the topical treatment of
hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting
implantable testosterone replacement therapy, XIAFLEX(R)
(collagenase clostridium histolyticum or CCH) for the treatment of
Peyronie's disease and XIAFLEX for the treatment of Dupuytren's
contracture.

The Company also has programs in Phase 2 clinical development for
the treatment of Frozen Shoulder syndrome and cellulite.

The balance sheet at Sept. 30, 2014, showed $1.14 billion in total
assets, $983 million in liabilities, and $162 million of
stockholders' equity.

                           *     *     *

As reported by the TCR on May 7, 2014, Moody's Investors Service
downgraded the ratings of Auxilium Pharmaceuticals, Inc.,
including the Corporate Family Rating to B3 from B2.  "The
downgrade reflects Moody's expectations that declines in Testim,
Auxilium's testosterone gel, will materially reduce EBITDA
in 2014, resulting in negative free cash flow, a weakening
liquidity profile, and extremely high debt/EBITDA," said Moody's
Senior Vice President Michael Levesque.

The TCR reported on Sept. 23, 2014, that Standard & Poor's Ratings
Services raised its corporate credit rating on Auxilium
Pharmaceuticals Inc. to 'CCC+' following the announced
restructuring program and a $50 million add-on to its existing
first-lien term loan.


AUXILIUM PHARMACEUTICALS: Has $32.6-Mil. Net Loss in Q3
-------------------------------------------------------
Auxilium Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $32.65 million on $109.62 million of net revenues
for the three months ended Sept. 30, 2014, compared with a net
loss of $28.6 million on $108.14 million of net revenues for the
same period in the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.14
billion in total assets, $983.1 million in total liabilities and
total stockholders' equity of $161.88 million.

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

                       http://is.gd/blqfcF

                         About Auxilium

Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a
fully integrated specialty biopharmaceutical company with a focus
on developing and commercializing innovative products for
specialist audiences.  With a broad range of first- and second-
line products across multiple indications, Auxilium is an emerging
leader in the men's healthcare area and has strategically expanded
its product portfolio and pipeline in orthopedics, dermatology and
other therapeutic areas.

Auxilium now has a broad portfolio of 12 approved products.  Among
other products in the U.S., Auxilium markets edex(R) (alprostadil
for injection), an injectable treatment for erectile dysfunction,
Osbon ErecAid(R), the leading device for aiding erectile
dysfunction, STENDRATM (avanafil), an oral erectile dysfunction
therapy, Testim(R) (testosterone gel) for the topical treatment of
hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting
implantable testosterone replacement therapy, XIAFLEX(R)
(collagenase clostridium histolyticum or CCH) for the treatment of
Peyronie's disease and XIAFLEX for the treatment of Dupuytren's
contracture.

The Company also has programs in Phase 2 clinical development for
the treatment of Frozen Shoulder syndrome and cellulite.

The Company's balance sheet at June 30, 2014, showed $1.11 billion
in total assets, $935.82 million in total liabilities and $179.40
million in total stockholders' equity.

                           *     *     *

As reported by the TCR on May 7, 2014, Moody's Investors Service
downgraded the ratings of Auxilium Pharmaceuticals, Inc.,
including the Corporate Family Rating to B3 from B2.  "The
downgrade reflects Moody's expectations that declines in Testim,
Auxilium's testosterone gel, will materially reduce EBITDA
in 2014, resulting in negative free cash flow, a weakening
liquidity profile, and extremely high debt/EBITDA," said Moody's
Senior Vice President Michael Levesque.

The TCR reported on Sept. 23, 2014, that Standard & Poor's Ratings
Services raised its corporate credit rating on Auxilium
Pharmaceuticals Inc. to 'CCC+' following the announced
restructuring program and a $50 million add-on to its existing
first-lien term loan.


BALDWIN ACADEMY: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Baldwin Academy Inc.
          dba Little Gems
        5835 N. University Dr.
        Tamarac, FL 33321

Case No.: 14-35539

Chapter 11 Petition Date: November 19, 2014

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

Judge: Hon. Raymond B Ray

Debtor's Counsel: John A. Moffa, Esq.
                  MOFFA & BONACQUISTI, P.A.
                  1776 N Pine Island Rd #102
                  Plantation, FL 33322
                  Tel: 954.634.4733
                  Fax: 954-337-0637
                  Email: john@mbpa-law.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Heath Baldwin, secretary and director.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb14-35539.pdf


BAYOU SHORES: Regulators Barred From Closing Shoddy Nursing Home
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the Florida bankruptcy judge presiding over
the Bayou Shores SNF LLC Chapter 11 case barred regulators from
using their powers to shut down Rehabilitation Center of St.
Petersburg that allegedly didn't comply with operating standards.

According to the report, the judge compelled regulators to
continue the nursing home to obtain reimbursement from Medicare
and Medicaid despite the regulators' insistence that the nursing
facility had "serious" health and safety problems.

                    About Bayou Shores SNF LLC

Bayou Shores SNF LLC, c/o Rehabilitation Center of St. Petersburg,
filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 14-
09521) on August 15, 2014, in Tampa.  Elizabeth A Green, Esq., at
Baker & Hostetler LLP, serves as the Debtor's counsel.  In its
petition, the Debtor estimated assets and liabilities of $1
million to $10 million.  The petition was signed by Tzvi
Bogomilsky, managing member.


BELDEN INC: Moody's Lowers Corporate Family Rating to Ba2
---------------------------------------------------------
Moody's Investors Service downgraded Belden Inc.'s corporate
family rating to Ba2 from Ba1 and downgraded both its existing
senior subordinated note to Ba3 from Ba2 and its existing first
lien term debt to Baa3 from Baa2. Moody's also assigned a Ba3
rating to Belden Inc.'s EUR200 million add-on to their existing
senior subordinated notes due 2023. Proceeds from the new notes
will be used for general corporate purposes including
acquisitions. The ratings outlook was changed to stable from
negative.

Ratings Rationale

The corporate family downgrade to Ba2 is driven by the expectation
that leverage levels will remain elevated to support the company's
acquisition appetite. The new notes will increase leverage to
approximately 5x based on pro forma results for the twelve month
period ended September 2014, which is high for a Ba rated
manufacturing company. The high leverage is to some extent offset
by Belden's very high cash levels and strong liquidity. Cash
levels will increase to approximately $700 million as a result of
the proposed. Net leverage will remain unchanged at approximately
3.2x which is still considered high but closer to that of other Ba
rated companies. While the cash levels are considered in the
rating, Belden uses a portion of their cash (around $90mm per
year) for share buybacks.

The ratings also consider Belden's leading positions within
segments of the enterprise, broadcast and industrial cabling,
connectivity and networking product markets, which can produce
solid operating margins and good free cash flow. Belden's revenues
have grown in recent periods driven by organic improvements as
well as the acquisitions of Grass Valley and ProSoft. Likewise
gross and operating margins have improved (on a non-GAAP basis)
from benefits of integrating acquisitions and expanding into
higher margin product lines. Though Moody's expect the company
will use some portion of their cash balances for acquisitions that
provide incremental EBITDA and cash flow, Moody's expect they will
continue to raise debt and leverage will remain at levels
considered high for a Ba rated company.

The ratings accommodate some degree of cyclicality however, the
ratings could face downward pressure in the face of significant
economic declines or if performance deteriorates from integration
challenges, or the company suffers material market share losses.
The ratings could also be pressured if the pace of buybacks
increases significantly from historic levels. The ratings could be
upgraded if leverage is sustained below 4x while maintaining
strong cash balances.

Liquidity is expected to remain very good with healthy cash
balances ($449 million at September 30, 2014, and an additional
estimated $250 million pro forma for the proposed debt issuance)
as well as an undrawn $400 million asset based revolver. Belden is
also expected to generate approximately $200 million in free cash
flow over the next year.

Downgrades:

Issuer: Belden Inc.

  Corporate Family Rating, Downgraded to Ba2 from Ba1

  Probability of Default Rating, Downgraded to Ba2-PD from Ba1-PD

  Senior Subordinated Bonds, Downgraded to Ba3 (LGD4) from Ba2
  (LGD4)

  Senior Secured Bank Credit Facility, Downgraded to Baa3 (LGD2)
  from Baa2 (LGD2)

Assignments:

Issuer: Belden Inc.

  Proposed Senior Subordinated Bond (Add on) , Assigned Ba3
  (LGD4)

Outlook Actions:

Issuer: Belden Inc.

  Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Belden Inc.

  Speculative Grade Liquidity Rating, Affirmed SGL-1

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

Belden Inc. is a leading designer and manufacturer of connectivity
and signal transmission products for the global network
communication and specialty electronic marketplaces with 2013
revenues of $2.1 billion. The company is headquartered in St.
Louis, Missouri.


BELDEN INC: S&P Retains 'BB' CCR Over EUR200-Mil. Notes Add-On
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB' corporate
credit rating and stable outlook on St. Louis-based cable,
connector, and component manufacturer Belden Inc. are unchanged
following the company's proposed EUR200 million add-on to its
senior subordinated notes due 2023.  The company will use proceeds
from the new debt for general corporate purposes, which may
include potential acquisitions.  The existing senior secured bank
loan ratings and the subordinated note ratings are unaffected by
this transaction.

The ratings on Belden reflect the company's "fair" business risk
profile, characterized by its participation in a highly
competitive and cyclical industry, offset by a leading market
position in some of its product niches and continuing
diversification into value added specialty products.  The rating
also reflects the company's "significant" financial risk profile
with expected Standard & Poor's adjusted net leverage of around 4x
in 2014, declining to near mid-3x by fiscal year-end 2015 based on
contributions from previous and expected acquisitions and modest
organic growth.  S&P views Belden's liquidity as "adequate" and
its cash flow generation as solid.

RATINGS UNCHANGED

Belden Inc.
Corporate Credit Rating                 BB/Stable/--
  US$400 mil. revolving bk ln due 2016   BBB-
   Recovery rating                       1
  US$350 mil. 7.00% sr sub nts due 2017  B+
   Recovery rating                       6

  US$200 mil. 9.25% nts due 2019         B+
   Recovery rating                       6
  US$700 mil. 5.50% nts due 2022         B+
   Recovery rating                       6
  US$200 mil. 5.25% nts due 2024         B+
   Recovery rating                       6
  EUR500 mil. sr. sub nts due 2023       B+
   Recovery rating                       6


BERNARD L. MADOFF: UBS Says Trustee Seeks to Erode Confidentiality
------------------------------------------------------------------
Law360 reported that UBS AG objected in New York bankruptcy court
to what it called a fresh attempt by Madoff trustee Irving Picard
to divulge confidential material as the man tasked with recovering
funds for victims of the massive scam goes back to the drawing
board in his effort to claw back billions of dollars scattered
over the world.

                     About Bernard L. Madoff

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

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

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

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

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

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

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


BION ENVIRONMENTAL: Presented at Drexel Hamilton Conference
-----------------------------------------------------------
Bion Environmental Technologies, Inc., announced that CEO Dominic
Bassani was a presenter at the Drexel Hamilton Micro-Cap Investor
Forum on Nov. 13, 2014.

Bion's proven technology platform provides cost-effective and
comprehensive environmental treatment of livestock waste and
recovers renewable energy, clean water and valuable nutrients
(nitrogen and phosphorus).  Federal and state strategies are being
developed to address excess nutrients that the EPA calls the "the
greatest water quality problem in the U.S."  Livestock waste is
one of the largest sources of unregulated nutrients in most
watersheds and the industry is also under scrutiny for greenhouse
gas emissions and other impacts.  For more information, please
visit www.biontech.com.

Drexel Hamilton, LLC, is a full-service institutional broker-
dealer founded on the principle of offering meaningful employment
opportunities to disabled veterans desiring a career in financial
services.  Drexel Hamilton's Equity Research team regularly
conducts interactive industry conferences for institutional
investors.  For more information, please visit
http://www.drexelhamilton.com/

                      About Bion Environmental

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

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

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

The Company's balance sheet at Sept. 30, 2014, showed $4.28
million in total assets, $12.38 million in total liabilities,
$23,900 in series b redeemable convertible preferred stock, and a
$8.12 million in total deficit.


BOARDWALK PIPELINES: S&P Rates New Senior Unsecured Notes 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its issue
rating to Boardwalk Pipelines L.P.'s proposed senior unsecured
notes offering.  Parent Boardwalk Pipeline Partners L.P. will
fully and unconditionally guarantee the notes.  The partnership
intends to use net proceeds to retire Gulf South Pipeline Co.
L.P.'s $275 million 5.05% notes due 2015 on or before Feb. 2,
2015, and to reduce outstanding borrowings under its revolving
credit facility.

Boardwalk Pipeline Partners' 'BBB-' corporate credit rating
reflects its 'bb+' stand-alone credit profile and one-notch uplift
from ultimate parent, Loews.  The issue rating on the proposed
notes is one notch below the corporate credit rating because the
debt is structurally subordinate to debt at Boardwalk's operating
pipeline subsidiaries.  As of Sept. 30, 2014, Boardwalk Pipeline
Partners had about $3.4 billion of reported debt.

RATINGS LIST

Boardwalk Pipeline Partners L.P.
Corp credit rating                 BBB-/Negative/--

New Rating
Boardwalk Pipelines L.P.
Senior unsecured notes             BB+


CAESARS ENTERTAINEMNT: Unit Finalizing Restructuring Plan
---------------------------------------------------------
Caesars Entertainment Operating Co. is in talks with certain CEOC
first-lien bondholder and both are fine-tuning a restructuring
plan for a prearranged bankruptcy filing and the nature of
recoveries, while bank lenders are considering options, TheStreet
reports, citing people familiar with the matter.

The sources, according to TheStreet, said that the Company is
hoping to get its bank lenders on board with the effort by early
December.

                     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'.


CALDERA PHARMACEUTICALS: Appoints President and CEO
---------------------------------------------------
Caldera Pharmaceuticals, Inc., d/b/a XRpro, announced the
appointment of Richie Cunningham as its president and CEO
effective Nov. 24, 2014.

Tim Tyson, Acting CEO and Chairman of XRpro commented, "I believe
that Richie's extensive pharmaceutical experience and success
throughout his career commercializing products and leading teams
brings to XRpro the insight, knowledge and experience needed to
expand and accelerate our growth."  He continued, "I fully expect
that Richie's sales and marketing expertise will complement our
strong scientific team and will broaden our ability to fully
realize the value of our unique technology and services to the
pharmaceutical and biotech market.  Richie's exceptional
leadership skills and hands on approach should be exactly what we
need to deliver operational results, and drive growth."

Mr. Cunningham brings over 17 years of leadership experience in
the healthcare industry in various leadership roles including
Marketing, Sales, Strategy and Contracting, as well as leading
various Business Development projects.  His experience includes
the commercialization and launch of multiple products in the
Infectious Disease, Dermatology, Oncology, Cardiovascular,
Respiratory and Diabetes therapeutic areas.  Most recently, Mr.
Cunningham led a team at Boehringer-Ingelheim strategically
focused on Sales Acceleration, Product Launch Effectiveness and
Operational Excellence.  Prior to Boehringer-Ingelheim, Mr.
Cunningham was at Valeant Pharmaceuticals where he was a senior
executive in the commercial organization leading sales, marketing
and contracting activities.  Mr. Cunningham began his career in
healthcare at Premier Inc., a healthcare company that served as a
group purchasing and service organization for over 1700 hospitals
throughout the nation.  While at Premier he served as the
Marketing Director at Premier Practice Management, a subsidiary
and start-up company of Premier Inc.  In addition to establishing
his healthcare career and in parallel, Richie also excelled as a
professional athlete in the NFL holding All-Pro honors as a
placekicker for the Dallas Cowboys, then later the Carolina
Panthers and Jacksonville Jaguars.  His career in the NFL spanned
from 1994 until his retirement in 2002.

Richie Cunningham stated, "I'm excited to re-join Tim Tyson, with
whom I worked at Valeant, as well as the entire XRpro team as we
continue to accelerate the adoption process for this powerful drug
development technology."  He continued, "The XRpro platform is
perfectly positioned to assist the pharmaceutical industry at a
time when margins are being challenged and drug development costs
are increasing.  We offer a solution that is very much in need and
which provides our customers with information designed to result
in better selectivity of targets for drug development."

In connection with his appointment, Mr. Cunningham entered into a
four-year employment agreement, pursuant to which Mr. Cunningham
will be entitled to an annual base salary of $300,000, and will be
eligible for discretionary performance bonus payments of up to
100% of his base salary payable in cash.  In addition, Mr.
Cunningham has been guaranteed a minimum bonus amount of $100,000
payable immediately after the first year of employment with the
Company provided he remains employed by the Company on the one
year anniversary of the his commencement of employment.

Additionally, Mr. Cunningham will be granted options to purchase
shares of the Company's common stock representing 500,000 shares
of the Company's publicly registered common stock, which will be
awarded on the earlier of the closing date of the Company's next
financing or the one year anniversary of Mr. Cunningham's
employment with the Company.

                           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.

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.


CALMARE THERAPEUTICS: GEOMC Files Complaint in Connecticut
----------------------------------------------------------
GEOMC Co., Ltd., filed a complaint against Calmare Therapeutics
Incorporated, (f/k/a Competitive Technologies, Inc.), in the
United States District Court for the District of Connecticut
(3:14-cv-01222-RNC) on Aug. 22, 2014, according to a regulatory
filing with the U.S. Securities and Exchange Commission.

The complaint alleges that the Company and GEOMC entered into a
security agreement whereby in exchange for GEOMC's sale and
delivery of the Scrambler Therapy devices, the Company would grant
GEOMC a security interest in the Devices.  Among other
allegations, GEOMC claims that the Company has failed to comply
with the terms of the security agreement and seeks an order to the
Court to replevy the Devices or collect damages.

The Company believes it has meritorious defenses to the
allegations and intends to vigorously defend against the
litigation.

                     About Calmare Therapeutics

Calmare Therapeutics Incorporated, formerly known as Competitive
Technologies, Inc., provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's
Calmare(R) pain therapy medical device continue to be the major
source of revenue for the Company.

On Aug. 20, 2014, Competitive Technologies, Inc. changed its name
to Calmare Therapeutics Incorporated, pursuant to the filing of an
Amendment to the Company's Articles of Incorporation with the
Secretary of State of the State of Delaware.

Competitive Technologies incurred a net loss of $3 million on
$546,139 of gross profit from product sales in 2012, as compared
with a net loss of $3.59 million on $1.86 million of gross profit
from product sales in 2011.  The Company's balance sheet at
June 30, 2014, showed $4.48 million in total assets, $10.89
million in total liabilities and a $6.41 million total
shareholders' deficit.

Mayer Hoffman McCann CPAs (The New York Practice of Mayer Hoffman
McCann P.C.), in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that at Dec. 31,
2012, the Company has incurred operating losses since fiscal year
2006.


CAROLINE WYLY: $28MM Home Can't Cover Debts, Filing Says
--------------------------------------------------------
Law360 reported that Caroline Wyly, widow of Texas tycoon Charles
Wyly, told a court she doesn't have enough to cover an eight-
figure jury verdict in favor of the U.S. Securities and Exchange
Commission over her husband and brother-in-law's offshore
financial activities, spelling more trouble for the regulator's
efforts to collect, even with the aid of an all-encompassing asset
freeze.

As previously reported by The Troubled Company Reporter, Ms. Wyly
listed assets of $67.3 million, including $38.4 million in real
estate.  Her most valuable assets are a home and land in Colorado,
with a listed value of $31.7 million, Bill Rochelle and Sherri
Toub, bankruptcy columnists for Bloomberg News, reported.

Caroline Wyly?s bankruptcy is In re Caroline D. Wyly, 14-35074, in
U.S. Bankruptcy Court, Northern District Texas (Dallas).


CAROLINE WYLY: Lists Assets of $67.3 Million
--------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Caroline D. Wyly, widow of Samuel Wyly's
brother, filed schedules of assets and liabilities listing assets
of $67.3 million, including $38.4 million in real estate.  Her
listed liabilities total $89 million, including $16.7 million in
secured claims, the report said.

Caroline Wyly's bankruptcy is In re Caroline D. Wyly, 14-35074,
in the same court.


CARROLS RESTAURANT: Moody's Affirms B3 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service changed the ratings outlook on Carrols
Restaurant Group, Inc., the largest Burger King franchisee in the
world in terms of units, to negative from stable and lowered the
company's Speculative Grade Liquidity rating to SGL-4 from SGL-2.
Moody's affirmed all other ratings including the B3 Corporate
Family Rating, B3-PD Probability of Default Rating and B3 rating
on the company's second lien notes.

Ratings Rationale

The SGL-4 reflects Carrols' weakened liquidity following a period
of heavy capital expenditures and aggressive acquisition activity.
Subsequent to the quarter ended September 28, 2014, Carrols closed
on two acquisitions with a total cash consideration of $38.5
million, using most of the third quarter ending unrestricted cash
balance of $43.3 million (excluding $20 million of restricted
cash). Given Carrols' full year guidance for EBITDA, capital
spending, sale/leasebacks, and interest expense, it appears likely
that the company will need to rely on its revolver to fund an
unrestricted cash shortfall over the very near term.

The outlook change to negative reflects Moody's concern that while
Carrols' capital spending can be significantly curtailed to
preserve cash, near term liquidity is weak and there is limited
cushion for adverse performance until excess liquidity reserves
are replenished. Without additional external funding over the near
term, it is unclear how the company will be able to fund near term
remodeling commitments. This could limit improvement in operating
performance, particularly when considering continued soft consumer
spending and the high level of promotional activity in the
industry. Despite reporting positive comparable store sales in the
third quarter, Carrols' customer traffic has remained negative.

Ratings downgraded

-- Speculative Grade Liquidity Rating to SGL-4 from SGL-2

Ratings affirmed

-- Corporate Family Rating at B3

-- Probability of Default Rating at B3-PD

-- $150 million 11.25% second lien notes due 2018 at B3 (LGD3)

Ratings Rationale

Carrols' B3 Corporate Family Rating reflects the company's high
debt and weak credit metrics stemming from the acquisition of 278
restaurant units from Burger King Corporation ("BKC") on May 2012.
For the latest twelve months ended September 28, 2014, lease-
adjusted Debt/EBITDA stood at 6.6 times and interest coverage
(EBITA/Interest) remained well below 1.0 time. However, revenue
and earnings from the recent acquisitions should result in some
improvement in credit metrics over the coming year. The rating
also reflects Carrols' single brand focus, geographic
concentration in 15 Northeastern, Midwestern and Southeastern
states, and significant integration risks inherent in the
company's acquisitive growth.

Carrols' rating also reflects its position as the largest
franchisee in the Burger King system in terms of units, the
significant (approximately 21%) ownership by Burger King
Corporation, the brand's strong position among its peers, and its
relatively well balanced day-part division.

Factors that could result in a downgrade include an inability to
strengthen liquidity or if operating performance deteriorates in
any way.

To stabilize the outlook, the company would need to strengthen
liquidity to a point where it can resume longer term investment in
the business. Although unlikely over the near term, an upgrade
would require sustained improvement in credit metrics driven in
part by sustainable positive same store sales trends, including
positive traffic, and improved unit-level economics at acquired
units. Quantitatively, a higher rating would require lease-
adjusted debt to EBITDA to improve below 5.5 times and EBITA
coverage of gross interest of over 1.5 while maintaining adequate
liquidity.

Carrols Restaurant Group, Inc., through its indirect operating
subsidiary, Carrols LLC, owns and operates 675 Burger King
restaurants (inclusive of acquisitions closed through November 4,
2014) through franchise agreements in 15 Northeastern, Midwestern
and Southeastern states. Revenue for the twelve months ended
September 28, 2014 was $665 million.

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


CATASYS INC: Reports $210,000 Net Loss for Q3
---------------------------------------------
Catasys, Inc., reported a net loss of $210,000 on $370,000 of
healthcare services revenues for the three months ended Sept. 30,
2014, compared to net income of $680,000 on $109,000 of healthcare
services revenues for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $25.51 million on $881,000 of healthcare services
revenues compared to a net loss of $3.18 million on $315,000 of
healthcare services revenues for the same period last year.

As of Sept. 30, 2014, the Company had $2.64 million in total
assets, $43.82 million in total liabilities and a $41.17 million
total stockholders' deficit.

Rick Anderson, president and COO commented, "During the third
quarter of 2014, total enrollment and revenue continued to grow at
a rapid pace, up 63% and 239%, respectively, compared with the
same period in 2013.  Our rate of growth has been even higher,
when factoring in deferred revenue which grew 85% this year.  We
believe that this growth in deferred revenue is important in
exhibiting our growth rate potential as a portion of our fees are
deferred over the term of the 12 month program or until
performance guarantees are achieved."

Mr. Anderson added, "OnTrak programs in eight states were
operational at the end of the third quarter of 2014, resulting in
a significant increase in the number of patients being treated
during the same period in 2013.  We expect the positive momentum
to continue as our current customers expand the use of our OnTrak
program into new states and populations and as we ramp our
launched installed base to steady state enrollment and with new
enrollments in New Jersey anticipated in the fourth quarter of
2014.  Helping to drive this growth is the significant cost
savings that OnTrak provides, in a heavily cost conscious
healthcare environment.  Leveraging an already built out
infrastructure and just the existing health plans, we believe are
set up for considerable growth, at low incremental cost."

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

                        http://is.gd/xmsqpR

                         About Catasys Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

Catasys reported a net loss of $4.67 million on $866,000 of total
revenues for the 12 months ended Dec. 31, 2013, as compared with a
net loss of $11.64 million on $541,000 of total revenues during
the prior year.

Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred significant operating losses and
negative cash flows from operations during the year ended Dec. 31,
2013.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

                         Bankruptcy Warning

"Our financial statements have been prepared on the basis that we
will continue as a going concern.  At September 30, 2014, cash and
cash equivalents amounted to $1.5 million and we had a working
capital deficit of approximately $1.5 million.  In January 2014,
May 2014, and September 2014, we closed on financings of
approximately $1.0, $1.5, and $1.5 million, respectively.  We have
incurred significant operating losses and negative cash flows from
operations since our inception.  During the nine months ended
September 30, 2014, our cash used in operating activities of
continuing operations was $3.4 million.  We anticipate that we
could continue to incur negative cash flows and net losses for the
next twelve months.  The financial statements do not include any
adjustments relating to the recoverability of the carrying amount
of the recorded assets or the amount of liabilities that might
result from the outcome of this uncertainty.  As of September 30,
2014, these conditions raised substantial doubt as to our ability
to continue as a going concern.  We expect our current cash
resources to cover expenses through the end of December 2014,
however delays in cash collections, revenue, or unforeseen
expenditures, could negatively impact our estimate.  We are in
need of additional capital, however, there is no assurance that
additional capital can be timely raised in an amount which is
sufficient for us or on terms favorable to us and our
stockholders, if at all.  If we do not obtain additional capital,
there is a significant doubt as to whether we can continue to
operate as a going concern and we will need to curtail or cease
operations or seek bankruptcy relief.  If we discontinue
operations, we may not have sufficient funds to pay any amounts to
stockholders," the Company stated in its quarterly report for the
period ended Sept. 30, 2014.


CERIDIAN LLC: Moody's Affirms B3 Corp. Family Rating
----------------------------------------------------
Moody's Investors Service affirmed Ceridian LLC's B3 corporate
family rating (CFR), B3-PD probability of default rating (PDR),
and SGL-2 speculative grade liquidity rating. Moody's upgraded the
instrument ratings on the debt, all of which is issued by
Ceridian's subsidiary, Ceridian HCM Holding Inc: $702 million HCM
Exchange Term Loan Tranche B-2 ("HCM Term Loan") and $130 million
senior secured revolver ("Revolver") to Ba3 from B1. The $475
million Senior HCM Holding Notes ("HCM Notes") are rated Caa2. The
rating outlook remains stable.

This follows the closing of Ceridian's sale of its Comdata Inc.
subsidiary to FleetCor Technologies, Inc. The Comdata sale
resulted in the repayment of all of the debt, excluding the HCM
Term Loan and the HCM Notes. The credit documentation of the HCM
Term Loan and HCM Notes included provisions permitting the Comdata
sale and releasing Comdata and Ceridian from their respective
cross-guarantees upon this divestiture. Moody's expects to
transfer the existing ratings of Ceridian LLC, including the B3
CFR and the Ba3 senior secured ratings, to Ceridian HCM Holding
Inc in the near term since Ceridian LLC is no longer a co-borrower
under the secured debt.

The upgrade to the instrument ratings reflects the reduction in
the secured debt component of the capital structure following the
Comdata sale and related debt repayment.

Rating Rationale

Ceridian's B3 corporate family rating reflects Ceridian's high
financial leverage, with our near-term expectation of debt to
EBITDA (Moody's adjusted) of over 8x and free cash flow to debt
(Moody's adjusted) of less than 5%, as well as the high level of
cyclicality in the business. Ceridian faces intense competition
from larger U.S. payroll processors with greater financial
resources and now has less diverse revenue streams following the
sale of Comdata. High unemployment and low interest rates continue
to negatively affect Ceridian's financial results. Nevertheless,
Ceridian's business model provides for a relatively predictable
recurring revenue stream because of the long term contracts and
high retention of its installed user base because of the high
switching costs. With a slow growth economy, Moody's expect that
revenues will stabilize over the next year, as cloud
revenues begin to offset declines in Ceridian's legacy products.
Thereafter, Moody's expect growing revenues, profitability and
free cash flow, resulting in a modest reduction in financial
leverage over the next two years.

The SGL-2 liquidity rating reflects Ceridian's good liquidity,
which is supported by cash of at least $100 million, our
expectation of Free Cash Flow ("FCF") (Moody's adjusted) of at
least $50 million over the next year, and the $130 million
Revolver, which Moody's expect to remain undrawn. Over the next
five years, debt maturities are limited to the $7 million of
annual amortization on the HCM Term Loan. The Ba3 rating assigned
to the senior secured credit facilities (HCM Term Loan and
Revolver) reflects security in Ceridian's tangible and intangible
assets, excluding customer funds held in its trusts, and the
priority position of these credit facilities in the debt capital
structure. The HCM Notes are rated Caa2, two notches below the
CFR, reflecting their structural subordination to the senior
secured credit facilities, which comprise the bulk of the debt
capital structure.

The stable outlook reflects Moody's expectation that revenues will
stabilize, as growth in cloud revenues gradually offsets declines
in legacy products. Moody's expects that Ceridian will generate
flat to modest growth in revenue and FCF in 2015 as DayForce HCM
rolls out and Ceridian benefits from the cost reduction efforts of
the past two years. Moody's expects that debt to EBITDA (Moody's
adjusted) will gradually decline to below 8x over the next 12 to
18 months.

The ratings could be upgraded if Ceridian achieves sustained
growth in revenues, profit, and FCF or materially repays debt such
that Moody's expect that the ratio of debt to EBITDA (Moody's
adjusted) will be sustained below 6x and FCF to debt (Moody's
adjusted) will be sustained at least in the mid single digits
percent.

The rating could be lowered if Ceridian fails to stabilize
revenues or if EBITDA margins do not show signs of improvement
with the waning of cloud implementations and the growth in the
base of active cloud customers. The rating could come under
pressure if the pace of EBITDA improvement slows such that Moody's
expects the ratio of debt to EBITDA (Moody's adjusted) to remain
over 8x over the next two years or liquidity materially weakens.

Rating Actions:

Corporate Family Rating (Local Currency), Affirmed B3

Probability of Default Rating, Affirmed B3-PD

Speculative Grade Liquidity Rating, Affirmed SGL-2

Senior Secured Bank Credit Facility (Local Currency) Sep 14,
2020, Upgraded to Ba3, LGD2 from B1, LGD2

Senior Secured Bank Credit Facility (Local Currency) Sep 6,
2019, Upgraded to Ba3, LGD2 from B1, LGD2

Senior Unsecured Regular Bond/Debenture (Local Currency) Mar 15,
2021, Caa2, LGD5

Outlook Actions:

Outlook is Stable

Withdrawals:

Issuer: Ceridian LLC

Senior Secured Bank Credit Facility (Local Currency) Nov 1,
2016, Withdrawn , previously rated B1, LGD2

Senior Secured Bank Credit Facility (Local Currency) May 9,
2017, Withdrawn , previously rated B1, LGD2

Senior Secured Bank Credit Facility (Local Currency) May 9,
2017, Withdrawn , previously rated B1, LGD2

Ceridian, based in Minneapolis, Minnesota, is a human resources
software and transaction processing company providing workforce
management software, payroll and tax processing, benefits
administration, and other human resources services.

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.


CHENIERE ENERGY: Reports $43.2-Mil. Net Loss for Q3
---------------------------------------------------
Cheniere Energy Partners L.P. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $43.2 million on $67.6 million of total revenues for
the three months ended Sept. 30, 2014, compared with a net loss of
$98.1 million on $67.45 million of total revenues for the same
period in the prior year.

The Company's balance sheet at Sept. 30, 2014, showed
$10.7 billion in total assets, $9.45 billion in total liabilities
and total partners' equity of $1.23 billion.

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

                       http://is.gd/IjGhfV

Cheniere Energy, Inc. (NYSE Amex: LNG) -- http://www.cheniere.com/
-- is a Houston-based energy company primarily engaged in LNG
related businesses, and owns and operates the Sabine Pass LNG
receiving terminal and Creole Trail pipeline in Louisiana.
Cheniere is pursuing related business opportunities both upstream
and downstream of the Sabine Pass LNG receiving terminal.
Cheniere is also the founder and holds a 30% limited partner
interest in another LNG receiving terminal.


CHINA TELETECH: Delays Form 10-Q for Third Quarter
--------------------------------------------------
China Teletech Holding, Inc., was unable, without unreasonable
effort or expense, to file its quarterly report on Form 10-Q for
the quarter ended Sept. 30, 2014, by the Nov. 14, 2014, filing
date applicable to smaller reporting companies due to a delay
experienced by the Company in completing its financial statements
and other disclosures in the Quarterly Report.  As a result, the
Company is still in the process of compiling required information
to complete the Quarterly Report and its independent registered
public accounting firm requires additional time to complete its
review of the financial statements to be incorporated in the
Quarterly Report.  The Company anticipates that it will file the
Quarterly Report no later than the fifth calendar day following
the prescribed filing date.

                        About China Teletech

Tallahassee, Fla.-based China Teletech Holding, Inc., is a
national distributor of prepaid calling cards and integrated
mobile phone handsets and a provider of mobile handset value-added
services.  The Company is an independent qualified corporation
that serves as one of the principal distributors of China Telecom,
China Unicom, and China Mobile products in Guangzhou City.

On June 30, 2012, the Company strategically sold its wholly-owned
subsidiary, Guangzhou Global Telecommunication Company Limited
("GGT"), to a third party.  GGT was engaged in the trading and
distribution of cellular phones and accessories, prepaid calling
cards, and rechargeable store-value cards.

China Teletech reported a net loss of $1.96 million on $30.87
million of sales for the year ended Dec. 31, 2013, as compared
with net income of $53,542 on $26.62 million of sales in 2012.
As of June 30, 2014, the Company had $824,356 in total assets,
$23,450 in total liabilities and $800,906 in total stockholders'
equity.

WWC, P.C., in San Mateo, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013, citing that the Company has incurred
substantial losses which raise substantial doubt about its ability
to continue as a going concern.

As reported by the TCR on Aug. 7, 2014, China Teletech dismissed
WWC, P.C., effective July 31, 2014.  The Company engaged Albert
Wong & Co. LLP as the Company's new independent registered public
accountant.


CLIFFORD WOERNER: 5th Cir. May Change Rules on Attorneys' Fees
--------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that a majority of judges in the U.S. Court of
Appeals for the Fifth Circuit voted to allow a rehearing on the
subject of how much attorneys can be paid in bankruptcy cases and
whether a 1998 decision known as Pro-Snax, which allowed payment
of legal fees if, with the benefit of hindsight, there was
"identifiable, tangible, and material benefit to the estate,"
should be abandoned.

As previously reported by The Troubled Company Reporter, citing a
previous article by Mr. Rochelle and Ms. Toub, the Executive
Office for U.S. Trustees filed papers in a case involving a
couple's Chapter 7 liquidation to implore the Fifth Circuit to
overturn the Pro-Snax decision and adopt a standard "consistent
with Congress's intent" in paying bankruptcy attorneys.

In July, a three-judge panel of the Fifth Circuit cut the fees of
the lawyers who represented the couple in a prior Chapter 11 case,
citing Pro-Snax, which allowed payment of legal fees in a
bankruptcy case if, with the benefit of hindsight, there was
"identifiable, tangible, and material benefit to the estate."  The
three judges, however, said in a concurring opinion that "the Pro-
Snax standard may be misguided" and recommended that all active
judges on the circuit rehear the case and abandon Pro-Snax in
favor of a compensation standard adopted by all other courts of
appeal, the report related.

The case is Barron & Newburger PC v. Texas Skyline Ltd. (In re
Woerner), 13-50075, U.S. Court of Appeals for the Fifth Circuit
(New Orleans).


CLOUDEEVA INC: Trenk Dipasquale Approved as Bankruptcy Counsel
--------------------------------------------------------------
The Bankruptcy Court authorized Cloudeeva, Inc., et al., to
employ Trenk, Dipasquale Della Fera & Sodono, P.C., as counsel.

As reported in the Troubled Company Reporter on Sept. 29, 2014,
Trenk DiPasquale is expected to, among other things:

   (a) advise the Debtors with respect to the power, duties and
       responsibilities in the continued management of their
       properties and financial affairs as debtors, including the
       rights and remedies of the Debtors-in-Possession with
       respect to their assets and with respect to the claims of
       creditors;

   (b) advise the Debtors with respect to preparing and obtaining
       approval of a Disclosure Statement and Plan of
       Reorganization; and

   (c) prepare on behalf of the Debtors, as necessary,
       applications, motions, complaints, answers, orders, reports
       and other pleadings and documents.

Trenk DiPasquale will be paid at these hourly rates:

       Sam Della Fera, Jr., Partner       $540
       Anthony Sodono III, Partner        $550
       Shoshana Schiff, Partner           $425
       Partners                        $350 - $590
       Associates                      $225 - $350
       Law Clerks                      $185 - $195
       Paralegals and Support Staff    $125 - $210

Trenk DiPasquale will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Trenk DiPasquale has received a postpetition retainer from the
Debtor in the amount of $100,000.  Future compensation shall be
paid by the Debtor from revenues, which fees will be subject to
Bankruptcy Court approval.

Sam Della Fera, Jr., partner of Trenk DiPasquale, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

                     Response and Objection

The Debtor, in response to the objection filed by Bartronics Asia
Pte. Ltd., said that BAPL's misguided argument that Cole Schotz
received an unauthorized postpetition retainer lacks candor and
merit and must be overruled.

As reported in the Troubled Company Reporter on Oct. 16, 2014,
BAPL noted that on Sept. 10, 2014, the Debtors disclosed that they
paid Trenk DiPasquale a postpetition retainer of $100,000.

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

                        About Cloudeeva, Inc.

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

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014.  The cases are assigned to Judge Kathryn
C. Ferguson.

Cloudeeva disclosed $4,989,375 in assets and $6,528,910 in
liabilities as of the Chapter 11 filing.  The company said only
$209,000 is owing to its lender Prestige Capital Corp. and more
than $5.2 million is owed for trade vendor payables.

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

                         *     *     *

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

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

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

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


COLT DEFENSE: Delays Form 10-Q Filing Over Liquidity Concerns
-------------------------------------------------------------
Colt Defense LLC disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that it was unable to file its
quarterly report on Form 10-Q for the period ended Sept. 28, 2014,
in a timely manner because it is working through accounting
considerations and liquidity concerns with respect to its
financial operations.

"As a result of several recent business trends negatively
impacting the Company's current and forecasted revenues and cash
flows, the Company is evaluating its forecasted operating cash
flows in consideration of recent delays in product shipments and
availability of borrowings under the Company's Credit Agreement,"
the Company said in the filing.

As of Nov. 12, 2014, the Company believes that it is probable that
it will not be in compliance with its Term Loan covenants, as
amended, as of Dec. 31, 2014, as they currently exist absent an
amendment, waiver or refinancing of the Term Loan Facility.  The
Company is in current discussions with existing and potential
financing sources to address the situation.

The Company is facing increasing liquidity challenges as a result
of several recent business trends impacting the Company's current
and forecasted revenues and cash flows.  The liquidity challenges
have created uncertainty about the Company's ability to service
its $10.9 million near term Senior Notes interest payment due
Nov. 17, 2014.  In addition, as of Nov. 12, 2014, the Company
believes that it is probable that the Company will not be in
compliance with its Term Loan covenants, as amended, as of
Dec. 31, 2014, as they currently exist, absent a waiver, amendment
or refinancing of the Term Loan Facility.  To provide relief for
the expected default, the Company's management is currently
working to pursue an amendment to its existing Credit Agreement
and Term Loan to provide additional near term liquidity, obtain
alternative financing or an additional equity infusion or some
combination of these measures.  However, there can be no assurance
that the Company will be able to obtain an amendment to the
Company's existing Credit Agreement or Term Loan, obtain
alternative financing or raise additional equity.  As of Nov. 12,
2014, the Company is in discussions with financing sources to
obtain a commitment from those sources to provide incremental
liquidity to the Company.  Any such commitment would be subject to
customary terms and conditions.

In October 2014, the Company revised its 2014 internal forecast to
reflect a continued decline in market demand for commercial MSR's
(modern sporting rifles), recent declines in the demand for the
Company's commercial handguns, delays in anticipated timing of
U.S. Government sales and the timing of certain international
sales.  Under the revised internal forecast, the Company expects
to report significantly lower Adjusted EBITDA for the year-ended
Dec. 31, 2014.  Currently, the Company expects to report a decline
in net sales for the three and nine months ended Sept. 28, 2014,
compared to the three and nine months ended Sept. 29, 2013 (as
revised) of approximately 25% to 35% and 20% to 30%, respectively.
The Company also currently expects to report a decline in
operating income for the three and nine months ended Sept. 28,
2014, compared to the three and nine months ended Sept. 29, 2013,
(as revised) of approximately 50% to 60% and 110% to 120%,
respectively, excluding the impact of the gain on effective
settlement of contract in the three and nine months ended
Sept. 29, 2013, of $15.3 million. These preliminary results are
subject to change.  These combined factors have put significant
pressure on the Company's current and future liquidity position.

As of Nov. 12, 2014, the Company's availability under its Credit
Agreement with Wells Fargo Capital Finance, LLC, was limited to
approximately $1 million as a result of the Company's inability to
be in compliance with the WFCF fixed charge coverage ratio for the
twelve month period ended Sept. 28, 2014.

If the Company is unable to service its near term Senior Notes
interest payment due on Nov. 17, 2014, the Company has a
contractual grace period through Dec. 15, 2014, to make the Senior
Notes interest payment.  If the Company does not make the Senior
Notes interest payment by Dec. 15, 2014, the Company will be in
default with its obligations under the Indenture.  Even if the
Company does make its Senior Notes interest payment by Dec. 15,
2014, it is probable that the Company will not be in compliance
with the Company's Term Loan covenants, as amended, at Dec. 31,
2014.  The failure to comply with the Company's Term Loan
covenants, as amended, would cause an event of default under the
Credit Agreement and the Senior Notes.

As a result of these factors, the Company expects that all of the
Company's long-term debt will be classified as current in the
consolidated balance sheet as of Sept. 28, 2014 when the Company
reports its third quarter results.  The Company does not have
sufficient funds to repay all of its debt upon an actual
acceleration of maturity.  Since the Company would be unable to
repay its debt obligations upon an acceleration of maturity the
Company's lenders would likely take actions to secure their
position as creditors and to mitigate their potential risks.
These conditions would adversely impact the Company's liquidity,
and raise substantial doubt about the Company's ability to
continue as a going concern.

                        About Colt Defense

Colt Defense LLC is a renowned designer, developer and
manufacturer of firearms for military, personal defense and
recreational purposes.  The Company's founder, Samuel Colt,
patented the first commercially successful revolving cylinder
firearm in 1836 and, in 1847, began supplying U.S. and
international military customers with firearms that have set the
standards of their era.

As of June 29, 2014, the Company had $249.02 million in total
assets, $410.72 million in total liabilities and a $161.70 million
total deficit.

                             *    *    *

As reported by the TCR on Oct. 1, 2014, Moody's Investors Service
had 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.  The
ratings downgrade reflects Colt's meaningfully weaker than
anticipated operating results during the first half of 2014
leading to elevated credit metrics and weak near-term liquidity
profile.

Standard & Poor's Ratings Services had lowered its corporate
credit rating on Connecticut-based gun manufacturer Colt Defense
LLC to 'CCC' from 'CCC+', according to a TCR report dated
Sept. 23, 2014.





COLT DEFENSE: $700MM Sr. Term Loan No Impact on Moody's Caa3 CFR
----------------------------------------------------------------
Moody's Investors Service said that the announcement on Monday
that Colt Defense LLC entered into a new $70 million senior
secured term loan facility is a credit positive event but does not
impact the company's ratings including its Caa3 corporate family
rating ("CFR"). Although the new term loan provides the company
with near-term relief, the ratings reflect longer-term capital
structure concerns.

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. Annual
revenues exceed $200 million.


COMPUWARE HOLDINGS: Moody's Assigns B3 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating
and B3-PD probability of default to first time issuer Compuware
Holdings, LLC. Moody's also assigned a B2 rating to its first lien
term loan and revolver; B1 to its asset sale facility and Caa2 to
its second lien facility. The debt will be used to finance the
acquisition of enterprise software provider, Compuware
Corporation, by private equity firm Thoma Bravo and refinance the
debt of Keynote Systems Inc. Thoma Bravo is contributing Keynote,
a software performance monitoring company, as part of the
transaction. The ratings outlook is stable.

Ratings Rationale

The B3 corporate family rating reflects the very high leverage at
the company at a time when revenues in its high margin mainframe
business have been declining. The ratings also recognize the
leading position of Compuware in the application performance
monitoring (APM) market and strong position in mainframe software
tools market. The management team has been restructuring the cost
side of the Compuware business and Thoma Bravo have outlined plans
for further restructuring though the full impact will likely not
show up until fiscal year 2016. Though Moody's expect the team
will be able to significantly reduce the cost structure, concern
remains about the impact of the cuts on the business and
uncertainty of the pace of declines in the mainframe business. The
mainframe business has declined at a 11% compounded annual rate
since fiscal 2011, driven largely by pricing pressures. The
mainframe business is by far the largest contributor of EBITDA and
cash flow to the company. It is estimated that the mainframe
business contributed approximately 64% of EBITDA in the twelve
months ended June 2014 (pro forma for the transaction and Keystone
contribution). While the application performance monitoring
business has been growing at double digit rates and revenues are
larger than mainframe revenues, EBITDA margins and contribution
levels are substantially smaller than those of the mainframe
business.

Leverage at closing is approximately 7.5x pro forma for certain
non-recurring costs and cost actions enacted to-date (leverage
based on actual June 2014 LTM results are substantially higher).
Nonetheless the company has the potential to reduce leverage to 6x
and drive free cash flow to debt levels to 5% or greater by the
end of the fiscal year ended March 31, 2016 driven by cost cutting
measures in place and to be implemented shortly after closing.

The ratings could be upgraded if the company is able to drive
leverage sustainably below 6.5x and free cash flow to debt above
5%. The ratings could also face upward pressure if the company is
able to stabilize mainframe revenues. The ratings could be
downgraded if leverage exceeds 8x or free cash flow is negative on
other than a temporary basis.

Liquidity is good based on an estimated $145 million of cash at
closing and an undrawn $100 million revolver. Free cash flow is
expected to be negative in the initial quarters post closing due
to integration and restructuring costs but is expected to be
positive for the first full year after closing.

The following ratings were assigned:

Assignments:

Issuer: Compuware Holdings, LLC

Probability of Default Rating, Assigned B3-PD

Corporate Family Rating, Assigned B3

$100 million Senior Secured Bank Credit Facility (Local
Currency), Assigned B2, LGD3

$1250 million Senior Secured Bank Credit Facility (Local
Currency), Assigned B2, LGD3

$105 million Asset Sale Facility Senior Secured Bank Credit
Facility (Local Currency), Assigned B1, LGD3

$550 million Second Lien Senior Secured Bank Credit Facility
(Local Currency), Assigned Caa2, LGD5

Outlook, Assigned Stable

The principal methodology used in this rating was Global Software
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Compuware Holdings, LLC is a vehicle set up to acquire Compuware
Corporation. Compuware Corporation based in Detroit, MI had
revenues of $714 million for the twelve months ended June 2014.


COUNTRYWIDE FIN'L: Supreme Court to Hear Key Mortgage Case
----------------------------------------------------------
Brian Collins, writing for National Mortgage News, reported that
the U.S. Supreme Court heard arguments in a case that could
determine when and how borrowers are allowed to cancel their
mortgages.  According to the report, the case, Jesinoski v.
Countrywide, centers on how consumers can exercise their statutory
rights to request a rescission of their mortgage, which is allowed
if the finance charge was understated by at least $36.

                   About Countrywide Financial

Based in Calabasas, California, Countrywide Financial Corporation
(NYSE: CFC) -- http://www.countrywide.com/-- originated,
purchased, securitized, sold, and serviced residential and
commercial loans.

In mid-2008, Bank of America completed its purchase of Countrywide
for $2.5 billion.  The mortgage lender was originally priced at $4
billion, but the purchase price eventually was whittled down to
$2.5 billion based on BofA's stock prices that fell over 40% since
the time it agreed to buy the ailing lender.


CRS HOLDING: Regions Bank DIP Motion Moot
-----------------------------------------
The Bankruptcy Court denied, as moot, CRS Holding of America,
LLC's motion for authority to obtain postpetition financing.  The
Court was advised that on Sept. 24, 2014, Regions Bank terminated
the DIP facility.   As reported in the Troubled Company Reporter
on Sept. 4, 2014, the Debtor sought approval from the court of a
credit facility of up to $1 million of financing from Regions
Bank.

                   About CRS Holding of America

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

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

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

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

CRS Holding of America, LLC, reported $812,470 in total assets,
and $37,560,321 in total liabilities.


CRS HOLDING: Court Denies JY Creative's Bif for Relief from Stay
----------------------------------------------------------------
The Bankruptcy Cpourt, according to CRS Holding of America, LLC's
case docket, denied JY Creative Holdings, Inc.'s motion for relief
from stay.

As reported in the TCR on Oct. 10, 2014, on Sept. 23, 2014, JY
Creative moved the Court for relief from the automatic stay to
permit it to pursue the 11th Circuit Appeal.

According to JY Creative, on July 30, U.S. District Court for the
Middle District of Florida entered an order granting the
receiver's motion for authorization to file bankruptcy.  JY
Creative appealed the order authorizing bankruptcy filing to the
11th Circuit Court of Appeals and the appeal is pending.  The 11th
Circuit Appeal is limited to the issue of whether or not the
receiver has the authority and standing to file bankruptcy on
behalf of the Debtors.

Seleena Miller of Magnum Management Services, LLC, serves as
receiver in the District Court Case.

                   About CRS Holding of America

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

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

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

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

CRS Holding of America, LLC, reported $812,470 in total assets,
and $37,560,321 in total liabilities.


CRYOPORT INC: Reports $3.2 Million Net Loss for Second Quarter
--------------------------------------------------------------
Cryoport, Inc., 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 $3.18 million on $825,000
of revenues for the three months ended Sept. 30, 2014, compared to
a net loss attributable to common stockholders of $14.95 million
on $579,827 of revenues for the same period in 2013.

For the six months ended Sept. 30, 2014, the Company reported a
net loss attributable to common stockholders of $6.25 million on
$1.76 million of revenues compared to a net loss attributable to
common stockholders of $16.28 million on $1.06 million of revenues
for the same period a year ago.

"We expect to continue to incur substantial additional operating
losses from costs related to the commercialization of our Cryoport
Express(R) Solutions and do not expect that revenues from
operations will be sufficient to satisfy our funding requirements
in the near term.  We believe that our cash resources at September
30, 2014, additional funds raised subsequent to September 30, 2014
through the current convertible preferred stock offering...
together with the revenues generated from our services will be
sufficient to sustain our planned operations into the third
quarter of fiscal year 2015; however, we must obtain additional
capital to fund operations thereafter and for the achievement of
sustained profitable operations.  These factors raise substantial
doubt about our ability to continue as a going concern.  We are
currently working on funding alternatives in order to secure
sufficient operating capital to allow us to continue to operate as
a going concern," the Company said in the filing.

The Company's balance sheet at Sept. 30, 2014, showed $1.20
million in total assets, $2.57 million in total liabilities, all
current, and a $1.37 million total stockholders' deficit.

Cryoport's CEO, Jerrell Shelton, commented, "We are pleased to
report another quarter of revenue growth over last year, resulting
in a continued expansion of our gross margin.  Our sales and
marketing strategies are gaining momentum as evidenced by an
active and growing sales pipeline.  Our growth year-to-date is
also a reflection of a flourishing life sciences industry with new
therapies coming to market.  Our recently announced strategic
collaboration with United Parcel Service (UPS) is yet another
strong indication of the acceptance of our validated solutions and
the opportunities that exists within life sciences.  We are now
the provider of choice for the three major carriers looking to
deliver validated cryogenic logistics solutions to their life
sciences and healthcare customers.  Our unique, best-in-class
solutions deliver superior economics and reliability to life
sciences clients throughout the world."

As of Sept. 30, 2014, the Company had cash and cash equivalents of
$103,300 and negative working capital of $1.9 million.
Historically, the Company has financed its operations primarily
through sales of our debt and equity securities.

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

                         http://is.gd/zmJl1l

                           About Cryoport

Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides
comprehensive solutions for frozen cold chain logistics, primarily
in the life science industries.  Its solutions afford new and
reliable alternatives to currently existing products and services
utilized for bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.

Cryoport reported a net loss of $19.56 million on $2.65 million of
revenues for the year ended March 31, 2014, as compared with a net
loss of $6.38 million on $1.10 million of revenues for the year
ended March 31, 2013.

KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2014.  The independent
auditors noted that the Company has incurred recurring operating
losses and has had negative cash flows from operations since
inception.  Although the Company has cash and cash equivalents of
$369,581 at March 31, 2014, management has estimated that cash on
hand, which include proceeds from convertible bridge notes
received in the fourth quarter of fiscal 2014, will only be
sufficient to allow the Company to continue its operations into
the second quarter of fiscal 2015.  These matters raise
substantial doubt about the Company's ability to continue as a
going concern.


DAHL'S FOODS: Ex-CEO Sues Co. Over Incomplete Severance Payment
---------------------------------------------------------------
Patt Johnson at The Des Moines Register reports that David
Sinnwell, Dahl's Foods' former CEO, has filed a breach of contract
lawsuit in Polk County District Court against the Company, asking
to be paid for the money he is owed, plus liquidated damages and
attorney's fees.

Mr. Sinnwell claims in court documents that the Company made
several payments as part of a promised severance package after he
left the Company in March, but the payments were stopped in
September.  According to The Register, Mr. Sinwell claims that the
Company was to pay him about $421,000 over 18 months.

The Register relates that the Bankruptcy Court has set a meeting
of creditors for Dec. 4, 2014.

                        About Dahl's Foods

Dahl's Foods owns and operates 10 full-line grocery stores in and
around the Des Moines, Iowa area.  Since the 1970s, Dahl's has
been employee owned pursuant to an ESOP with 97% of the ownership
held by the ESOP.  The remaining 3% is owned by certain past and
present members of management and other former employees.
Individual grocery store square footage ranges from 28,820 to
70,000 and averages 55,188.  Dahl's employs over 950 people.  For
the 52 weeks ended June 28, 2014, Dahl's generated sales of $136.8
million.

Foods, Inc. dba Dahl's Foods, Dahl's Food Mart, Inc., and Dahl's
Holdings I, LLC, sought bankruptcy protection (Bankr. S.D. Iowa
Lead Case No. 14-02689) in Des Moines, Iowa on Nov. 9, 2014, with
a deal to sell to Associated Wholesale Grocers Inc. for
$4.8 million.

The Debtors have tapped Bradshaw, Fowler, Proctor & Fairgrave,
P.C., as bankruptcy counsel, Crowe & Dunlevy, P.C., as special
reorganization and conflicts counsel, and Foods Partners, LLC as
financial advisor and investment banker.

Associated Wholesale Grocers, Inc., the Debtors' prepetition
lender, committed to provide a senior secured, super-priority term
credit facility of up to $6,649,623.  As of the Petition Date,
Debtors owe AWG the aggregate amount of approximately $3.2
million.  AWG is represented by Christopher J. Rockers, Esq., at
Husch Blackwell LLP, in Kansas City, Missouri.


DAHL'S FOODS: Amends List of Largest Unsecured Creditors
--------------------------------------------------------
Foods, Inc., d/b/a Dahl's Foods, amended its list of creditors
holding largest unsecured claims to disclose the following:

   Entity                         Nature of Claim   Claim Amount
   ------                         ---------------   ------------
HOLMES MURPHY                                           $364,707
3001 WESTOWN PARKWAY
WEST DES MOINES, IA 50266
Attn: Laura Guisinger
Tel: 515-223-6856
E-mail: Lguisinger@Holmesmurphy.com

KECK, INC. dba Keck Energy                              $309,198
501 S.W. 7TH ST SUITE D
DES MOINES, IA 50309
Attn: Tim Van Vliet
Wetsch Abbott & Osborn
974 73rd St. Ste 20
Windsor Heights, IA 50324
Tel: 515/223-6000

THRIFTY WHITE PHARMACY                                  $266,591
6055 Nathan Lane N., Suite 2000
Minneapolis, MN 55442
Attn: Tim Erdle
Tel: 763-513-4325
E-mail: Terdle@thriftywhite.com

ANDERSON/ERICKSON DAIRY INC.                            $255,872
2420 EAST UNIVERSITY AVE
DES MOINES, IA 50317
Attn: Ed Knight
Tel: 515-265-2521
E-mail: Edk@AEdairy.com

DAKOTA DRUG INC.                                        $242,956
PO BOX 5009
MINOT, ND 58702
Attn: Cindy Lohse
Tel: 701-857-1147

MID AMERICAN ENERGY COMPANY                             $126,682
P.O. BOX 8020
DAVENPORT, IA 52808
Attn: Ken Setzkorn
Tel: 515-252-6768
E-mail: kdsetzkorn@midamerican.com

United Healthcare Ins. Co.                               $90,965
22561 Network Place
Chicago, IL 60673-1225
Attn: Darci Moran
Tel: 515-727-2073
E-mail: darci_moran@uhc.com

SHULLSBURG CREAMERY II, LLC                              $84,192
PO BOX 398
SHULLSBURG, WI 53586
Attn: Jeff James
Tel: 608-482-1295
E-mail: Jjames@shullsburgcreamery.com

FRITO-LAY INC.                                           $79,842
PO BOX 300025
DULUTH, GA 30096
Attn: Pat Ryan
Tel: 563-419-3527
E-mail: patryan@pepsico.com

IOWA DES MOINES SUPPLY INC.                              $73,885
1680 GUTHRIE AVE
DES MOINES, IA 50316
Attn: Paul Drey, Esq.
Brick Gentry Law Firm
6701 Westown Pkwy, Ste 100
West Des Moines, IA 50266
515/274-1450

OLD DUTCH FOODS INC.                                     $68,938
P.O. BOX 64627
ST PAUL, MN 55164
Attn: Dale Westover
Tel: 319-230-1840
E-mail: dale.westover@olddutchfoods.com

HUSSMANN SERVICES CORP.                                  $66,500
26372 NETWORK PLACE
CHICAGO, IL 60673-1263
Attn: Quincy Edwards
Tel: 314-298-5729
E-mail: quincy.edwards@hussmann.com

JOHNSON BROTHERS WINE CO.                                $57,401
2515 DEAN AVE.
DES MOINES, IA 50317
Attn: Sean Angus
Tel: 515-490-7001
E-mail: sangus@johnsonbrothers.com

PEPSI                                                    $57,085
LOCKBOX# 75948
CHICAGO, IL 60675-5948
Attn: Nick Huberty
Tel: 641-430-0313
E-mail: nick.huberty@pepsico.com

PAN-O-GOLD BAKING CO.                                    $54,198
ST CLOUD
P.O. BOX 848
ST CLOUD, MN 56302-0848
Attn: Curt Geisenhoff
Tel: 515-229-5964
E-mail: cgeisenhoff@panogold.com

MARTIN BROS. DISTRIBUTING CO                             $54,171
PO BOX 69
CEDAR FALLS, IA 50613
Attn: Bret Petersen
Tel: 515-979-0440
E-mail: Bpetersen@martinsnet.com

ALLIANCE HARSHA ADVERTISING                              $50,787
306 NORTHCREEK BLVD
GOODLETTSVILLE, TN 37072
Attn: Matt Jonas
Tel: 816-392-3546

LEVEL 10                                                 $50,767
820 NORTH 20TH AVENUE
HIAWATHA, IA 52233
Attn: Olivia Zerba
Tel: 319-892-0430

BLUE RHINO CORPORATION                                   $49,970
P.O. BOX 281956
ATLANTA, GA 30384-1956
Attn: Sherry Clark
Tel: 866-672-3496
E-mail: sherryclark@ferrellgas.com

KOEHLER & DRAMM                                          $46,172
2407 E. HENNEPIN
MINNEAPOLIS, MN 55413
Attn: Mike Weinmeyer
Tel: 612-362-3115
E-mail: Mweinmeyer@koehlerdramm.com

                        About Dahl's Foods

Dahl's Foods owns and operates 10 full-line grocery stores in and
around the Des Moines, Iowa area.  Since the 1970s, Dahl's has
been employee owned pursuant to an ESOP with 97% of the ownership
held by the ESOP.  The remaining 3% is owned by certain past and
present members of management and other former employees.
Individual grocery store square footage ranges from 28,820 to
70,000 and averages 55,188.  Dahl's employs over 950 people.  For
the 52 weeks ended June 28, 2014, Dahl's generated sales of $136.8
million.

Foods, Inc. dba Dahl's Foods, Dahl's Food Mart, Inc., and Dahl's
Holdings I, LLC, sought bankruptcy protection (Bankr. S.D. Iowa
Lead Case No. 14-02689) in Des Moines, Iowa on Nov. 9, 2014, with
a deal to sell to Associated Wholesale Grocers Inc. for
$4.8 million.

The Debtors have tapped Bradshaw, Fowler, Proctor & Fairgrave,
P.C., as bankruptcy counsel, Crowe & Dunlevy, P.C., as special
reorganization and conflicts counsel, and Foods Partners, LLC as
financial advisor and investment banker.

Associated Wholesale Grocers, Inc., the Debtors' prepetition
lender, committed to provide a senior secured, super-priority term
credit facility of up to $6,649,623.  As of the Petition Date,
Debtors owe AWG the aggregate amount of approximately $3.2
million.  AWG is represented by Christopher J. Rockers, Esq., at
Husch Blackwell LLP, in Kansas City, Missouri.


DAHL'S FOODS: Proposes to Pay $255K Bonuses to Key Employees
------------------------------------------------------------
Foods, Inc., d/b/a Dahl's Foods, seeks permission from the U.S.
Bankruptcy Court for the District of Delaware to implement a key
employee retention plan, recognizing the negative impact to the
value of its business if certain non-management members were to
resign prior to the close of the proposed sale.

Pursuant to the KERP, the Debtor would make available an aggregate
amount of $255,402 for bonus payments to Key Employees, provided
each Key Employee would only receive a bonus payment under the
KERP if that Employee continued working through the close of the
proposed sale.  The Debtor says 259 key employees are eligible to
receive a bonus payment under the KERP.  Of the 259 key employees,
257 are not "insiders" as the term is defined in Section 101(31)
of the Bankruptcy Code, while two employees -- Kenneth Kane and
David Wilson -- are considered "insiders" because they are members
of the Debtor's board of directors.

                        About Dahl's Foods

Dahl's Foods owns and operates 10 full-line grocery stores in and
around the Des Moines, Iowa area.  Since the 1970s, Dahl's has
been employee owned pursuant to an ESOP with 97% of the ownership
held by the ESOP.  The remaining 3% is owned by certain past and
present members of management and other former employees.
Individual grocery store square footage ranges from 28,820 to
70,000 and averages 55,188.  Dahl's employs over 950 people.  For
the 52 weeks ended June 28, 2014, Dahl's generated sales of $136.8
million.

Foods, Inc. dba Dahl's Foods, Dahl's Food Mart, Inc., and Dahl's
Holdings I, LLC, sought bankruptcy protection (Bankr. S.D. Iowa
Lead Case No. 14-02689) in Des Moines, Iowa on Nov. 9, 2014, with
a deal to sell to Associated Wholesale Grocers Inc. for
$4.8 million.

The Debtors have tapped Bradshaw, Fowler, Proctor & Fairgrave,
P.C., as bankruptcy counsel, Crowe & Dunlevy, P.C., as special
reorganization and conflicts counsel, and Foods Partners, LLC as
financial advisor and investment banker.

Associated Wholesale Grocers, Inc., the Debtors' prepetition
lender, committed to provide a senior secured, super-priority term
credit facility of up to $6,649,623.  As of the Petition Date,
Debtors owe AWG the aggregate amount of approximately $3.2
million.  AWG is represented by Christopher J. Rockers, Esq., at
Husch Blackwell LLP, in Kansas City, Missouri.


DENDREON CORP: Dec. 9 Hearing on Sale & Bidding Procedures
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on Dec. 9, 2014, at 3:30 p.m. (Eastern) to
consider approval of the procedures governing the bidding and sale
of substantially all of the assets of Dendreon Corporation, et
al., and set Dec. 2 as the deadline for parties to file objections
to the proposed protocol.

As previously reported by The Troubled Company Reporter, the
Debtors' plan support agreements with noteholders provide the
framework for a competitive process whereby prospective buyers may
bid to purchase all or substantially all of the Debtors' non-cash
assets either (i) in a sale pursuant to Bankruptcy Code section
363, or (ii) in the form of a recapitalization transaction
effectuated through a plan of reorganization.  A qualified bid in
the competitive process must have a value in excess of
$275 million as determined by the bidding procedures.

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the Debtors have an agreement for selling
their assets under a reorganization plan to holders of the $620
million in 2.875 percent convertible notes due 2016.  According to
the Bloomberg report, Dendreon reached agreement on a plan with
holders of 84% of the convertible notes where the debt will be
converted to ownership unless a third party bids more than $275
million cash at auction.

Bloomberg, citing Trace, the bond-price reporting system of the
Financial Industry Regulatory Authority, says the convertible
notes last traded on Nov. 3 for 64.5 cents on the dollar.  The
stock closed at 94 cents on Nov. 7 in New York trading.

                          About Dendreon

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.) 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.

Dendreon sought bankruptcy protection after it reached agreements
on the terms of a financial restructuring with certain  holders of
the Company's 2.875% Convertible Senior Notes due 2016
representing 84% of the $620 million aggregate principal amount of
the 2016 Notes.  The financial restructuring may take the form of
a stand-alone recapitalization or a sale of the Company or its
assets.

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

The Debtors disclosed $365 million in total assets and
$664 million in total liabilities as of June 30, 2014.

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.  There's an organizational meeting on Nov.
19, 2014, at 10:00 a.m. to appoint a committee.


DETROIT, MI: BofA OK'd to Foreclose Upon Hereford St. Property
--------------------------------------------------------------
Bankruptcy Judge Steven Rhodes modified the automatic stay to
permit Bank of America, N.A., to foreclose upon or obtain
possession of City of Detroit, Michigan's property located
at 5384 Hereford St., Detroit, MI.

                   About the City of Detroit

The City of Detroit, Michigan, weighed down by more than $18
billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846).  Detroit estimated
more than $1 billion in both assets and debts.

Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition.  Detroit is represented by lawyers
at Jones Day and Miller Canfield Paddock and Stone PLC.

Michigan Governor Rick Snyder authorized the bankruptcy filing.

The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.

The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing.  Debt service consumes
42.5 percent of revenue.  The city has 100,000 creditors and
20,000 retirees.

The Hon. Steven Rhodes oversees the bankruptcy case.  Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.

Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.

Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.

A nine-member official committee of retired workers was appointed
in the case.  The Retirees' Committee is represented by Dentons US
LLP.  Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.

                           *     *     *

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

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


DHX MEDIA: S&P Assigns 'B+' CCR & Rates C$150MM Sr. Notes 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+' long-
term corporate credit rating and stable outlook to Halifax, N.S.-
based DHX Media Ltd., a creator, producer, marketer, and
broadcaster of family entertainment.  S&P expects the company to
have about C$310 million of pro forma funded debt outstanding.

At the same time, Standard & Poor's assigned its 'BB-' issue-level
rating and '2' recovery rating to DHX Media's proposed C$150
million senior unsecured notes due in 2021.  The '2' recovery
rating indicates S&P's expectation for substantial (70%-90%)
recovery in default.  Standard & Poor's also assigned its 'BB'
issue-level rating and '1' recovery rating to the company's senior
secured bank facilities.  The '1' recovery rating indicates S&P's
expectation for very high (90%-100%) recovery in default.

"We understand that proceeds from the notes will be used to
partially refinance existing bank debt that comprises C$248
million senior secured facilities due 2019 and borrowings
outstanding under a C$30 million revolving credit facility due
2019," said Standard & Poor's credit analyst Madhav Hari.

"The ratings are contingent on our reviewing final documentation
and completion of the transaction as described to us," Mr. Hari
added.

Standard & Poor's bases its ratings on DHX Media on its "weak"
business risk nd "aggressive" financial risk profile assessments
for the company, the combination of which drives an anchor rating
of 'b+'.  Standard & Poor's analytical modifiers have a neutral
overall effect on its 'B+' long-term corporate rating on the
company.

DHX Media is the largest independent provider of children's
content in Canada, including having the largest independent
library of children's content worldwide.  The company has four
main revenue drivers: DHX television (38% of pro forma revenue;
channels acquired from Bell Media/Astral in July 2014), content
production (26%), library and distribution (21%), and
merchandising and licensing (15%).  The company has largely grown
from acquisitions, with revenue increasing to C$219 million pro
forma for fiscal 2014 from C$40 million in fiscal 2010.

The stable outlook on DHX Media reflects Standard & Poor's
expectation that the company will continue to produce and
distribute successful children's programming, expand its revenue
base organically, and maintain adjusted funds from operations
(AFFO) to debt above 15% and adjusted debt to EBITDA of less than
4.5x.

S&P could raise the ratings if the company demonstrates that it
can drive free operating cash flow sustainably higher than its
base-case scenario while maintaining an AFFO-to-debt ratio above
20% and an adjusted debt-to-EBITDA ratio of less than 4x.

S&P could lower our ratings if DHX Media's financial results do
not meet S&P's base-case expectations, which include generating
organic EBITDA above C$75 million.  In addition, a downgrade could
result should management maintain an aggressive external growth
strategy, such that the company's pro forma AFFO-to-debt ratio
falls below 12% and pro forma adjusted debt-to-EBITDA ratio is
above 5x.


DIOCESE OF MONTANA: Has Loan to Pay Sexual Abuse Claims
-------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the Roman Catholic Diocese of Helena, Montana,
wants permission to borrow $3.5 million from Placid Enterprises
LLC to finance a Chapter 11 plan.

According to the Bloomberg report, the Placid loan would be used
to fund the diocese's contribution of about $2 million to
settlement trusts, estimated expenses of $750,000, and operations.

As previously reported by The Troubled Company Reporter, the
Associated Press, the Diocese has filed a bankruptcy
reorganization plan that proposes a $16.4 million settlement for
hundreds of people who said clergy members sexually abused them
for decades while the church covered it up.  The plan, filed on
Nov. 17, calls for the 362 victims identified in two lawsuits
filed in 2011 to receive a minimum payment of $2,500 each.  An
abuse-claims reviewer will determine the actual payment based on
the severity and long-term effects of the abuse.

                    About the Diocese of Helena

The Roman Catholic Bishop of Helena, Montana, a Montana Religious
Corporation Sole (a/k/a Diocese of Helena) sought protection
under Chapter 11 of the Bankruptcy Code on Jan. 31, 2014, to
resolve more than 350 sexual-abuse claims.  The Chapter 11 case
(Bankr. D. Mont. Case No. 14-60074) was filed in Butte, Montana.

Attorneys at Elsaesser Jarzabek Anderson Elliott & MacDonald,
Chtd., serve as counsel to the Debtor.  Gough, Shanahan, Johnson &
Waterman PLLP has been tapped as special counsel to provide legal
advice relating to sexual abuse claims.

Several Roman Catholic dioceses in the U.S. have filed for
bankruptcy to settle claims from current and former parishioners
who say they were sexually molested by priests.

The Roman Catholic Bishop of Helena filed its schedules of assets
and liabilities, which show assets with a value of more than
$16.037 million against debt totaling $33.6 million.  The filings
also showed that the diocese has $4.7 million in secured debt.
Creditors of the diocese assert $28.89 million in unsecured
non-priority claims.

The U.S. Trustee for Region 18 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors.  The Committee
has retained Pachulski Stang Ziehl & Jones LLP as counsel.

The Court installed Michael R. Hogan as the legal representative
for these sex abuse victims: (a) are under 18 years of age before
the Claims Bar Date; (b) neither discovered nor reasonably should
have discovered before the Claims Bar Date that his or her injury
was caused by an act of childhood abuse; or (c) have a claim that
was barred by the applicable statute of limitations as of the
Claims Bar Date but is no longer barred by the applicable statute
of limitations for any reason, including for example the passage
of legislation that revives such claims.


DYNAVOX INC: Confirmation Hearing Set for Dec. 22
-------------------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware approved the disclosure statement explaining Dynavox
Inc., et al.'s first amended joint plan of liquidation and
scheduled a confirmation hearing for Dec. 22, 2014, at 2:00 p.m.
(Eastern Time).  Any party that objects to Confirmation of the
Plan must file and serve its objection and evidence in support
thereof by Dec. 15.

The Debtors filed with the Bankruptcy Court a plan and
accompanying disclosure statement following the sale of
substantially all of their assets to Tobii Technology AB for $18
million.  All classes of claims under the Plan are unimpaired and
holders of the claims are deemed to accept the treatment of their
claims.  A full-text copy of the First Amended Disclosure
Statement dated Nov. 17, 2014, is available at:

          http://bankrupt.com/misc/DYNAVOXds1117.pdf

                         About Dynavox Inc.

DynaVox Intermediate LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Del. Case No. 14-10785) on April 6, 2014.  Two of its
affiliates, DynaVox Inc. and DynaVox Systems Holdings LLC, also
filed for bankruptcy (Case Nos. 14-10791 and 14-10790) the
following day.  The Debtors estimated assets and debts of at least
$10 million.  Cousins, Chipman & Brown, LLP, serves as the
Debtors' counsel.  Judge Peter J. Walsh presides over the case.

DynaVox Inc. (OTC: DVOX) is a holding Company with its
headquarters in Pittsburgh, Pennsylvania, whose primary operating
entities are DynaVox Systems LLC and Mayer-Johnson LLC.  DynaVox
provides speech generating devices and symbol-adapted special
education software to assist individuals in overcoming their
speech, language and learning challenges.

The Troubled Company Reporter, on May 30, 2014, citing Bill
Rochelle, the bankruptcy columnist for Bloomberg News, reported
that the Bankruptcy Court approved the sale of DynaVox Inc.'s
business for $18 million to Tobii Technology AB from Danderyd,
Sweden.  The price fully pays $14.5 million in secured debt owing
to JEC-BR Partners LLC, a venture between FEC-BR Partners LLC and
JEC Capital Partners LLC.


E H MITCHELL: Case Conversion Hearing Continued Until Jan. 3
------------------------------------------------------------
The Bankruptcy Court continued until Jan. 3, 2015, at 10:00 a.m.,
the hearing to consider the U.S. Trustee's motion to convert to
Chapter 7 liquidation the Chapter 11 case of E H Mitchell.

At the hearing the Court will also consider the objections filed
by the Debtor, and creditor Ezkovich & Co., LLC, and the reply
filed by creditor Reginald James Laurent.

As reported in the Troubled Company Reporter on Sept. 12, 2014, in
a supplemental memorandum, Mr. Laurent stated that since the
motion to convert/dismiss was filed, additional statutory grounds
to convert the case have been discovered, including:

   1) substantial or continuing loss to or diminution;

   2) failure to produce CMC's financial records;

   3) misrepresentation and gross mismanagement of the estate;

   4) unauthorized use of cash collateral;

   5) failure to file timely reports; and

   6) failure to confirm.

Mr. Laurent pointed out that since May 2014, the Debtor, in its
disclosure statements, has expressed the preference to be
dismissed rather than converted.  This change in tack demonstrates
deception and the delay tactics, according to Mr. Laurent.
Mr. Laurent asks the Court to grant the U.S. Trustee's motion to
convert the case because dismissal will only cause delay and
further prejudice him.

               About E. H. Mitchell & Company LLC

E. H. Mitchell & Company LLC sought protection under Chapter 11 of
the Bankruptcy Code on Oct. 8, 2013, (Case No. 13-12786, Bankr.
E.D. La.).  The case is assigned to Judge Jerry A. Brown.

The Debtor is represented by Robert L. Marrero, Esq., at Robert
Marrero, LLC, in New Orleans, Louisiana. The Debtor disclosed
$300,027,297 in assets and $1,281,148 in liabilities.

The petition was signed by Michael Furr, secretary/member.

Henry G. Hobbs, Jr., Acting United States Trustee for Region 5,
has appointed three members to the official committee of unsecured
creditors.


EDENOR S.A.: Incurs ARS 720.9 Million Net Loss in Third Quarter
---------------------------------------------------------------
Edenor S.A. reported a net loss of ARS 720.9 million for the three
months ended Sept. 30, 2014, compared with a net loss of ARS
512.87 million for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of ARS 1.44 billion compared to net profit of ARS 792.04
million for the same period a year ago.

As of Sept. 30, 2014, the Company had ARS 7.99 billion in total
assets, ARS 8.26 billion in total liabilities and a ARS 267.39
billion total deficit.

"Given the fact that the realization of the projected measures to
revert the manifested negative trend depends, among other factors,
on the occurrence of certain events that are not under the
Company's control, such as the requested electricity rate
increases or the implementation of another source of financing or
offsetting mechanism, the Board of Directors has raised
substantial doubt about the Company's ability to continue as a
going concern in the term of the next fiscal year, being obliged
to defer once again certain payment obligations, as previously
mentioned, or unable to comply with the salary increases or the
increases recorded in third-party costs," said Ricardo Torres,
chairman.

A full-text copy of the company's quarterly report is available
at:

                        http://is.gd/4FaSRx

A full-text copy of the Form 6-K filed with the U.S. Securities
and Exchange Commission is available at:

                        http://is.gd/pjp9rM

                          About Edenor SA

Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN;
Buenos Aires Stock Exchange: EDN) is the largest electricity
distribution company in Argentina in terms of number of customers
and electricity sold (both in GWh and Pesos).  Through a
concession, Edenor distributes electricity exclusively to the
northwestern zone of the greater Buenos Aires metropolitan area
and the northern part of the city of Buenos Aires.

Edenor SA reported profit of ARS 772.7 million on ARS 3.44 billion
of revenue from sales for the year ended Dec. 31, 2013, as
compared with a loss of ARS 1.01 billion on ARS 2.97 billion of
revenue from sales in 2012.  Edenor reported a net loss of
ARS 291.38 million in 2011.


EDUCATION REALTY: S&P Affirms 'BB+' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue-level
rating to Education Realty Operating Partnership L.P.'s $250
million debut senior unsecured notes due 2024.  The recovery
rating is '2', which indicates S&P's expectations for substantial
(70% to 90%) recovery in the event of default.  The notes are
fully and unconditionally guaranteed by parent company Education
Realty Trust Inc. (EDR).

The company intends to use the proceeds to repay approximately $69
million in mortgage debt, to pay down the outstanding balance on
the company's unsecured revolving credit facility, and for general
corporate purposes.  The indenture governing the notes contains
covenants typical of U.S. equity REITs including a limitation on
total debt (less than 60% of total assets) and secured debt (less
than 40% of total assets) as well as a minimum debt service
coverage requirement (greater than 1.5x) and maintenance of total
unencumbered assets (greater than 1.5x of total unsecured debt).
The issue-level rating is one notch above S&P's 'BB+' corporate
credit rating on EDR.

S&P's ratings on Memphis-based EDR reflect its "fair" business
risk profile, highlighted by high-quality assets, a substantial
appetite for development, and the company's relatively small
scale.  S&P's assessment of the company's financial risk profile
as "intermediate" incorporates its base-case expectation that
fixed charge coverage remains in the mid- to high-2x area by the
end of both 2014 and 2015. Significant capacity on its revolving
credit facility and lack of covenant pressure support its
"adequate" liquidity.

RATINGS LIST

Education Realty Trust Inc.
Corporate Credit Rating           BB+/Stable/--

New Rating
Education Realty Operating Partnership L.P.
$250M senior unsecured
   notes due 2024                  BBB-
   Recovery rating                 2


EMMANUEL L. COHEN: Unable to Confirm Plan, Wants Case Converted
---------------------------------------------------------------
Emanuel L. Cohen asks the Bankruptcy Court to enter an order
converting its bankruptcy case to one under Chapter 7 of the
Bankruptcy Code.

According to the Debtor, it is unlikely that it will be able to
propose a confirmable plan.

The Debtor's counsel can be reached at:

         Kenneth S. Rappaport, Esq.
         RAPPAPORT OSBORNE & RAPPAPORT, PL
         Suite 203, Squires Building
         1300 North Federal Highway
         Boca Raton, FL 33432
         Tel: (561) 368-2200

                     About Emanuel L. Cohen

Emanuel L. Cohen, D.I.T. Inc., and Salon's Best, Inc., filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Fla. Lead Case No.
14-23125) at West Palm Beach, Florida, on June 6, 2014.  D.I.T.
and Salon's Best disclosed $12 million in assets and debt.
Emanuel L. Cohen disclosed $6,699,546 in assets and $14,116,055 in
liabilities as of the Petition Date.  Kenneth S. Rappaport, Esq.,
at Rappaport Osborne & Rappaport, PL, in Boca Raton, Florida,
serves as counsel to the Debtors.

As reported in the Troubled Company Reporter on July 25, 2014,
the U.S. Trustee notified the Bankruptcy Court that until further
notice, it will not appoint a committee of creditors pursuant to
Section 1102 of the Bankruptcy Court.


ENDEAVOR INT'L: Files Ch. 11 Reorganization Plan
------------------------------------------------
Endeavour Operating Corporation, et al., filed with the U.S.
Bankruptcy Court for the District of Delaware a joint plan of
reorganization and disclosure statement, which provides for:

   -- the reduction of approximately $598 million of the Debtors'
existing debt;

   -- the reduction of approximately 43% of the Debtors annual
interest burden; and

   -- freeing up of approximately $50 million in annual cash flow
that can be used for reinvestment in the Debtors' business.

Among other things, the Plan further provides for (i) the
cancellation of all of the Debtors' existing debt and equity; and
(ii) the issuance of $262.5 million in new notes bearing a 9.75%
interest rate, new Series A convertible preferred stock and new
shares of common stock.

Pursuant to the Plan, the Voting Claims include all Allowed Claims
that have been placed in Classes 3 through 7.  The New Notes, New
Preferred Stock and New Common Stock are being issued in full and
final satisfaction of the Allowed Claims of the 2018 Noteholders
(Classes 3 and 4), the 7.5% Convertible Bondholders (Class 5) and
the Convertible Noteholders (Class 6) on the date on which all
conditions to the effectiveness of the Plan have been satisfied
or waived in accordance with the terms of the Plan.

The Plan provides that holders of Allowed General Unsecured Claims
of a value greater than $10,000 (Class 7 - General Unsecured
Claims) will receive a distribution of Cash equal to [15.0%] of
the value of their Allowed Claim, in full and final satisfaction
of those Claims on the Effective Date.  Holders of Allowed General
Unsecured Claims in the amount of $10,000 or less (Class 8 ?
Convenience Class Claims) will receive a distribution of Cash
equal to 100% of the value of their Allowed Claim, in full and
final satisfaction of those Claims on the Effective Date.

The Court, on Nov. 10, approved the Debtors' prepetition
restructuring support agreement with certain prepetition
creditors, including certain of the March 2018 Noteholders,
certain of the June 2018 Noteholders, certain of the 5.5%
Convertible Noteholders, all of the 6.5% Convertible Noteholders
and certain of the 7.5% Convertible Bondholders.  The RSA Parties
have made substantial concessions to come to the Plan terms and
have agreed to support and vote in favor of the Plan.

The RSA required the Debtors to file a Chapter 11 plan and
accompanying disclosure materials by Nov. 24, obtain approval of
the Disclosure Statement by Jan. 8, 2015, and obtain confirmation
of the Plan by March 29.  The Debtors, in a later filing with the
Court, accelerated their timetable for their Chapter 11
proceedings so that the Disclosure Statement hearing will be held
on Dec. 17 and the confirmation hearing will be held on Feb. 3.

A full-text copy of the Disclosure Statement dated Nov. 17, 2014,
is available at http://bankrupt.com/misc/ENDEAVOURds1117.pdf

           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.


ENERGY FUTURE: $200M Attys' Fee Bid Draws Objection in LBO Case
---------------------------------------------------------------
Law360 reported that William J. Nolan III, the trustee for five
funds that each owned 400 shares of Energy Future Holdings Inc. --
one of dozens of companies at issue in a class action alleging
private equity funds colluded to depress leveraged buyout prices -
- has objected to a request by the proposed class's attorneys for
nearly $200 million in fees in Massachusetts federal court.

The case is Klein et al v. Bain Capital Partners, LLC et al., Case
No. 1:07-cv-12388 (D. Mass.).

                       About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4
billion in book value and total liabilities of $49.7 billion.  The
Debtors have $42 billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.

The Troubled Company Reporter, on Nov. 4, 2014, reported that the
U.S. Trustee for Region 3 appointed five creditors of Energy
Future Holdings Corp. to serve on the Debtor's official committee
of unsecured creditors.


EPAZZ INC: Requires Additional Time to File Form 10-Q
-----------------------------------------------------
Epazz, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2014.  The Company said it has been unable to complete
its Quarterly Report within the prescribed time because of delays
in completing the preparation of its financial statements and its
management discussion and analysis.

                          About EPAZZ Inc.

Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of
Illinois on March 23, 2000, to create software to help college
students organize their college information and resources.  The
idea behind the Company was that if the information and resources
provided by colleges and universities was better organized and
targeted toward each individual, the students would encounter a
personal experience with the college or university that could lead
to a lifetime relationship with the institution.  This concept is
already used by business software designed to retain relationships
with clients, employees, vendors and partners.

Epazz reported a net loss of $3.37 million on $750,139 of revenue
for the year ended Dec. 31, 2013, as compared with a net loss of
$1.90 million on $1.19 million of revenue for the year ended
Dec. 31, 2012.

The Company's balance sheet at June 30, 2014, showed $1.99 million
in total assets, $3.75 million in total liabilities and a $1.75
million total stockholders' deficit.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has an accumulated deficit of $(7,501,994) and a
working capital deficit of $(1,283,338), which raises substantial
doubt about its ability to continue as a going concern.

                        Bankruptcy Warning

The Company said in the 2013 Annual Report that it will need to
raise additional funds to continue to operate as a going concern.

"We cannot be certain that any such financing will be available on
acceptable terms, or at all, and our failure to raise capital when
needed could limit our ability to continue and expand our
business.  We intend to overcome the circumstances that impact our
ability to remain a going concern through a combination of the
commencement of additional revenues, of which there can be no
assurance, with interim cash flow deficiencies being addressed
through additional equity and debt financing.  Our ability to
obtain additional funding for the remainder of the 2014 year and
thereafter will determine our ability to continue as a going
concern.  There can be no assurances that these plans for
additional financing will be successful.  Failure to secure
additional financing in a timely manner to repay our obligations
and supply us sufficient funds to continue our business operations
and on favorable terms if and when needed in the future could have
a material adverse effect on our financial performance, results of
operations and stock price and require us to implement cost
reduction initiatives and curtail operations.  Furthermore,
additional equity financing may be dilutive to the holders of our
common stock, and debt financing, if available, may involve
restrictive covenants, and strategic relationships, if necessary
to raise additional funds, and may require that we relinquish
valuable rights.  In the event that we are unable to repay our
current and long-term obligations as they come due, we could be
forced to curtail or abandon our business operations, and/or file
for bankruptcy protection; the result of which would likely be
that our securities would decline in value and/or become
worthless."


ERF WIRELESS: Needs Additional Time to File Form 10-Q
-----------------------------------------------------
ERF Wireless filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2014.  The Company intends to file the Form 10-Q within
the permitted extension period.

                         About ERF Wireless

Based in League City, Texas, ERF Wireless, Inc., provides secure,
high-capacity wireless products and services to a broad spectrum
of customers in primarily underserved, rural and suburban parts of
the United States.

ERF Wireless reported a net loss attributable to the Company of
$7.26 million in 2013, a net loss attributable to the Company of
$4.81 million in 2012 and a net loss attributable to the Company
of $3.37 million in 2011.

The Company's balance sheet at June 30, 2014, showed $3.59 million
in total assets, $11.69 million in total liabilities and a
$8.10 million total shareholders' deficit.


EVERYWARE GLOBAL: Appoints Ellen Richstone to Board
---------------------------------------------------
EveryWare Global, Inc., announced that Ellen B. Richstone has been
appointed to the Company's Board of Directors, effective the day
after the filing of the Company's third quarter financials.  Ms.
Richstone has also been named Chair of the Company's Audit
Committee.

Ms. Richstone brings over 38 years of operating and executive
leadership to EveryWare.  From an operating perspective, Ms.
Richstone served as the president and CEO of the Entrepreneurial
Resources Group, growing the Company by a multiple of three in a
two year time period.  She has also been a chief financial officer
for both public and private companies ranging in size from early
stage up to US$3 Billion in revenue and is a former Fortune 500
CFO.  As a Board Member, she has experience as a Financial Expert,
Audit Committee Chair, Compensation Committee member, and
Nominating Committee Chair.  She was the Financial Expert on the
American Power Conversion Board until its sale for US $6.0 billion
in cash, an 82% premium.

Sam Solomon, chief executive officer of EveryWare stated, "We are
very pleased that Ellen is joining EveryWare's Board of Directors.
Ellen is a seasoned executive and board member who brings a wealth
of finance knowledge and operational experience to our board and
her extensive leadership experience will make her a valuable asset
to our team.  We expect she will add many valuable contributions
as we continue to transform this business."

Ms. Richstone is currently on the Board of Bioamber and eMagin in
addition to being on the Board of the National Association of
Corporate Directors-New England Chapter.  She is also a member of
the Corporate Directors Group, the Board Leaders Group, and the
Women Corporate Directors Organization.  In 2013, she was awarded
the first annual Distinguished Director Award from the Corporate
Directors Group, an organization of 1400 public company directors
nationwide.

                          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 of June 30, 2014, the Company had $274.33 million in total
assets, $400.64 million in total liabilities and a $126.30 million
total stockholders' deficit.

For the six months ended June 30, 2014, the Company reported a net
loss of $65.29 million on $194.63 millin of total revenues
compared to a net loss of $2 million on $200.18 million of total
revenues for the same period during the prior year.

                            *    *    *

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: Anticipates March 2015 Plan Confirmation
------------------------------------------------------------
Exide Technologies filed with the U.S. Bankruptcy Court for the
District of Delaware a plan of reorganization and accompanying
disclosure statement providing the following terms:

   (a) Reorganized Exide's debt at emergence will comprise: (i) an
       estimated $225 million Exit ABL Revolver Facility; (ii)
       $264.1 million of New First Lien High Yield Notes; (iii)
       $283.8 million of New Second Lien Convertible Notes.  The
       Debtor's non-debtor European subsidiaries are also expected
       to have approximately $23 million.

   (b) The New Second Lien Convertible Notes will be convertible
       into 80% of the New Exide Common Stock on a fully diluted
       basis.

   (c) New Exide Common Stock would be allocated as follows: 15.0%
       to Holders of Senior Secured Note Claims after conversion
       of the New Second Lien Convertible Notes into New Exide
       Common Stock; 3.0% on account of the DIP/Second Lien
       Conversion Funding Fee; and 2.0% on account of the
       DIP/Second Lien Backstop Commitment Fee.

The Debtor's DIP Credit Agreement requires the Debtor to obtain:
(i) Court approval for a disclosure statement no later than
Jan. 15, 2015, (ii) confirmation of an acceptable plan of
reorganization no later than March 10, 2015, and (iii) the
Effective Date for an acceptable plan of reorganization no later
than March 31, 2015.

A full-text copy of the Disclosure Statement dated Nov. 17, 2014,
is available at http://bankrupt.com/misc/EXIDEds1117.pdf

                      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.


F & H ACQUISITION: Wants Removal Period Extended to March 12
------------------------------------------------------------
F & H Acquisition Corp., et al., ask the Bankruptcy Court to enter
an order extending the period within which the Debtors may remove
actions pursuant to 28 U.S.C. Sec. 1452 through and including
March 12, 2015.  The Debtors are parties to actions currently
pending in the courts of certain states and federal districts, and
believe that it is prudent to seek an extension of the time
established by Bankruptcy Rule 9027 to protect the rights of the
Debtors and their estates to remove these actions.

                  About F & H Acquisition Corp.

Wichita, Kansas-based F & H Acquisition Corp., et al., owners of
the Fox & Hound, Champps, and Bailey's Sports Grille casual dining
restaurants, filed sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 13-13220) on Dec. 16, 2013, to quickly sell their
assets.

As of the bankruptcy filing, the Debtors had 101 restaurants
located in 27 states and 6,000 employees.  F & H disclosed
$122,115,200 in assets and $122,579,631 in liabilities as of the
Chapter 11 filing.

The Debtors are represented by Robert S. Brady, Esq., Robert F.
Poppiti, Jr., Esq., and Rodney Square, Esq., at Young, Conaway,
Stargatt & Taylor, LLP of Wilmington, DE; and Adam H. Friedman,
Esq., Jordana L. Nadritch, Esq., and Jonathan T. Koevary, Esq. at
Olshan Frome Wolosky, LLP of New York, NY.  Imperial Capital LLC
as financial advisor; and Epiq Bankruptcy Solutions as claims and
noticing agent.

The Official Committee of Unsecured Creditors is represented by
Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones, LLP,
in Wilmington; and Jeffrey N. Pomerantz, Esq., at Pachulski Stang
Ziehl & Jones, LLP, in Los Angeles, California.

By order dated Feb. 28, 2014, the Court approved the sale of
substantially all of the assets pursuant to an Asset Purchase
Agreement, dated as of Feb. 7, 2014, by and among the Debtors and
Cerberus Business Finance, LLC, as buyer.  The sale closed on
March 12, 2014.


FAIRFIELD SENTRY: 2nd Circuit Cracks Door After Sale Ruling
-----------------------------------------------------------
Law360 reported that the Second Circuit ordered the liquidator of
an offshore Madoff feeder fund, who is seeking to undo the
imprudent sale of a $230 million claim against the con man's
defunct securities firm, to show why other arguments can't be
considered to sink his bid in U.S. courts to undo the deal.

As previously reported by The Troubled Company Reporter, Michael
L. Cook, Esq., at Schulte Roth & Zabel LLP posted on the Firm's
website that the U.S. Court of Appeals for the Second Circuit, on
Sept. 26, 2014, held that a U.S. bankruptcy court was required to
conduct a full review of Fairfield Sentry Ltd.'s sale of property
"within the territorial jurisdiction of the United States,"
relying on the "plain" language of Bankruptcy Code Section
1520(a)(2).  According to Mr. Cook, the bankruptcy court also
"erred when it gave deference to a foreign court's approval of the
asset sale."

                     About Fairfield Sentry

Fairfield Sentry is being liquidated under the supervision of the
Commercial Division of the High Court of Justice in the British
Virgin Islands.  It is one of the funds owned by the Fairfield
Greenwich Group, an investment firm founded in 1983 in New York
City.  Fairfield Sentry and other Greenwich funds had among the
largest exposures to the Bernard L. Madoff fraud.

Fairfield Sentry Limited filed for Chapter 15 protection (Bankr.
S.D.N.Y. Case No. 10-13164) on June 14, 2010.

Fairfield Sentry became the subject of a BVI liquidation, and a
BVI court appointed the Liquidator under BVI law.  The Liquidator
then sought recognition of the BVI liquidation as a foreign main
proceeding under Chapter 15 of the Code in the Southern District
of New York.  The Bankruptcy Court entered an order granting
recognition of the Fairfield Sentry case on July 22, 2010,
enabling the Liquidator to use the U.S. Bankruptcy Court to
protect and administer Fairfield Sentry's assets in the U.S.


FCC HOLDINGS: Files Schedules of Assets and Liabilities
-------------------------------------------------------
FCC Holdings, Inc., filed with the U.S. Bankruptcy Court for the
District of Delaware its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property          $203,351,716
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $47,630,117
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                                $0
                                 -----------      -----------
        Total                   $203,351,716      $47,630,117

A copy of the schedules is available for free at

        http://bankrupt.com/misc/FCCHoldings_194_SALs.pdf

The Court granted the Debtor until Oct. 21, 2014, to file its
schedules of assets and liabilities, and schedules of executory
contract and unexpired leases, and statement of financial affairs.

                        About FCC Holdings

FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) in Delaware on
Aug. 25, 2014.

Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states.  The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.

Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.

The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million.  The Debtors also have unsecured debt of
$15 million.

Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.

The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.

The U.S. Trustee has appointed three members to the Official
Committee of Unsecured Creditors.  The Committee retained Womble
Carlyle Sandridge & Rice, LLP, and Ottenbourgh P.C. as its co-
counsel.


FIRED UP: Johnny Carino's Restaurants Set Dec. 8 Plan Date
----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the bankruptcy court approved disclosure
materials explaining Johnny Carino's Italian's plan under which
unsecured creditors are projected to have a 28 percent recovery
and scheduled the confirmation hearing for approval of the plan
for Dec. 8.

According to the report, as part of a settlement, the principal
secured creditor FRG Capital LLC reduced its $13 million claim to
$11.5 million.

                       About Fired Up, Inc.

Fired Up, Inc., the Austin, Texas-based owner and operator of the
Johnny Carino's Italian restaurant chain, sought Chapter 11
bankruptcy protection (Bankr. W.D. Tex. Case No. 14-10447) on
March 27, 2014, in Austin.  The Debtor is represented by attorneys
at Barron & Newburger, P.C., in Austin.  It estimated assets and
debt of $10 million to $50 million.

As of the bankruptcy filing, Fired Up had 2,900 employees and
owned and operated 46 company-owned stores known as Johnny
Carino's Italian in seven states (Texas, Arkansas, Colorado,
Louisiana, Idaho, Kansas and Missouri) and 61 franchised or
licensed locations in 17 states and four other countries (Bahrain,
Dubai, Egypt and Kuwait).

The company began its own "out of court" reorganization in the
last quarter of 2013 by closing 20 unprofitable restaurants.  The
company later opted to seek bankruptcy protection to tie up the
"loose ends" of its self-imposed "reorganization" that did not
appear capable of being tied up without litigation.  In
particular, the provisions of the Bankruptcy Code with respect to
the rejection of burdensome leases and the ability to propose and
pay out its debts pursuant to a Plan without piecemeal prosecution
by random uncooperative creditors undermining same were
particularly attractive.

For the fiscal year ending June 27, 2012, the company reported
total revenues of $125.7 million, net income of $614,000, and
guest counts of 8.6 million.  For the fiscal year ending June 26,
2013, the company reported total revenues of $120.8 million, a net
loss of $5.9 million, and guest counts totaling 8.5 million.

The Debtor disclosed $10,360,877 in assets and $36,139,375 in
liabilities.

Creed Ford III is the majority shareholder and has served as
president and CEO since 2008.   Mr. Ford and Norman J. Abdallah
formed Fired Up in 1997 for the purpose of acquiring the then six-
unit Johnny Carino's Italian Kitchen chain from Brinker
International, Inc.

The U.S. Trustee appointed a seven-member Official Committee of
Unsecured Creditors.  The Committee tapped Pachulski Stang Ziehl &
Jones LLP as its counsel, and FTI Consulting, Inc. as its
financial advisor.


FIRST DATA: James Nevels Named to Board of Directors
----------------------------------------------------
The Board of Directors of First Data Corporation voted to expand
the number of directors that constitute the Board from seven to
eight and elected James E. Nevels as a director of the Company.
Mr. Nevels is Chairman of The Swarthmore Group, a minority-owned
investment-advisory firm that he founded in 1991, and Chairman of
The Hershey Company.  The Board may appoint Mr. Nevels to one or
more committees of the Board but any appointment will be
determined at a future date.

First Data Holdings Inc., the parent company of the Company, also
elected Mr. Nevels to its board of directors and he will receive
the compensation for non-employee directors not associated with
Kohlberg Kravis Roberts & Co.

There are no arrangements or understandings between Mr. Nevels and
any other person pursuant to which he was selected to become a
member of the Board.  There also are no transactions between Mr.
Nevels and the Company or any subsidiary of the Company that are
reportable under Item 404(a) of Regulation S-K.

                         About First Data

Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.

First Data reported a net loss attributable to the Company of
$869.1 million in 2013, a net loss attributable to the Company of
$700.9 million in 2012 and a net loss attributable to the Company
of $516.1 million in 2011.

The balance sheet at Sept. 30, 2014, showed $34.0 billion in total
assets, $30.84 billion in total liabilities, $69.7 million in
redeemable noncontrolling interest and $3.07 billion in total
equity.

                           *     *     *

The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.


FORMFACTOR INC: Posts $277K Net Loss for Sept. 27 Quarter
---------------------------------------------------------
FormFactor, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $277,000 on $73.9 million of revenues for the three months
ended Sept. 27, 2014, compared with a net loss of $10.7 million on
$67.6 million of revenues for the three months ended Sept. 28,
2013.

The Company's balance sheet at Sept. 27, 2014, showed
$344.5 million in total assets, $55.3 million in total
liabilities, and total stockholders' equity of $289.23 million.

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

                       http://is.gd/aWqqPD

FormFactor designs, develops, manufactures, sells and supports
precision, high performance advanced semiconductor wafer probe
card products and solutions.


FRED FULLER: Wants Expedited Sale of Assets to Rymes Heating
------------------------------------------------------------
Kirk Enstrom and Adam Sexton at WMUR-TV report that attorneys for
Fred Fuller Oil & Propane Co., Inc., are asking that a sale of the
Company to Rymes Heating Oils be expedited, saying that the
company may not be able to operate past Monday.

Kathryn Marchocki at Nashuatelegraph.com relates that Rymes
Heating would pay about $10 million to buy out the Company's
assets under a tentative agreement.

The Company admitted in a Nov. 18 court filing that it won't be
able to continue operating without a major cash infusion.  WMUR-TV
quoted Fred Fuller bankruptcy attorney Bill Gannon as saying, "The
fact is, the company has very little cash.  In order to continue
ordinary course operations it would need to raise money either
through a DIP loan, or an interim management loan, or a management
agreement in which a buyer came over and took over the
operations."

According to the court filing, a legitimate emergency exists
because winter is coming, and without a sale, clients might not
get their oil deliveries and workers' jobs could be threatened.

The court filing says that the expedited sale to Rymes Heating is
backed by Sprague and the New Hampshire Attorney General's Office.
WMUR-TV reports that if the U.S. Bankruptcy Court for
the District of New Hampshire approves the expedited sale, a
hearing will be held Monday.

The court filing states that owner Fred Fuller will not receive
any money or property from the sale and is even conveying personal
real estate as part of the deal.

The Company's lawyers, according to the court filing, say that
other potential buyers probably couldn't be found if the sale
process proceeds normally.  Mr. Fuller tried selling the Company
before the bankruptcy filing but couldn't obtain any offers, WMUR-
TV relates, citing the lawyers.

According to Nashuatelegraph.com, Rymes Propane co-owner Thomas
Rymes said that Rymes Propane aims to keep as many of the
Company's estimated 100 workers as possible under the tentative
deal.

                      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.


FREEDOM INDUSTRIES: ARCADIS to Continue Work on Facility
--------------------------------------------------------
Freedom Industries, Inc., asks the Bankruptcy Court for permission
to modify terms of employment of ARCADIS U.S., Inc. as
environmental consultant effective as of Oct. 10, 2014.

On July 2, the Debtor filed an expedited application to employ
ARCADIS as environmental consultant to replace the Debtor's then
existing environmental consultant, Civil & Environmental
Consultants, Inc.  The Court approved the original ARCADIS
application on July 2.  The terms and conditions under which
ARCADIS was retained were finite in scope and duration.  Aug. 25,
2014 was the final week of the compensable period under the
original ARCADIS application.

The second ARCADIS application provided, inter alia, that the
Debtor was transitioning into the final stages of its efforts to
comply with the DEP Consent Order, which included:

   (i) comprehensive water and soil investigating; and

  (ii) to the extent required following extensive investigation
and follow up negotiation with the DEP, actual remediation.

ARCADIS will further continue the role for ongoing remediation of
its Charleston facility and to ensure continued compliance with
the Consent Order between the Debtor and the West Virginia DEP.

ARCADIS' current customary hourly rates for the individuals
expected to participate in the cases range from $55 to $200.

Pursuant to the terms of the engagement letter providing for
expanded services submitted by ARCADIS, the total cost of time and
expenses charged to the Debtor for its modified role in the
bankruptcy case will not exceed $160,000 with respect to the
continuation of services previously approved by the Bankruptcy
Court in the original ARCADIS application and the second ARCADIS
application.

                      About Freedom Industries

Freedom Industries Inc., is engaged principally in the business of
producing specialty chemicals for the mining, steel and cement
industries.  The Debtor operates two production facilities located
in (a) Nitro, West Virginia; and (b) Charleston, West Virginia.

The company, connected to a chemical spill that tainted the water
supply in West Virginia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on
Jan. 17, 2014.  The case is assigned to Judge Ronald G. Pearson.
The petition was signed by Gary Southern, president.

The Debtor is represented by Mark E Freedlander, Esq., at McGuire
Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson,
Esq., at Barth & Thompson, in Charleston, West Virginia.

On Dec. 31, 2013, four companies merged under the umbrella of
Freedom Industries: Freedom Industries Inc., Etowah River Terminal
LLC, Poca Blending LLC and Crete Technologies LLC.

As reported in the Troubled Company Reporter on Feb. 20, 2014,
Kate White, writing for The Charleston Gazette, reported that the
Debtor disclosed $16 million in assets and $6 million in
liabilities when it filed for bankruptcy.

On Feb. 5, 2014, the U.S. Trustee appointed an official committee
of unsecured creditors.  The Committee retained Frost Brown Todd
LLC as counsel.

On March 18, 2014, the Bankruptcy Court approved the hiring of
Mark Welch at MorrisAnderson in Chicago as Freedom's chief
restructuring officer.


FREEDOM INDUSTRIES: ARCADIS to Continue Hold $100,000 Retainer
--------------------------------------------------------------
The Bankruptcy Court authorized Freedom Industries, Inc., to
modify employment of ARCADIS U.S., Inc., as environmental
consultant.

The modification provides that ARCADIS will continue to hold the
$100,000 retainer previously authorized by order of the Court
dated July 2, 2014, under the same terms and conditions as
authorized thereunder.

As reported in the Troubled Company Reporter on Sept. 26, 2014,
the Bankruptcy Court authorized the Debtor to expand terms of
employment of ARCADIS U.S., Inc. as environmental consultant
effective as of Sept. 1, 2014.

The Debtor sought to expand the retention of ARCADIS because of
the firm's ability to provide onsite project management oversight,
environmental testing, remediation planning and oversight, and
technical support.  The expanded retention of ARCADIS will ensure
that the terms of the DEP Consent Order will be effectuated and
that remediation of the Etowah Facility proceeds to completion.

The hourly rates charged by ARCADIS are consistent with the rates
charged in comparable non-bankruptcy matters and are subject to
periodic adjustments to reflect economic and other conditions.
The Debtor will pay ARCADIS on a weekly basis its arrears for work
performed and expenses incurred by ARCADIS in the prior week.

ARCADIS' current customary hourly rates for the individuals
expected to participate in the cases range from $55 to $200 per
hour.

Pursuant to the terms of the engagement letter providing for
expanded services submitted by ARCADIS, the total cost of time and
expenses charged to the Debtor for its expanded role in the
bankruptcy case will not exceed $263,775 with respect to the
continuation of services approved by the Bankruptcy Court in the
Original ARCADIS application and $305,110 with respect to facility
assessment and reporting.

                       About Freedom Industries

Freedom Industries Inc., is engaged principally in the business of
producing specialty chemicals for the mining, steel and cement
industries.  The Debtor operates two production facilities located
in (a) Nitro, West Virginia; and (b) Charleston, West Virginia.

The company, connected to a chemical spill that tainted the water
supply in West Virginia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan.
17, 2014.  The case is assigned to Judge Ronald G. Pearson.  The
petition was signed by Gary Southern, president.

The Debtor is represented by Mark E Freedlander, Esq., at McGuire
Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson,
Esq., at Barth & Thompson, in Charleston, West Virginia.

On Dec. 31, 2013, four companies merged under the umbrella of
Freedom Industries: Freedom Industries Inc., Etowah River Terminal
LLC, Poca Blending LLC and Crete Technologies LLC.

As reported in the Troubled Company Reporter on Feb. 20, 2014,
Kate White, writing for The Charleston Gazette, reported that the
Debtor disclosed $16 million in assets and $6 million in
liabilities when it filed for bankruptcy.

On Feb. 5, 2014, the U.S. Trustee appointed an official committee
of unsecured creditors.  The Committee retained Frost Brown Todd
LLC as counsel.

On March 18, 2014, the Bankruptcy Court approved the hiring of
Mark Welch at MorrisAnderson in Chicago as Freedom's chief
restructuring officer.


FULLCIRCLE REGISTRY: Somerset CPAs Okayed as Accountants
--------------------------------------------------------
The Board of Directors of FullCircle Registry, Inc., approved the
appointment of Somerset CPAs, P.C., as the Company's independent
registered public accounting firm, to audit the financial
statements of the Company for the fiscal year ended Dec. 31, 2014,
according to a regulatory filing with the U.S. Securities and
Exchange Commission.

During the Company's past two fiscal years, and through Nov. 7,
2014, the date on which Somerset's appointment was approved,
neither the Company, nor any person on its behalf, has consulted
with Somerset with respect to either: (i) the application of
accounting principles to a specified transaction, either completed
or proposed, or the type of audit opinion that might be rendered
on the Company's financial statements; or (ii) any matter that was
the subject of a disagreement (as defined in Item 304(a)(1)(iv) of
Regulation S-K) or any matter that was either the subject of a
disagreement or a reportable event (as defined in Item
304(a)(1)(v) of Regulation S-K).  Further, no written report or
oral advice was provided by Somerset to the Company that it
concluded was an important factor considered by the Company in
reaching a decision as to the accounting, auditing or financial
reporting of an issue.

                       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.


GARLOCK SEALING: PI Panel Cries Fraud, Wants to Reopen Estimation
-----------------------------------------------------------------
The Official Committee of Asbestos Personal Injury Claimants
formed in the Chapter 11 case of Garlock Sealing Technologies LLC
is asking the Bankruptcy Court to reopen the record of the
estimation proceeding to permit the presentation of supplemental
evidence after certain additional discovery.

The Committee says it has discovered through its own outside
efforts that Garlock has violated the Bankruptcy Court's orders to
produce documents to the Committee, and that Garlock's violations
permitted Garlock to present false testimony to the Court at the
estimation hearing -- false testimony the Court incorporated into
its findings.

According to the Committee, it turns out that Garlock itself
failed to produce in the estimation discovery, materials that the
Court ordered it to produce and that demonstrate in key cases that
Garlock had in abundance the evidence it claimed to lack.

"Garlock has committed a fraud upon the Court.  The Committee has
discovered through its own outside efforts that Garlock has
violated this Court's orders to produce documents to the
Committee, and that these violations permitted Garlock to present
false testimony to the Court at the estimation hearing -- false
testimony the Court incorporated into its findings.  For example,
in violation of the Court's August and October 2012 orders,
Garlock failed to produce depositions and documents that would
demonstrate that for years Garlock had ample evidence that Robert
Treggett was exposed to Unibestos on the USS John Marshall, even
as Richard Magee, Garlock's general counsel, testified at the
estimation hearing that "we didn't have specific proof that
Unibestos was on that specific ship."  And while Garlock was
concealing its own knowledge from the Court, Garlock was accusing
Mr. Treggett and his counsel of failing to disclose evidence,"
counsel to the Committee, Trevor W. Swett, Esq., at Caplin &
Drysdale, Chartered, explained in a court filing.

A full-text of the memorandum of law in support of the Committee's
motion is available for free at:

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

Garlock is opposing the Committee's motion.

"The Committee's Motion makes an inflammatory claim, but its
substance is remarkably thin.  The Motion does not even mention,
much less attack, the fundamental bases of the Court's Estimation
Opinion.  There the Court found, on the basis of the scientific
and social science evidence presented at the estimation trial,
that "[i]t is clear that Garlock's products resulted in a
relatively low exposure to asbestos to a limited population and
that its legal responsibility for causing mesothelioma is
relatively de minimus." Estimation Opinion at 73.  This was
because "predominantly, Garlock's products exposed people to only
a low-dose of a relatively less potent chrysotile asbestos and
almost always in the context where they were exposed to much
higher doses of more potent amphibole asbestos.  So, across all
potential claims, Garlock's liability for mesothelioma should be
relatively small." Id. at 75; see also id. at 82 (same).  As a
result, the Court found that "[t]he best evidence of Garlock's
aggregate responsibility is the projection of its legal liability
that takes into consideration causation, limited exposure and the
contribution of exposures to other products." Id. at 73. It then
found that Debtors' expert had reliably accounted for these
elements in an econometric model that estimated Garlock's
liability at $125 million. Id. at 95-97. The Committee's Motion
challenges none of these findings."

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

         CAPLIN & DRYSDALE, CHARTERED
         Trevor W. Swett III
         Leslie M. Kelleher
         James P. Wehner
         One Thomas Circle, N.W.
         Washington, DC 20005
         Telephone: (202) 862-5000
         E-mail: tswett@capdale.com
                 lkelleher@capdale.com
                 jwehner@capdale.com

               - and -

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

                - and -

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

                      About Garlock Sealing

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

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

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

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

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

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

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


GARLOCK SEALING: Simon Greenstone Wants Asbestos RICO Suit Nixed
----------------------------------------------------------------
Law360 reported that Simon Greenstone Panatier Bartlett PC asked a
North Carolina federal judge to dismiss allegations from bankrupt
gasket sealer Garlock Sealing Technologies LLC that the law firm
engaged in racketeering while settling personal injury asbestos
claims, saying that the manufacturer's claims are time-barred.

According to the report, Simon Greenstone told the North Carolina
court that Garlock knew, or should have known, about the alleged
fraud and conspiracy by 2009 but waited until 2014 to file suit
against it and four other plaintiffs firms after the statutes of
limitation had already run out.  The statutes of limitation for
Racketeer Influenced and Corrupt Organizations Act for federal
civil RICO and state law fraud claims are respectively four and
three years, the report said, citing the firm.

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.


GENCO SHIPPING: Files Q3 Form 10-Q, Names New President
-------------------------------------------------------
Genco Shipping & Trading Limited filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss attributable to the Company (successor) of
$18.29 million on $44.69 million of total revenues for the period
from July 9 to Sept. 30, 2014.  For the period from July 1 to
July 9, 2014, the Company (predecessor) reported net income
attributable to the Company of $892.91 million.  The Company also
reported a net loss attributable to the Company (predecessor) of
$35.03 million for the three months ended Sept. 30, 2013.

For the period from January 1 to July 9, 2014, the Company
(predecessor) reported net income attributable to the Company of
$793.29 million.

As of Sept. 30, 2014, the Company (successor) had $1.92 billion in
total assets, $443.07 million in total liabilities and $1.48
billion in total equity.

On July 2, 2014, the Bankruptcy Court entered an order confirming
the First Amended Prepackaged Plan of Reorganization of the
Debtors Pursuant to Chapter 11 of the Bankruptcy Code.  On July 9,
2014, the Debtors completed their financial restructuring and
emerged from Chapter 11 through a series of transactions
contemplated by the Plan, and the Plan became effective pursuant
to its terms.  References to "Successor Company" refer to the
Company after July 9, 2014, after giving effect to the application
of fresh-start reporting.  References to "Predecessor Company"
refer to the Company prior to July 9, 2014.

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

                       http://is.gd/Vw2uNC

               Appoints John Wobensmith as President

Genco Shipping announced that John C. Wobensmith, the Company's
chief financial officer, has been appointed as president effective
Dec. 19, 2014.  He will succeed Robert Gerald Buchanan, who will
retire as of the same date.  Mr. Buchanan has served as president
of Genco since June 2005.

Peter C. Georgiopoulos, Chairman of the Board, commented, "John's
appointment as President represents the significant contributions
he has made to Genco since joining the Company close to a decade
ago as well as his deep knowledge of the drybulk industry.  John
has played a critical role in strengthening Genco's prospects and
I am confident that under his leadership the Company is poised to
both further strengthen its standing in the drybulk industry and
create long-term shareholder value.  I would also like to thank
Gerry for his years of service and dedication as President of
Genco.  We wish him the best in his upcoming retirement."

Mr. Wobensmith has over 20 years of experience in the shipping
industry and has served as Genco's chief financial officer since
April 2005.  Since 2010, he held the roles of president, chief
financial officer, principal accounting officer, secretary and
treasurer of Baltic Trading Limited, a subsidiary of the Company.
Prior to joining Genco, he was senior vice president with American
Marine Advisors, Inc., an investment bank focused on the shipping
industry.  Mr. Wobensmith worked in the international maritime
lending group of The First National Bank of Maryland from 1993
through 2000, serving as a vice president from 1998.  He has a
bachelor's degree in economics from St. Mary's College of Maryland
and holds the Chartered Financial Analyst designation.

The Company also announced that Apostolos Zafolias has been
appointed as chief financial officer and Joseph Adamo has been
appointed as chief accounting officer effective the same date as
Mr. Wobensmith's appointment as president.

Mr. Georgiopoulos added, "Apostolos has played an integral role in
the execution of Genco's finance strategy since joining the
Company in 2005 and his appointment is well deserved.  His
knowledge of the Company and drybulk industry as well as his
strong leadership abilities make him an ideal fit to succeed John
as Chief Financial Officer.  I would also like to congratulate Joe
on being named Chief Accounting Officer.  He has been an
invaluable member of the finance team and has demonstrated an
unrelenting commitment to ensuring that Genco maintains a high
degree of integrity and transparency in its financial reporting.'

Mr. Zafolias joined the company in May 2005 and has served as
Genco's executive vice president of Finance since July 2013.  Mr.
Zafolias has approximately 10 years of experience in the shipping
industry with a focus on mergers and acquisitions, commercial bank
financing, debt and equity capital markets transactions and SEC
reporting.  Before being appointed executive vice president of
Finance, Mr. Zafolias held various finance leadership positions at
the Company.  He holds a bachelor of science degree from Babson
College.

Mr. Adamo joined the company in June 2005 and has served as
Treasurer/Controller since April 2010.  Prior to joining the
Company, Mr. Adamo was a turnaround consultant providing
restructuring advisory services to distressed companies and served
as chief financial officer for two private companies.  Mr. Adamo
started his career in public accounting working for
PriceWaterhouse, currently PriceWaterhouseCoopers LLP.  He has a
bachelor's degree in accounting from Pace University and is a
licensed Certified Public Accountant.

Additional information is available for free at:

                          http://is.gd/lkUWcM

                             *     *     *

Genco Shipping was unable to file its quarterly report on Form 10-
Q for the quarterly period ended Sept. 30, 2014, in a timely
manner.  The Company and its subsidiaries (other than Baltic
Trading Limited and its subsidiaries) filed voluntary petitions
for relief under Chapter 11 of the United States Bankruptcy Code
in the United States Bankruptcy Court for the Southern District of
New York and emerged from Chapter 11 on July 9, 2014.  Due to the
demands associated with the Chapter 11 Cases, the Company's
emergence from Chapter 11, and related activities including the
application of fresh start accounting, despite diligent efforts,
the Company has been unable to complete the preparation, review,
and filing of its Quarterly Report on Form 10-Q within the
prescribed time period without unreasonable effort and expense.
The Company anticipates filing its Quarterly Report within the
additional time provided by the filing.

                     About Genco Shipping & Trading

New York-based Genco Shipping & Trading Limited (NYSE: GNK)
transports iron ore, coal, grain, steel products and other drybulk
cargoes along worldwide shipping routes.  Excluding Baltic Trading
Limited's fleet, Genco Shipping owns a fleet of 53 drybulk
vessels, consisting of nine Capesize, eight Panamax, 17 Supramax,
six Handymax and 13 Handysize vessels, with an aggregate carrying
capacity of approximately 3,810,000 dwt.  In addition, Genco
Shipping's subsidiary Baltic Trading Limited currently owns a
fleet of 13 drybulk vessels, consisting of four Capesize, four
Supramax, and five Handysize vessels.

Genco Shipping & Trading sought bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 14-11108) on April 21, 2014, to implement a
prepackaged financial restructuring that is expected to reduce the
Company's total debt by $1.2 billion and enhance its financial
flexibility.  The company's subsidiaries other than Baltic Trading
Limited (and related entities) also sought bankruptcy protection.

Genco, owned and controlled by Peter Georgiopoulos, disclosed
assets of $2.448 billion and debt of $1.475 billion as of Feb. 28,
2014.

Adam C. Rogoff, Esq., and Anupama Yerramalli, Esq., at Kramer
Levin Naftalis & Frankel LLP serve as the Debtors' bankruptcy
counsel.  Blackstone Advisory Partners, L.P., is the financial
advisor.  GCG Inc. is the claims and notice agent.

Wilmington Trust, N.A., in its capacity as successor
administrative and collateral agent under a 2007 credit agreement,
is represented by Dennis Dunne, Esq., and Samuel Khalil, Esq., at
Milbank Tweed Hadley & McCloy LLP.

Credit Agricole Corporate & Investment Bank, as agent and security
trustee under an August 2010 Loan Agreement; Deutsche Bank
Luxembourg S.A., as agent, and Deutsche Bank AG Fillale
Deutschlandgeschaft, as security agent and bookrunner under the
August 2010 Loan Agreement, are represented by Alan Kornberg,
Esq., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul
Weiss Rifkind Wharton & Garrison LLP.  Paul Weiss also represents
the Pre-Petition $100 Million and $253 Million Credit Facilities.

The Bank of New York Mellon, the indenture trustee for Genco's
5.00% Convertible Senior Notes due Aug. 15, 2014, and the
informal group of 5.00% Convertible Senior Notes due August 15,
2014, are represented by Michael Stamer, Esq., and Sarah Link
Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP.  Akin Gump
also represents the Informal Convertible Noteholder Group.

Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta,
Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP.

Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc
Consortium of Equity Holders.

Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq.,
Washington, DC, represents Deutsche Bank as Pre-Petition Lender,
and Credit Agricole, Corporate Investment Bank, as Post-Petition
Bankruptcy Lender.

Dechert LLP's Allan S. Brilliant, Esq., represents the Entities
Managed by Aurelius Capital Management, LP.

The U.S. Trustee has appointed an Official Committee of Equity
Security Holders.  The Equity Committee members are (1) Aurelius
Capital Partners, LP; (2) Mohawk Capital LLC; and OZ Domestic
Partners, LP.  It is represented by Steven M. Bierman, Esq.,
Benjamin R. Nagin, Esq., Michael G. Burke, Esq., James F. Conlan,
Esq., and Larry J. Nyhan, Esq., at Sidley Austin LLP.

Genco had filed a motion to disband the Equity Committee,
complaining that it is unnecessary and wasteful of the estates'
resources.


GENERAL MOTORS: Recalled Cars Remain Unrepaired
-----------------------------------------------
Hilary Stout and Rebecca R. Ruiz, writing for The New York Times'
DealBook, reported that nearly nine months after General Motors
began recalling millions of its cars for a dangerously defective
ignition switch, almost half of the vehicles still have not been
fixed.  According to the report, a spokesman for the automaker
said it was increasing its outreach to owners through social media
and a new call center staffed with 72 employees dedicated to
contacting those who have not scheduled repairs.

                     About Motors Liquidation

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

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

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

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

                        *     *     *

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

On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's amended unsecured credit facilities.
Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'.  The
Rating Outlook is Positive.  Fitch has also affirmed and withdrawn
the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings)
subsidiary, as there is no longer any rated debt at the
subsidiary, and Fitch does not expect the subsidiary to be an
active issuer going forward.  Fitch has also withdrawn GM
Holdings' unsecured credit facility rating of 'BB+' as the
subsidiary is no longer a borrower on the facilities.

The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's proposed issuance of senior unsecured
notes.  The existing Issuer Default Rating (IDR) for GM is 'BB+'
and the Rating Outlook is Positive.


GENERAL MOTORS: New GM Fends Off Liability on Defective Switches
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that General Motors LLC has filed papers in
bankruptcy court explaining why the judge should absolve the
reincarnated auto maker from loss of value in cars with defective
ignition switches.

                     About Motors Liquidation

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

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

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

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

                        *     *     *

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

On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's amended unsecured credit facilities.
Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'.  The
Rating Outlook is Positive.  Fitch has also affirmed and withdrawn
the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings)
subsidiary, as there is no longer any rated debt at the
subsidiary, and Fitch does not expect the subsidiary to be an
active issuer going forward.  Fitch has also withdrawn GM
Holdings' unsecured credit facility rating of 'BB+' as the
subsidiary is no longer a borrower on the facilities.

The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's proposed issuance of senior unsecured
notes.  The existing Issuer Default Rating (IDR) for GM is 'BB+'
and the Rating Outlook is Positive.


GEOSUPPLY INC: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Geosupply, Inc.
        P.O. Box 94238
        Phoenix, AZ 85070

Case No.: 14-17235

Chapter 11 Petition Date: November 19, 2014

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Eddward P. Ballinger Jr.

Debtor's Counsel: Thomas H. Allen, Esq.
                  ALLEN MAGUIRE & BARNES, PLC
                  Viad Corporate Center
                  1850 N. Central Ave., #1150
                  Phoenix, AZ 85004
                  Tel: 602-256-6000
                  Fax: 602-252-4712
                  Email: tallen@ambazlaw.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kent Henderson, president.

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


GETTY PETROLEUM: $1.4 Million AIG Settlement Approved
-----------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Getty Petroleum Marketing Inc. won bankruptcy
court approval of a settlement with American International Group
Inc. generating $1.4 million for creditors under a Chapter 11 plan
approved in August 2012 by the bankruptcy court in Manhattan.

As previously reported by The Troubled Company Reporter, citing
Law360, AIG will pay Getty Petroleum's bankruptcy trustee $1.4
million to settle a claim over how much of more than $10 million
in collateral for insurance policies is owed back.  Getty
Petroleum has always said that the $10.4 million of collateral
being held by AIG for general corporate insurance and "claims
made" environmental insurance policies was too much.

                      About Getty Petroleum

A remnant of J. Paul Getty's oil empire, Getty Petroleum Marketing
markets gasoline, hydraulic fluids, and lubricating oils through
a network of gas stations owned and operated by franchise holders.
A former subsidiary of Russian oil giant LUKOIL, the company
operates in the Mid-Atlantic and Northeastern US states.  Getty
Petroleum Marketing's primary asset is the more than 800 gas
stations in the Mid-Atlantic states which are located on
properties owned by Getty Realty.  After scaling back the
company's operations to cut debt, in 2011 LUKOIL sold Getty
Petroleum Marketing to investment firm Cambridge Petroleum Holding
for an undisclosed price.

Getty Petroleum and three affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case Nos. 11-15606 to 11-15609) on
Dec. 5, 2011.  Judge Shelley C. Chapman presides over the case.
Loring I. Fenton, Esq., John H. Bae, Esq., Kaitlin R. Walsh, Esq.,
and Michael J. Schrader, Esq., at Greenberg Traurig, LLP, in New
York, N.Y., serve as the Debtors' counsel.  Ross, Rosenthal &
Company, LLP, serves as accountants for the Debtors.  Getty
Petroleum Marketing, Inc., disclosed $46.6 million in assets and
$316.8 million in liabilities as of the Petition Date.  The
petition was signed by Bjorn Q. Aaserod, chief executive officer
and chairman of the board.

The Official Committee of Unsecured Creditors is represented by
Wilmer Cutler Pickering Hale and Dorr LLP.  Alvarez & Marsal North
America, LLC, serves as the Committee's financial advisors.

The Troubled Company Reporter, on Aug. 30, 2012, reported that
Getty Petroleum's Creditors' Committee revised the liquidating
Chapter 11 plan twice and won approval from the bankruptcy judge
in an Aug. 24 confirmation order.  Confirming the plan required
the use of the cramdown procedure because only 40% of $240 million
in unsecured claims voted in favor.


GLYECO INC: Reports $1.3 Million Revenue for Third Quarter
----------------------------------------------------------
GlyEco, Inc., reported announced its financial results for the
third quarter ended Sept. 30, 2014.

"Demand for our proprietary T1(TM) recycled glycol continues to
exceed our current processing capabilities," stated John Lorenz,
CEO of GlyEco.  "As we continue the transition from building
capacity to building sales volume, we've had to make investments
in staffing, quality control, and other related activities, which
has led to increased expenses in the short term.  While this
impacted operating results year-to-date, we believe we'll see a
decline in average cost per unit produced as we move toward our
forecasted production and sales levels in 2015."

Lorenz continued, "We continue to work on the integration of our
acquired facilities, implementing best practices and standardized
systems to maximize profitability.  Beyond increasing production
capacities and ramping staff for higher-volume operations, we
remain focused on expanding the network of waste glycol generators
we service and the markets we can reach."

For the third quarter ended Sept. 30, 2014, revenue increased 10%
to $1.3 million, compared to $1.2 million for the year-ago period.
The increase in revenue was due to increased production
capabilities and corresponding sales from new facilities added in
2013.

For the third quarter ended Sept. 30, 2014, the Company realized a
profit margin of (15%), compared to (3%) for the year-ago period.
The decrease in gross profit was primarily due to continued
operating costs and increased investment in staffing, quality
control, and other related expenses in preparation for the New
Jersey Processing Center to transition to producing high volumes
of T1TM material from multiple types of waste glycols.  The
Company expects its gross profit margin to increase as production
volumes increase at its New Jersey Processing Center.

Shareholder equity increased 14% to $13 million at the quarter
ended Sept. 30, 2014, compared to shareholder equity of
approximately $11.2 million at year-end 2013.

"The progress we've made this year is significant. Processing
capacities at each of our seven facilities in the U.S. has been
increased by triple-digit percentages, positioning us to reap
ongoing benefits in the months and years to come," John Lorenz
further states.  "We've also set the stage for international
expansion with our recent agreement with Haldor Topsoe A/S,
announced in October.  Partnering with an esteemed global
engineering firm like Haldor Topsoe speaks volumes about the
global market potential of our proprietary waste glycol
technology.  We look forward to updating on this initiative and
other achievements in the months ahead."

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

                       http://is.gd/zgX7sp

                        About GlyEco, Inc.

Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.

GlyeCo reported a net loss of $4.01 million in 2013, a net loss of
$1.86 million in 2012, and a net loss of $592,171 in 2011.

The Company's balance sheet at June 30, 2014, showed $15.56
million in total assets, $2.92 million in total liabilities and
$12.64 million in total stockholders' equity.

Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, 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 yet to achieve profitable
operations and is dependent on its ability to raise capital from
stockholders or other sources to sustain operations and to
ultimately achieve viable profitable operations.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


GREAT LAKES DREDGE: Moody's Rates New $25MM Add-on Notes Caa1
-------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Great Lakes
Dredge & Dock Corporation's proposed $25 million add-on senior
unsecured notes due 2019. At the same time, the company's B3
corporate family rating, B3-PD probability of default rating, Caa1
rating on the existing $250 million 7.375% senior unsecured notes
due 2019, and an SGL-3 speculative grade liquidity rating were
affirmed. The rating outlook remains positive.

The proceeds from the $25 million add-on senior unsecured notes
will be used to replenish the balance sheet cash that had been
applied to partially finance the $50 million acquisition of Magnus
Pacific Corporation on November 4, 2014. Credit metrics are
expected to remain largely unaffected due to the EBITDA
contribution from the Magnus acquisition. The Caa1 rating assigned
to the proposed $25 million add-on notes reflects their junior
position to the company's $210 million secured revolving credit
facility. Moody's expects that the notes will be guaranteed by
Great Lakes' existing and any future significant domestic
subsidiaries.

Ratings assigned:

  $25 million 7.375% add-on senior unsecured notes due 2019, at
  Caa1 (LGD-5);

Ratings affirmed:

  Corporate family rating, affirmed at B3;

  Probability of default rating, affirmed at B3-PD;

  $250 million 7.375% senior unsecured notes due 2019, affirmed
  at Caa1 (LGD-5);

  Speculative grade liquidity rating, affirmed at SGL-3;

  Outlook, Positive

Ratings Rationale

Great Lakes' B3 corporate family rating reflects the highly
cyclical and high fixed-cost nature of the dredging industry,
substantial customer concentration and dependence on government
funding priorities. Historical earnings variability from quarter
to quarter due to the effect of impacts from adverse weather
conditions on equipment utilization, changing funding availability
and variation in quarterly backlog levels also underscore the
ratings. These factors are counterbalanced by Great Lakes' strong
market position in the domestic dredging industry, healthy backlog
and high barriers to entry created by the Jones Act and the
sizable amount of capital required to enter the dredging business.

Great Lakes' SGL-3 liquidity rating reflects Moody's expectation
that the company will maintain an adequate liquidity profile over
the intermediate term. Moody's expects free cash flow to turn
positive over the next twelve to eighteen months in anticipation
of growing levels of EBITDA on improving operating margins
attributable to greater equipment utilization. Of note, the
company expects to fund $40 million of the remaining cost of its
$140 million ATB ("Articulated Tug Barge") hopper dredge with
internal cash flow from operations. The ratings also anticipate
that the company's $210 million revolving credit facility could be
used to fund working capital swings, if needed. Pro forma for the
proposed add-on notes, revolver availability at September 30, 2014
after accounting for letters of credit approximated $92 million.
The company is expected to maintain adequate headroom under
covenants over the intermediate term.

The positive outlook is supported by expectations that operating
performance and margins will improve as the company executes on
its backlog and generates new business from current bidding
activity. In Moody's view, investments the company has made to
date could support anticipated revenue growth over the
intermediate term.

The ratings could be raised if the company improves its liquidity
position including free cash flow generation, continues to report
a healthy backlog and debt to EBITDA is sustained below the 4.5
times range, inclusive of ATB dredge-related financing.

A meaningful deterioration in the company's earnings performance,
liquidity profile or financial metrics such that debt/EBITDA
exceeds 6.0 times could pressure ratings.

The principal methodology used in these ratings was 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.

Great Lakes Dredge & Dock Corporation, founded in 1890 and
headquartered in Oak Brook, Illinois is the largest provider of
dredging services in the United States with a portion of revenues
generated abroad. The company also offers environmental and
remediation services. Pro forma for the Magnus acquisition, annual
revenues approximate $900 million.


GREAT LAKES DREDGE: S&P Hikes CCR to B on Improved Debt Leverage
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Oak Brook, Ill.-based Great Lakes Dredge & Dock Corp.
(Great Lakes) to 'B' from 'B-'.  The outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's senior unsecured notes (including the $25 million add-
on) to 'B' from 'B-'.  The '4' recovery rating on the company's
senior unsecured notes remains unchanged and indicates S&P's
expectation for average recovery (30%-50%) in the event of a
payment default.

"The rating reflects improved debt leverage at the company, as
well as our view that credit measures will continue to improve in
2015," said Standard & Poor's credit analyst Robyn Shapiro.  "The
sale of the demolition business earlier this year has improved
operating performance and debt leverage, as that segment's results
had been volatile and often negative. 2015 operating performance
will benefit from the company's growing backlog, which has
increased substantially as the company is witnessing a record
volume of bids.  Additionally, we expect any future debt-financed
acquisitions will have a similar profile to the recent Magnus
acquisition, and that they will not meaningfully increase debt
leverage on a pro forma basis."

Great Lakes' business risk profile is characterized by some demand
cyclicality and high customer concentration with the U.S. federal
government, particularly the U.S. Army Corps of Engineers.

Great Lakes operates the largest fleet of dredging equipment in
the U.S.  S&P believes that the industry's high fixed-capital
costs and the Foreign Dredge Act (1906) and Merchant Marine Act
(1920), which essentially prohibit foreign dredges or foreign-
owned dredging companies from operating in the U.S., will continue
to act as barriers to entry to this mature and competitive
industry.

The company's revenues will likely continue to depend on annual
appropriations from the federal government for dredging projects
and local jurisdictions that provide matching funds.  S&P expects
order patterns to be intermittent and, from time to time, for
adverse weather to delay projects significantly and increase costs
on fixed-price contracts, such as Hurricane Sandy during the
fourth-quarter 2012 and Hurricane Isaac during the third quarter
2012.  However, adverse weather can also generate unforeseen
recovery work, and the company has won a number of coastal
protection projects in the aftermath of Sandy.  S&P also expects
Great Lakes to continue, on average, to win approximately 40% of
the combined domestic bid market (consisting of capital, beach
nourishment, maintenance dredging, and rivers and lakes projects),
as it has historically.


GREAT PLAINS: Trustee to Take Over If Milestones Not Met
--------------------------------------------------------
The Bankruptcy Court, in relation to Great Plains Exploration,
LLC, et al.'s fourth motion for extension of settlement terms
pursuant to the settlement agreement dated March 17, 2014,
directed the U.S. Trustee to appoint a Chapter 11 trustee in the
case, to assume that position effective Nov. 13, 2014.

The Court also ordered that if by Nov. 13, the Debtor reports
unequivocally to the Court that the required payments to RBS
Citizens Bank under the March 17, 2014, settlement agreement have
been made, or that an alternative payment agreement satisfactory
to RBS Citizens Bank has been reached, then the Chapter 11
trustee's appointment will not go in to effect and the
confirmation hearing scheduled for Nov. 13, may proceed as
scheduled.

In light of the representation by the attorney of the U.S. Trustee
that she has already initiated the process of selecting a Chapter
11 trustee, the U.S. Trustee is excused from filing a motion
seeking approval of her choice for the chapter 11 trustee until
after Nov. 13.

The Debtors, in their motion, stated that on March 17, 2014, the
Debtors, other affiliated non-debtor entities, and RBS entered
into that certain settlement agreement in which the Debtors and
RBS compromised on the amount of RBS' secured claim and agreed to
payment terms.  On April 25, the Court approved the settlement
motion.

Under the settlement orders, the Court has ordered that a trustee
would be appointed if the Debtors failed to meet certain milestone
payments, including the payment due October 30 and the escrow
deposits to creditors of the JDOG and GPE cases by Nov. 15.

The Debtors have paid RBS more than $6.3 million of the settlement
amount and have made every effort to obtain the balance of the
funds.

                    About John D. Oil & Gas;
              OZ Gas; and Great Plains Exploration

Mentor, Ohio-based John D. Oil & Gas Co., is in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  The Company has 58 producing wells.  The
Company also has one self storage facility located in Painesville,
Ohio.  The self-storage facility is operated through a partnership
agreement between Liberty Self-Stor Ltd. and the Company.

John D. Oil's affiliated entities -- Oz Gas, LTD., and Great
Plains Exploration, LLC -- filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11,
2012.  Two days later, John D. Oil filed its own Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063).

On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A.,
dba Charter One, a receiver was appointed for all three corporate
Debtors, in the United States District Court for the Northern
District of Ohio at case No. 11-cv-2089-CAB.  District Judge
Christopher A. Boyko issued an order appointing Mark E. Dottore as
receiver.  The Receivership Order was appealed to the Sixth
Circuit Court of Appeals on Dec. 19, 2011, and the appeal is
currently pending.

Judge Thomas P. Agresti oversees the Chapter 11 cases.  Robert S.
Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to
the Debtors.  Each of Great Plains and Oz Gas estimated $10
million to $50 million in assets and debts.  John D. Oil's balance
sheet at Dec. 31, 2011, showed $6.98 million in total assets,
$13.26 million in total liabilities, and a stockholders' deficit
of $6.28 million.  The petitions were signed by Richard M.
Osborne, CEO.

The United States Trustee said a committee under 11 U.S.C. Sec.
1102 has not been appointed because no unsecured creditor
responded to the U.S. Trustee's communication for service on the
committee.


GT ADVANCED: Expeditors International Seek to Lift Stay
-------------------------------------------------------
Expeditors International of Washington, Inc., asks the Bankruptcy
Court for relief from the automatic stay to permit Expeditors to
foreclose its said liens and security interests in certain goods
of the Debtors identified as "Petition Date Cargo"; or, in the
alternative, order that Expeditors be given adequate protection
for its interests in the collateral.

Expeditors holds maritime and other carrier's liens on the
Debtor's estate amounting to approximately $1,066,008.

The Debtor defaulted on its obligations prior to the Petition
Date.  Pursuant to non-bankruptcy law and the contracts,
Expeditors justifiably retained possession of the Petition Date
Cargo and documents, pending its receipt of adequate protection
for its liens and security interests.

Promptly on learning of the commencement of this case, Expeditors
contacted the Debtor's counsel to inform the Debtors of
Expeditors' liens and security interest.  Expeditors further
offered to tender the Petition Date Cargo in exchange for adequate
protection for Expeditors' interest in the Petition Date Cargo.
Expeditors proceeded in this manner pursuant to the ruling in
Colortran, infra.

Despite these efforts, and despite the fact that the Debtor has
obtained Court permission to pay secured claims such as
Expeditors' claim (Doc. 103 on an interim basis and the proposed
final order Doc. No. 222), the Debtor has not tendered adequate
protection for Expeditors' interests in the Petition Date Cargo.

Expeditors submits that it cannot release the Petition Date Cargo
and documents of title in its possession, until it has received
adequate protection of its liens and security interests, because
relinquishment of the Petition Date Cargo, absent stipulation or
order of this Court, could endanger Expeditors' carrier's liens
and security interests.  Therefore, notwithstanding the automatic
stay, Expeditors has the right to retain possession of the
Petition Date Cargo to preserve its carrier's liens.

Expeditors International is represented by:

         SHEEHAN PHINNEY BASS + GREEN PA
         James S. LaMontagne, Esq.
         1000 Elm Street
         Manchester, NH 03101 - 3701

         BRENNAN, RECUPERO, CASCIONE, SCUNGIO & MCALLISTER, LLP
         Lisa M. Kresge, Esq.
         362 Broadway
         Providence, RI 02909
         Tel: (401) 453-2300
         Fax: (401) 453-2345

                        Steel-Pro Objects

Steel-Pro, Inc., says the Motion is based upon Expeditors' claim
that it holds a lien or security interest in certain goods, which
are not identified in the Motion, but that are referred to as the
?Petition Date Cargo? also unidentified, that it claims is its
collateral. Expeditors claims that the Petition Date Cargo (and
other property of the Debtors) secures the entirety of its
prepetition claim against the Debtors, in the amount of $1,066,008
(including interest and attorneys' fees) ? not and in certain
other property, just that portion of the Claim that relates to the
shipping and related charges applicable to the Petition Date
Cargo.

According to Steel-Pro, generally, a carrier has a lien on goods
in shipment for shipping and related costs under Article 7 of the
Uniform Commercial Code (the ?UCC?) and/or under federal maritime
law.  These liens encumber only the cargo actually shipped and in
the possession of the carrier and secure only shipping and related
costs and no other debt.  While Steel-Pro does not concede that
Expeditors is a carrier entitled to the liens provided for under
Article 7 or federal maritime law, it should be noted that
Expeditors has advanced one theory to support its contention that
the entirety of its Claim is secured by the Petition Date Cargo;
specifically, Expeditors claims that it holds a security interest
under Article 9 of the UCC in the Petition Date Cargo and that
such security interest secures not only the shipping costs of that
cargo, but also all other obligations of the Debtors to
Expeditors.

Steel-Pro objects to the Motion to the extent that it seeks relief
from stay to enforce any lien in favor of Expeditors.  It disputes
that Expeditors has established a colorable claim to any lien
under Article 7 of the UCC or under federal maritime law for
shipping costs associated with the Petition Date Cargo shipped by
Steel-Pro.  Further, Steel-Pro disputes that Expeditors holds a
valid and enforceable security interest in the Steel-Pro Cargo
under Article 9 of the UCC or in any other products manufactured
and shipped by Steel-Pro.

Steel-Pro is represented by:

         MARCUS, CLEGG & MISTRETTA, P.A.
         George J. Marcus, Esq.
         Andrew C. Helman, Esq.
         One Canal Plaza, Suite 600
         Portland, Maine 04101
         Tel: (207) 828-8000
         E-mail: ahelman@mcm-law.com

         GAUTHIER & MACMARTIN, PLLC
         Dustin N. Gauthier, Esq.
         123 Elm Street
         Milford, NH 03055
         Tel: (603) 673-7220
         E-mail: dustin@gauthierlaw.com

              GT Says Expeditors Adequately Protected

GT Advanced Technologies Inc. and its affiliates believe that
Expeditors has substantially more goods in its possession than
Expeditors has identified.  Expeditors filed the Stay Relief
Motion on an ?expedited? basis and, as a result, GTAT is
continuing to investigate the facts surrounding the Stay Relief
Motion and has not had an opportunity to conduct formal discovery
regarding these matters.  While Expeditors attached certain bills
of lading as Exhibit B to its Stay Relief Motion, subsequently, on
November 10, 2014, Expeditors filed a revised Exhibit B [Docket
No. 482] containing a revised set of bills of lading and list of
goods in its possession.  Separately, Expeditors also provided
GTAT with a chart summarizing the current shipping charges with
respect to the items on the List of Goods.  GTAT is continuing to
review the revised Exhibit B; however, at this time it is
impossible for GTAT to accurately determine the amount of
Expeditors' secured claim and the proper disposition of the
collateral held by Expeditors.  Moreover, Expeditors has continued
to produce documentation related to its claims and security
interests up until a few hours before  GTAT's deadline to respond
to the Stay Relief Motion. Consequently, GTAT has not had an
adequate amount of time to evaluate the merits of the Stay Relief
Motion.

GTAT's records show that Expeditors is holding Aluminum Oxide as
collateral at some of its warehouses with a liquidation value of
at least $2 million.  GTAT does not need this Aluminum Oxide;
nevertheless, it is a valuable commodity that adequately protects
any security interest held by Expeditors on a claim of
approximately $1 million.  In addition, at this time, it is
apparent that there are many other goods in Expeditors' possession
that GTAT simply does not need and for which GTAT does not want to
pay shipping charges.

Indeed, GTAT has identified only one delivery on the List of Goods
that it needs to have completed for its ongoing business. GT
Sapphire Systems Group LLC, one of the Debtors, sold a certain 25
Ton Hot Press Furnace and related parts to a customer.  The
Furnace was in process of being delivered to that customer when
Expeditors halted delivery.  Expeditors' secured claim against GT
Sapphire Systems appears to be limited to unpaid shipping costs
for the Furnace under bill of lading H050142858.  According to
Expeditors, the shipping charges for that one item are $11,454.65.

In view of the fact that GTAT has no use for any other goods
identified in the List of Goods, GTAT is also willing to consent
to limited relief from the stay to permit Expeditors to liquidate
the remaining items on the List of Goods, or return those to the
vendors who shipped them, to satisfy Expeditors' secured claims to
the extent those claims are secured by an Article 7 lien, a
maritime lien, and/or an Article 9 security interest perfected by
possession.  Moreover, Expeditors can retain and liquidate all of
the Aluminum Oxide in its possession, which is worth at least $2
million.  The value of all of this collateral?which GTAT proposes
to let Expeditors retain and sell?is more than adequate to protect
Expeditors' interests as a secured creditor and, in fact, should
result in full payment of Expeditors' claim plus the return of
excess proceeds to the estates.

                  About GT Advanced Technologies

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

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

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

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys; Rothschild Inc. as financial advisor and investment
banker; and Kurtzman Carson Consultants LLC as claims and
noticing agent.


GT ADVANCED: SEC Opens Investigation Into Securities Trading
------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that GT Advanced Technologies Inc. disclosed that
it had received a letter from the U.S. Securities and Exchange
Commission saying the agency is investigating "matters involving
the company."  According to the report, the SEC didn't say
precisely what it's investigating other than to mention trading
activity in the company's securities, the sapphire business, and
securities offerings going back to January 2013.

                  About GT Advanced Technologies

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

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

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

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys; Rothschild Inc. as financial advisor and investment
banker; and Kurtzman Carson Consultants LLC as claims and
noticing agent.


GT ADVANCED: Wants Ropes & Gray to Handle FINRA and SEC Inquiries
-----------------------------------------------------------------
GT Advanced Technologies Inc., et al., submitted to the Bankruptcy
Court a supplemental application to employ Ropes & Gray LLP as
conflicts counsel.

R&G will represent the Debtors on matters (i) on which Paul
Hastings LLP, the Debtors' bankruptcy counsel, has a conflict of
interest; and (ii) with respect to certain additional services
related to R&G's representation of the Debtors through a special
committee composed of outside members of the Debtors' board of
directors in connection with inquiries being conducted by the
Financial Industry Regulatory Authority and the U.S. Securities
and Exchange Commission.

The principal attorneys designated to provide the additional
services to the Debtors and their hourly rates are:

         Randall W. Bodner                    $1,200
         R. Daniel O'Connor                     $875
         Gregory L. Demers                      $610
         William T. Davison                     $550

David A. Fine, a partner at R&G which maintains offices at
Prudential Tower, 800 Boylston Street, Boston, Massachusetts,
tells the Court that the Debtors had received an inquiry from the
FINRA requesting certain information regarding the Debtors'
chapter 11 filing.  The Debtors have also received an inquiry from
the SEC requesting certain information regarding trading activity
in the Debtors' securities, well as the Debtors' sapphire business
activities and securities offerings going back to Jan. 1, 2013,
and asking for the preservation of documents.

R&G advised the Debtors with respect to document preservation
procedures and has made initial responses to the Regulatory
Inquiries on behalf of the Debtors.

R&G has agreed to represent the Debtors in connection with the
Regulatory Inquiries, reporting to a special committee composed of
outside members of the Debtors' board of directors.

                  About GT Advanced Technologies

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

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

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

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys; Rothschild Inc. as financial advisor and investment
banker; and Kurtzman Carson Consultants LLC as claims and
noticing agent.


GT ADVANCED: Court Denies Motion to Pay Critical Vendors' Claims
----------------------------------------------------------------
Bankruptcy Court for the District of New Hampshire denied without
prejudice GT Advanced Technologies, Inc., et al.'s motion for
authorization to pay the prepetition claims of certain critical
domestic and foreign vendors.

The Court also ruled that applications for payment must be filed
(i) individually, or in groups; (ii) not under seal; and (iii)
identifying the subject vendors.

William K. Harrington, U.S. Trustee for Region 1, objected to the
motion stating that the Debtors sought authority to pay "in
[their] sole discretion" up to $25 million in prepetition claims
held by certain domestic and foreign vendors, whom the Debtors
have failed or refused to publicly identify.

The U.S. Trustee also said that the Debtors' motion did not
identify the critical vendors they propose to pay, what goods or
services were provided prepetition, or what specific circumstances
justify the payment of the claims to unnamed critical vendors
outside the payment priority established by the Bankruptcy Code.

                About GT Advanced Technologies

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

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

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

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


GUIDED THERAPEUTICS: Incurs $3 Million Net Loss in 3rd Quarter
--------------------------------------------------------------
Guided Therapeutics, Inc., 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 $3.01 million on
$22,000 of contract and grant revenue for the three months ended
Sept. 30, 2014, compared to a net loss attributable to common
stockholders of $1.43 million on $86,000 of contract and grant
revenue for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to common stockholders of $6.81 million on
$52,000 of contract and grant revenue compared to a net loss
attributable to common stockholders of $6.17 million on $474,000
of contract and grant revenue for the same period during the prior
year.

The Company's balance sheet at Sept. 30, 2014, showed $3.72
million in total assets, $7.66 million in total liabilities and a
$3.94 million total stockholders' deficit.

At Sept. 30, 2014, the Company had cash of approximately $42,000
and negative working capital of approximately $2 million.

"The Company's capital-raising efforts are ongoing.  If sufficient
capital cannot be raised by the fourth quarter of 2014, the
Company has plans to curtail operations by reducing discretionary
spending and staffing levels, and attempting to operate by only
pursuing activities for which it has external financial support
and additional NCI, NHI or other grant funding.  However, there
can be no assurance that such external financial support will be
sufficient to maintain even limited operations or that the Company
will be able to raise additional funds on acceptable terms, or at
all.  In such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," the Company said in the
filing.

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

                         http://is.gd/xjk8Kw

                       About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

Guided Therapeutics reported a net loss attributable to common
stockholders of $10.39 million on $820,000 of contract and grant
revenue for the year ended Dec. 31, 2013, as compared with a net
loss of $4.35 million on $3.33 million of contract and grant
revenue during the prior year.

UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company's recurring losses from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.


HAWAII MEDICAL: Seeks to Dismiss Chapter 11 Bankruptcy Cases
------------------------------------------------------------
Hawaii Medical Center and its debtor-affiliates ask the Hon.
Robert J. Faris of the U.S. Bankruptcy Court for the District
of Hawaii to dismiss their Chapter 11 bankruptcy proceedings,
citing a termination event under the agreement with the Debtors'
lender, MidCap Financial LLC, because of the Debtors' dispute
between Centers for Medicare & Medicaid Services.

The Debtors tell the Court that, due to the termination event,
MidCap asserted that it was not obligated to advance any further
amounts under the debtor-in-possession facility.  The Debtors add
that they completed the wind-down of their estate pursuant to a
settlement agreement approved by the Court.

A hearing is set for Dec. 15, 2014, at 9:30 a.m. at Courtroom,
1132 Bishop Street, Suite 250 in Honolulu, Hawaii, to consider the
Debtors' request to dismiss their cases.


HD SUPPLY: Moody's Assigns B1 Rating on $1.25BB Sr. Secured Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to HD Supply,
Inc.'s ("HDS") proposed $1.25 billion senior secured notes due
2021. Proceeds from the proposed notes will be used to redeem the
company's existing 8.125% $1.25 billion senior secured notes due
2019, at which time the rating for this debt will be withdrawn. HD
Supply anticipates a reduced rate for the proposed notes relative
to the existing notes that are being refinanced. Moody's expect
the proposed notes to have substantially the same terms and
conditions as the existing senior secured notes due 2019, and to
rank pari passu to the company's $1.0 billion senior secured term
loan due 2018, which is rated B1. Approximately $142 million in
cash on hand will be used for make whole premium, accrued interest
and related fees and expenses. HD Supply's B3 Corporate Family
Rating and its B3-PD Probability of Default Rating are not
impacted by the proposed transaction. All ratings on HDS'
remaining outstanding debt instruments, as well as its SGL-3
speculative grade liquidity rating, remain unchanged. The rating
outlook is stable.

Moody's view the proposed lower pricing and maturity date
extension for the secured notes as credit positives. Cash interest
savings could be upwards of $35 million per year. However, HDS
will not begin to reap the benefits of these lower cash interest
payments until late-2018, since it needs to pay for the
tender/make whole premium, and related fees and expenses. Although
interest payments will be less in absolute terms, the relative
size of savings is minimal when considering future cash interest
payments of slightly over $400 million per year going forward.
Moody's anticipate no material improvement in either interest
coverage or debt leverage characteristics. Beyond very manageable
term loan amortization of about $10 million per year, HDS has an
extended debt maturity profile with the nearest maturity coming in
June 2018 when its bank credit facilities come due.

Ratings Rationale

HDS' B3 Corporate Family Rating reflects its highly leveraged
capital structure and debt service burden. Debt-to-EBITDA as of
the end of 2Q14 remains elevated at close to 7.0x, and debt-to-
book capitalization is around 110%. HDS has significantly negative
tangible net worth. Cash interest payments of slightly over $400
million per year upon closing of the proposed refinancing impair
HDS' ability to generate large amounts of free cash flow. Interest
coverage, measured as (EBITDA-Capex)-to-interest expense, was 1.4x
for the 12 months through August 3, 2014. Providing some offset to
the weak credit metrics is HDS' improvement in revenues, profits
and operating margins, due largely to successful sales initiatives
and cost reduction efforts within each of the company's
businesses. Moody's calculates EBITDA margin as 10.6% (all ratios
incorporate Moody's standard adjustments) for LTM 2Q14, which is
anticipated to expand even further as HDS benefits from sustained
strength in residential construction, as well as repair and
remodeling activity, both key drivers of its revenues.

HDS' SGL-3 speculative grade liquidity rating reflects Moody's
view that the company will maintain an adequate liquidity profile
over the next 12 months. Cash on hand of about $207 million and
availability under the revolving credit facility of $975 million,
aggregating to about $1.2 billion at 2Q14, give HDS ample
financial flexibility to meet potential shortfalls in operating
cash flows and to fund higher levels of working capital
requirements and capital expenditure needs to meet higher demand
from the company's end markets.

The stable rating outlook reflects Moody's view that HDS will
continue to see gradual improvement in credit metrics over the
next 12 to 18 months, positioning the company more solidly within
the current rating category.

The ratings could be upgraded if HDS demonstrates further
improvement in operating performance such that its interest
coverage, measured as (EBITDA-Capex)-to-interest expense, trends
toward 2.0x, and debt-to-EBITDA nears 6.0x (all ratios incorporate
Moody's standard adjustments). A better liquidity profile would
also support positive ratings momentum. Strengthening of demand in
the construction end market due to a continuing recovery in the
domestic economy could translate into stronger earnings and cash
generation for the company.

Developments that could lead to downward rating pressure include
any erosion in the company's financial performance due to a
downturn in its end markets or deterioration in HDS' liquidity
profile. Additional debt-financed transactions resulting in
weakened credit metrics could also have a negative impact on
ratings.

HD Supply, Inc. ("HDS"), headquartered in Atlanta, GA, is one of
the largest North American industrial distributors providing
products and services to the maintenance, repair and operations,
infrastructure and power and specialty construction sectors. Its
businesses are organized around four segments: Facilities
Maintenance, Waterworks, Power Solutions and Construction and
Industrial. HDS operates predominately throughout the U.S. serving
contractors, government entities, maintenance professionals, home
builders and professional businesses. Revenues for the 12 months
through August 3, 2014 totaled approximately $8.8 billion.

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


HD SUPPLY: S&P Assigns 'B+' Rating on 1st Lien Notes Due 2021
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' secured debt
rating to HD Supply Inc.'s first-lien notes due 2021.  The
recovery rating on the notes is '2', indicating S&P's expectation
of substantial recovery (70% to 90%; at the low end of the range)
in the event of a payment default).

The 'B' corporate credit rating and stable outlook on Atlanta-
based HD Supply are unaffected.  S&P expects the industrial
distribution company to use proceeds to refinance its existing
$1.25 billion first-lien notes due 2019.  Pro forma for the
proposed transaction, S&P expects credit measures to remain
unchanged.

The ratings on HD Supply reflect the company's "satisfactory"
business risk profile as a major industrial distributor of
infrastructure and energy, maintenance, repair and improvement,
and specialty construction products.  Although S&P expects a
gradual recovery in the construction cycle, HDS continues to
expand its share of sales in the maintenance, repair, operations
and infrastructure markets and reduce the exposure to construction
markets on its near- to intermediate-term operating performance.
S&P believes HDS's business is stabilizing and has made strides
expanding its operating margins.  S&P expects EBITDA margins to
remain at or slightly above fiscal 2013 levels because it expects
improvement in operating leverage, expansion of products and
services, new customers and locations, and see a gradual recovery
in the construction markets that will slightly improve HDS's
operating performance.  S&P expects 10% adjusted EBITDA margins
over the next year.  A sustained improvement in housing markets
and nonresidential construction spending could lead to somewhat
better performance.

S&P assess the company's financial risk profile as "highly
leveraged," initially because of its leveraged buyout in 2007, and
subsequently because of weak market conditions.  However, some of
the capital structure's features helped to preserve liquidity,
despite the operating downturn that occurred, and the company's
liquidity remains above the minimal liquidity requirements (before
testing its financial covenants).

HDS, through a series of new debt offerings, has mainly refinanced
its capital structure, and S&P views the extension of maturities
on its new debt as somewhat beneficial.  The sponsors have mainly
reduced their ownership share initially because of the IPO in 2013
and then subsequently through sale of their shares.  S&P do not
expect the company to make any large debt-financed acquisitions.
The total debt outstanding was reduced by about $1 billion with
the proceeds from the IPO and the capital structure now has more
than $5 billion of funded debt.  Although the proceeds from the
IPO helped reduce leverage, S&P believes the capital structure
will remain "highly leveraged" for the next 12 to 18 months.

RECOVERY ANALYSIS

Key analytical factors:

   -- S&P completed a recovery analysis of HD Supply and assigned
      its issue-level and recovery ratings to the company's $1.25
      billion senior secured notes due 2021.

   -- S&P valued the company on a going concern basis using a 7x
      multiple of its projected emergence EBITDA.

   -- S&P estimates that, for the company to default, EBITDA would
      need to decline materially, representing a significant
      deterioration from the company's current state of business.

Simulated default and valuation assumptions:

   -- Simulated year of default: 2017
   -- EBITDA at emergence: $425 million
   -- EBITDA multiple: 7.0x

Simplified waterfall:

   -- Net enterprise value (after administrative costs): $2.8
      billion
   -- Valuation split (obligors/nonobligors): 95%/5%
   -- Priority claims (70% utilized ABL facility):$1 billion
   -- Recovery expectations 90% to 100%
   -- Collateral value available to secured creditors: $1.7
      billion
   -- Secured first-lien debt: $2.3 billion
   -- Recovery expectations: 70%-90% (lower half of the range)
   -- Senior secured second-lien debt: $0.7 billion
   -- Recovery expectations 0 to 10%
   -- Total available to unsecured claims: $48 million
   -- Senior unsecured debt: $2.4 billion
   -- Other pari passu claims $1.3 billion
   -- Recovery expectations: 0%-10% (lower half of the range)

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

RATINGS LIST

HD Supply Inc.
Corporate credit rating                  B/Stable/--

New Rating
HD Supply Inc.
$1.25 bil. first-lien notes due 2021     B+
  Recovery rating                         2


HERCULES OFFSHORE: Files Fleet Status Report as of Nov. 18
----------------------------------------------------------
Hercules Offshore, Inc., posted on its Web site a report entitled
"Hercules Offshore Fleet Status Report".  The Fleet Status Report
includes the Hercules Offshore Rig Fleet Status (as of Nov. 18,
2014), which contains information for each of the Company's
drilling rigs, including contract dayrate and duration.  The Fleet
Status Report also includes the Hercules Offshore Liftboat Fleet
Status Report, which contains information by liftboat class for
October 2014, including revenue per day and operating days.  The
Fleet Status Report is available for free at http://is.gd/477R9O

                      About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

Hercules incurred a net loss of $68.11 million in 2013, a net loss
of $127 million in 2012 and a net loss of $76.12 million in 2011.
As of Sept. 30, 2014, the Company had $2.19 billion in total
assets, $1.42 billion in total liabilities and $767.41 million in
stockholders' equity.

                           *     *     *

The Troubled Company Reporter said on April 11, 2013, that
Moody's Investors Service upgraded Hercules Offshore, Inc.'s
Corporate Family Rating to B2 from B3.  Hercules' B2 CFR is
supported by its improved cash flow and lower leverage on the back
of increased drilling activity and higher day-rates in the Gulf of
Mexico (GOM)

Standard & Poor's Ratings Services revised its outlook to negative
from stable on Houston-based Hercules Offshore Inc. and affirmed
its 'B' corporate credit rating on the company, the TCR reported
on Nov. 3, 2014.

"Our ratings on Hercules reflect our assessment of the company's
'vulnerable' business risk profile and 'aggressive' financial risk
profile," said Standard & Poor's credit analyst Stephen Scovotti.
Rating factors include the company's participation in the highly
volatile and competitive shallow-water drilling and marine
services segments of the oil and gas industry, the elevated age of
the company's jack-up rig fleet, S&P's expectation of moderate
free cash flow over the next 12 months, and Hercules' "adequate"
liquidity position.


HOMESTEAD COUNTRY: Sells Six Acres of Property to Evan Talan
------------------------------------------------------------
Roxie Hammill at The Kansas City Star reports that Homestead
Country Club sold six acres of its frontage property to Evan Talan
Development, leaving the club with almost nine acres.

Kansas City Star relates that proceeds from the sale, plus an
arrangement with Kansas City Sustainable Development Partners,
will keep Homestead afloat.

Club leaders are working on "right sizing" for Homestead's long-
term viability, Kansas City Star states, citing the club's
president, Cydney Nelson.  According to the report, Ms. Nelson
said that Homestead will continue to offer the tennis and
swimming, but will not keep trying to compete for outside catering
and banquet business.

Club officials announced last week that Kansas City Sustainable
Development Partners, a group of five real estate developers, will
fund the payment of a note to Jeff Alpert and Melanie Mann of Park
Place Properties, Kansas City Star relates.  According to Kansas
City Star, Homestead had been working on a plan to stay open since
its $3.1 million bank note was sold earlier this year.  The report
shares that Mr. Alpert and Ms. Mann bought the loan, and were
interested in constructing up to 30 single-family homes on the
land.

Headquartered in Prairie Village, Kansas, Homestead Country Club,
is known primarily as a tennis club.  It was built in 1952.

The Club filed for Chapter 11 bankruptcy protection (Bankr. D.
Kan. Case No.: 14-21966) on Aug. 19, 2014, disclosing $5.05
million in total assets versus $3.30 million in total liabilities.
The petition was signed by Cydney Summers Nelson, board president.
Judge Robert D. Berger presides over the case.  Colin N. Gotham,
Esq., at Evans & Mullinix, P.A., serves as the Debtor's bankruptcy
counsel.


HOTEL OUTSOURCE: Needs More Time to File Form 10-Q
--------------------------------------------------
Hotel Outsource Management International, Inc., filed with the
U.S. Securities and Exchange Commission a Notification of Late
Filing on Form 12b-25 with respect to its quarterly report on Form
10-Q for the quarter ended Sept. 30, 2014.  The Company said
the preparation of financial statements was not completed with
sufficient time to allow filing of the 10-Q by Nov. 14, 2014.

                        About Hotel Outsource

New York-based Hotel Outsource Management International, Inc., is
a multi-national service provider in the hospitality industry,
supplying a range of services in relation to computerized minibars
that are primarily intended for in-room refreshments.

The Company's balance sheet at June 30, 2014, showed $4.45 million
in total assets, $4.46 million in total liabilities and a
stockholders' deficit of $19,000.

The Company has suffered recurring losses from operations and has
a net working capital deficiency that raises substantial doubt
about its ability to continue a going concern, according to the
Company's quarterly report for the period ended June 30, 2014.


HOUSTON REGIONAL: Relaunched as Root Sports, 96 Workers Laid Off
----------------------------------------------------------------
David Barron, writing for Chron, reports that CSN Houston was
relaunched on Monday as Root Sports Southwest, under new owners
DirecTV Sports Networks and AT&T.  The report says that 96
employees were let go because Root Sports does not offer the news
and talk shows featured on the Comcast networks.  About 45 CSN
Houston employees were retained, the report adds.

                    About Houston Regional

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

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

Judge Marvin Isgur presides over the case.

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

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

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

The Troubled Company Reporter, on Nov. 4, 2014, citing Daily
Bankruptcy Review, reported that U.S. Bankruptcy Judge Marvin
Isgur in Houston has approved the restructuring plan that will
hand control of Comcast SportsNet Houston.


HOUSTON REGIONAL: No Direct Appeal for Comcast
----------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that U.S. District Judge Lynn N. Hughes in Houston
held a two-hour hearing and denied Comcast Corp's request for an
appeal from Houston Regional Sports Network LP's plan confirmation
order directly to the court of appeals.

As previously reported by The Troubled Company Reporter, citing
Law360, U.S. Bankruptcy Judge Marvin Isgur in Texas denied an
emergency motion by Comcast to stay a restructuring plan giving
DirecTV LLC and AT&T Inc. control of Houston sports network.

According to a separate report by Mr. Rochelle and Ms. Toub,
Comcast, in a filing before Judge Hughes, argued that the
bankruptcy judge was wrong when he subtracted $107 million from
the collateral value and noted that Judge Isgur, when delivering
his opinion, said: "I want to get reversed" if it was wrong to
allocate the $107 million against the collateral value.

The appeal is Comcast Lenders v. Houston Regional Sports Network
LP (In re Houston Regional Sports Network LP), 14-3133, U.S.
District Court, Southern District of Texas (Houston).

                    About Houston Regional

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

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

Judge Marvin Isgur presides over the case.

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

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

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

The Troubled Company Reporter, on Nov. 4, 2014, citing Daily
Bankruptcy Review, reported that U.S. Bankruptcy Judge Marvin
Isgur in Houston has approved the restructuring plan that will
hand control of Comcast SportsNet Houston.


IBCS MINING: Schedules Nov. 21 Sale Hearing
-------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Bankruptcy Court in Lynchburg,
Virginia, will convene a hearing on Nov. 21, to consider approval
of the sale of IBCS Mining Inc.'s assets for $2.5 million to
Southern Coal Corp. absent a better offer at a Nov. 20 auction.

                        About IBCS Mining

IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
separate Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case
Nos. 14-61215 and 14-61216) on June 27, 2014.  Edmund Scarborough
signed the petition as president.  Hirschler Fleischer, P.C.,
serves as the Debtors' counsel.  The Court on July 8, 2014,
authorized the joint administration of the cases.  The cases are
assigned to Judge Kevin R. Huennekens.  IBCS Mining estimated
assets and debts of at least $10 million.  IBCS Mining Inc.
disclosed $6,914,815 in assets and $7,279,157 in liabilities.

The U.S. Trustee for Region 4 appointed two creditors to serves in
the Official Committee of Unsecured Creditors.


IMAGEWARE SYSTEMS: Incurs $2.2 Million Net Loss in Third Quarter
----------------------------------------------------------------
Imageware Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $2.22 million on $919,000 of revenues for the three
months ended Sept. 30, 2014, compared to net income of $339,000 on
$2.49 million of revenues for the same period last year.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $5.99 million on $2.91 million of revenues compared to
a net loss of $8.05 million on $4.37 million of revenues for the
same period during the prior year.

As of Sept. 30, 2014, the Company had $5.67 million in total
assets, $4.51 million in total liabilities and $1.15 million in
total shareholders' equity.

At Sept. 30, 2014, the Company's principal sources of liquidity
consisted of cash and cash equivalents of $488,000 and accounts
receivable, net of $261,000.  As of Sept. 30, 2014, the Company
had negative working capital of $1,631,000, which included
$1,995,000 of deferred revenue.  The Company has a history of
recurring losses, and as of Sept. 30, 2014, the Company has
incurred a cumulative net loss of approximately $134,320,000.
"These factors raise substantial doubt about our ability to
continue as a going concern," the Company said.

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

                        http://is.gd/QC1IZ7

                      About ImageWare Systems

Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization.  Its "flagship" product
is the IWS Biometric Engine.  Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes.  The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials.  Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.

Imageware Systems incurred a net loss of $9.84 million in 2013, a
net loss of $10.19 million in 2012 and a net loss of $3.18 million
in 2011.


INDYMAC BANCORP: FDIC Capitulates in $58.6 Million Suit
-------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the Federal Deposit Insurance Corp. in
substance capitulated after being defeated by the trustee for
IndyMac Bancorp Inc. in April in a $58.6 million appeal in the
U.S. Court of Appeals in San Francisco.

According to the report, the trustee and the FDIC settled and
agreed that the trustee will receive the entire $58.6 million tax
refund and any other tax refunds in future years.  In return the
FDIC gets an approved general unsecured claim for the same amount,
the report related.

                     About Indymac Bancorp

Based in Pasadena, California, IndyMac Bancorp Inc. (NYSE:IMB) --
http://www.indymacbank.com/-- is the holding company for IndyMac
Bank FSB, a hybrid thrift/mortgage bank that originated mortgages
in all 50 states of the United States.  Through its hybrid thrift-
mortgage bank business model, IndyMac designed, manufactured, and
distributing cost-efficient financing for the acquisition,
development, and improvement of single-family homes.  IndyMac also
provided financing secured by single-family homes to facilitate
consumers' personal financial goals and strategically invests in
single-family mortgage-related assets.

On July 11, 2008, the Office of Thrift Supervision closed IndyMac
Bank and appointed FDIC as the bank's receiver.  Thacher Proffitt
& Wood LLP was engaged as counsel to the FDIC.

Indymac Bancorp filed for Chapter 7 bankruptcy protection (Bankr.
C.D. Cal. Case No. 08-21752) on July 31, 2008.  Representing
the Debtor are Dean G. Rallis, Jr., Esq., and John C. Weitnauer,
Esq.  Bloomberg noted that Indymac had about $32.01 billion in
assets as of July 11, 2008.  In court documents, IndyMac disclosed
estimated assets of $50 million to $100 million and estimated
debts of $100 million to $500 million.


IVANHOE ENERGY: Reports $93.4-Mil. Net Loss in Third Quarter
------------------------------------------------------------
Ivanhoe Energy Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $93.4 million on $8,000 of interest and other income for
the three months ended Sept. 30, 2014, compared to a net loss of
$15.21 million on $292,000 of interest and other income for the
same period last year.

The Company's balance sheet at Sept. 30, 2014, showed $120 million
in total assets, $70.1 million in total liabilities and total
stockholders' equity of $50.2 million.

At Sept. 30, 2014, Ivanhoe had an accumulated deficit of $570
million and working capital deficiency of $4 million, excluding
assets held for sale.  For the nine months ended Sept. 30, 2014,
cash used in operating activities was $19.2 million and the
Company expects to incur further losses in the development of its
business.  Continuing as a going concern is dependent upon
attaining future profitable operations to repay liabilities
arising in the normal course of operations and accessing
additional capital to develop the Company's properties.  Ivanhoe
intends to finance its future funding requirements through a
combination of strategic investors and/or public and private debt
and equity markets, either at the parent company level or at the
project level, and through the sale of interests in existing oil
and gas properties.  There is no assurance that the Company will
be able to obtain such financing, or obtain it on favorable terms,
or realize proceeds on its assets held for sale.  Without access
to additional financing or other cash generating activities in
2014, there is material uncertainty that casts substantial doubt
that the Company will be able to continue as a going concern.

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

                       http://is.gd/aStA89

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


JAMES RIVER: Consents to Termination of Pension Plan by PBGC
------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that James River Coal Co. has consented to the
Pension Benefit Guaranty Corp.'s termination of a plan covering
retirees and has asked permission to enter into an agreement
allowing the U.S. government agency to end the pension plan and
assume responsibility for paying benefits.

According to the report, allowing a termination agreement with the
PBGC will best ensure that James River doesn't incur unnecessary
costs or additional liabilities in connection with the PBGC's
decision to end the plan.

                        About James River

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

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

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

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

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

The Debtors, 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.


JAMES RIVER: Blackstone Okayed as Committee's Investment Banker
---------------------------------------------------------------
U.S. Bankruptcy Judge Kevin R. Huennekens authorized the Official
Committee of Unsecured Creditors in the Chapter 11 cases of
James River Coal Company, et al., to (i) retain Blackstone
Advisory Partners L.P.; and (ii) modify the terms set forth in the
parties' engagement letter and the Blackstone Retention Order
related to the Firm's compensation.

As reported in the TCR on Nov. 14, 2014, the Committee relayed
that following the consummation of the sale of a substantial
portion of the Debtors' assets to Blackhawk Mining LLC, the
Debtors have been in the process of marketing their few remaining
mining operations, and otherwise winding down the estates.  In an
effort to preserve cash needed to fund short-term operational
expenses and the continuing asset sales process, the Debtors have
requested that the Committee restructure the terms of Blackstone's
compensation in a manner that enables the Debtors to preserve
liquidity.  Accordingly, the Committee and Blackstone have agreed,
as an accommodation to the Debtors, to defer a substantial portion
of Blackstone's monthly fees under the terms and conditions.

As previously noted in the May 26, 2014 edition of The TCR, the
Committee negotiated that Blackstone's services as its investment
banker will be entitled to (i) a monthly advisory fee of $150,000
in cash; (ii) a restructuring fee equal to $1.75 million upon the
entry of an order confirming the Debtors' Chapter 11 plan or a
major sale of the Debtors' assets; and (iii) reimbursement of
necessary and actual out-of-pocket expenses.

Following recent discussions with the Debtors, the Committee and
Blackstone have agreed that:

  (x) the Monthly Fee payable in cash for services rendered to the
      Committee in September 2014 in accordance with the terms of
      the Engagement Letter, will be in the amount of $100,000;

  (y) any Monthly Fee payable to Blackstone for services rendered
      to the Committee from October 2014 onward shall be in the
      amount of $50,000 (which amount may be reduced from time to
      time as may be agreed among Blackstone, the Debtors and the
      Committee, or by further order of the Court), and shall be
      payable by the Debtors as an administrative expense pursuant
      to section 503(b) of the Bankruptcy Code at such time and in
      such manner as administrative expenses and/or earned but
      unpaid financial advisor or investment banker transaction
      fees are paid; and

  (z) no Monthly Fee, including the September Monthly Fee and any
      Subsequent Monthly Fee, shall be credited against the
      Restructuring Fee.

In addition, the Committee and Blackstone have agreed that,
notwithstanding anything to the contrary in the Final DIP Loan
Order, no Subsequent Monthly Fee shall be deemed to be
Professional Fees included in the definition of the "Carve-Out" in
the Final DIP Loan Order.  The DIP Agent has provided its prior
consent to the relief requested.

                        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.


JAMES RIVER: Has Deal with PBGC on Pension Plan Termination
-----------------------------------------------------------
James River Coal Company asks the Bankruptcy Court for
authorization to enter into agreement with Pension Benefit
Guaranty Corporation to terminate James River Coal Company
Employees' Pension Plan.

According to JRCC, entry into the Plan Termination Agreement will
best ensure the estates do not incur unnecessary costs or
additional liabilities in connection with PBGC's decision to
terminate the Plan.

Prior to the Petition Date, effective as of Sept. 30, 2007, the
Plan was frozen by JRCC.  As a result, all participants affected
by the Plan freeze retained any benefits accumulated to the
effective date, but were no longer eligible to increase their
benefit.

JRCC is the contributing sponsor and plan administrator of the
JRCC Employees' Pension Plan, a defined benefit pension plan
covered by Title IV of the Employee Retirement Income Security Act
of 1974, as amended.

PBGC is a wholly owned United States government corporation that
administers the defined benefit pension plan termination insurance
program established by Title IV.

PBGC has informed the Debtors that it has issued a Notice of
Determination that the Plan must be terminated under ERISA on the
grounds that the Plan will be unable to pay benefits when due and
that the Plan must be terminated in order to protect the interests
of the Plan participants.

The Plan Termination Agreement provides for, among other things:

   1. the termination of the Plan;

   2. the establishment of Aug. 31, 2014, as the Plan termination
date; and

   3. the appointment of PBGC as the Plan's trustee on the
effective date of the Plan Termination Agreement.

                        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.


JBM FARMS: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: JBM Farms, Inc.
        7065 NC 99 Hwy N
        Pantego, NC 27860

Case No.: 14-06754

Chapter 11 Petition Date: November 19, 2014

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Greenville Division)

Debtor's Counsel: Clayton W. Cheek, Esq.
                  OLIVER FRIESEN CHEEK, PLLC
                  PO Box 1548
                  218-C South Front Street
                  New Bern, NC 28563
                  Tel: 252 633-1930
                  Fax: 252 633-1950
                  Email: cwc@ofc-law.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Joseph W. Bell, Sr., president.

A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nceb14-06754.pdf


JOHN D. OIL: Fifth Amended Reorganization Plan Denied Confirmation
------------------------------------------------------------------
U.S. Bankruptcy Judge Thomas P. Agresti has denied confirmation of
John D. Oil & Gas Co.'s Fifth Amended Chapter 11 Plan of
Reorganization after the Debtor failed to meet conditions
precedent to confirmation.

As reported in the Troubled Company Reporter on Aug. 22, 2014,
according to the Amended Plan, it will incorporate the terms of
the Settlement Agreement with secured lender RBS Citizens N.A.,
and RBS Settlement orders.  Any excess proceeds and additional
estate assets will fund the remainder of the payments under the
Plan.  The source of the funds will come from the Debtor's
continued business operations post-confirmation.  To the extent
there may be a shortfall, plan funding will be contributed by
Richard Osborne, Sr., from other sources, including liquidations
of real estate not liquidated to fund the RBS Settlement.

A copy of the Amended Disclosure Statement is available for free
at http://bankrupt.com/misc/OzGas_707_DS_5thamendedplan.pdf

                    About John D. Oil & Gas;
              OZ Gas; and Great Plains Exploration

Mentor, Ohio-based John D. Oil & Gas Co., is in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  The Company has 58 producing wells.  The
Company also has one self storage facility located in Painesville,
Ohio.  The self-storage facility is operated through a partnership
agreement between Liberty Self-Stor Ltd. and the Company.

John D. Oil's affiliated entities -- Oz Gas, LTD., and Great
Plains Exploration, LLC -- filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11,
2012.  Two days later, John D. Oil filed its own Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063).

On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A.,
dba Charter One, a receiver was appointed for all three corporate
Debtors, in the United States District Court for the Northern
District of Ohio at case No. 11-cv-2089-CAB.  District Judge
Christopher A. Boyko issued an order appointing Mark E. Dottore as
receiver.  The Receivership Order was appealed to the Sixth
Circuit Court of Appeals on Dec. 19, 2011, and the appeal is
currently pending.

Judge Thomas P. Agresti oversees the Chapter 11 cases.  Robert S.
Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to
the Debtors.  Each of Great Plains and Oz Gas estimated $10
million to $50 million in assets and debts.  John D. Oil's balance
sheet at Dec. 31, 2011, showed $6.98 million in total assets,
$13.26 million in total liabilities, and a stockholders' deficit
of $6.28 million.  The petitions were signed by Richard M.
Osborne, CEO.

The United States Trustee said a committee under 11 U.S.C. Sec.
1102 has not been appointed because no unsecured creditor
responded to the U.S. Trustee's communication for service on the
committee.


JSC ALLIANCE BANK: Chapter 15 Case Summary
------------------------------------------
Chapter 15 Petitioner: Timur Rizabekovich Issatayev

Chapter 15 Debtor: JSC Alliance Bank
                   50, Furmanov Street
                   Almaty, Republic of Kazakhstan 05004

Chapter 15 Case No.: 14-13194

Nature of Business: Banking

Chapter 15 Petition Date: November 20, 2014

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Sean H. Lane

Chapter 15 Petitioner's Counsel: Richard A. Graham, Esq.
                                 Thomas E. MacWright, Esq.
                                 WHITE & CASE, LLP
                                 1155 Avenue of the Americas
                                 New York, NY 10036
                                 Tel: (212) 819-8630
                                 Fax: (212) 354-8113
                                 Email: rgraham@whitecase.com

                                   - and -

                                 Scott G. Greissman, Esq.
                                 WHITE & CASE LLP
                                 1155 Avenue of the Americas
                                 New York, NY 10036
                                 Tel: (212) 819-8567
                                 Fax: (212) 354-8113
                                 Email: sgreissman@whitecase.com

Estimated Assets: More than $1 billion

Estimated Liabilities: More than $1 billion


KEMET CORP: Withdraws Proposed $400 Million Notes Offering
----------------------------------------------------------
KEMET Corporation has withdrawn its previously announced proposed
private offering of $400,000,000 in aggregate principal amount of
senior secured notes due 2019 in response to current market
conditions.

                            About KEMET

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

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

                            *     *     *

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

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

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

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


KIOR INC: Dec. 8 Hearing on Bidding Procedures
----------------------------------------------
KiOR, Inc., will seek approval from the U.S. Bankruptcy Court for
the District of Delaware at a hearing on Dec. 8, 2014, at 1:00
p.m., of proposed bidding procedures where insiders KFT Trust,
Vinod Khosla, Trustee, Khosla Ventures III LP, VNK Management LLC,
and Pasadena Investments, LLC, will acquire the company, absent
higher and better offers.

Pasadena Investments is an affiliate of KiOR's backer and lender,
venture capitalist Vinod Khosla.

Objections to the proposed bidding procedures are due Dec. 1.

KFT Trust, et al., as the stalking horse bidder, has agreed to
consummate a comprehensive restructuring transaction involving
substantially all of the Debtor's assets though a plan of
reorganization to be filed by the Debtor.  The Debtors seek to
assume a plan support agreement ("PSA") reached with KFT Trust, et
al.

The PSA transaction is subject to higher and/or better offers, and
in furtherance of the Debtors' efforts to maximize the value of
its estate, it intends to conduct the auction for qualified
bidders to bid to purchase the assets.  The Debtors propose these
procedures and timeline:

   -- One of the requirements to be a qualified bidder is a
minimum cash purchase price of $17,135,000.

   -- Each competing bidder must submit initial bids on or before
4:00 p.m. (prevailing Eastern time) on December 15, 2014.

   -- Qualified bidders will be invited to participate at the
auction to commence at 10:00 a.m. (prevailing Eastern time) on
Dec. 17, 2014.

   -- The sale hearing will be held Dec. 22, 2014.

   -- Closing of cash sale must occur Jan. 15, 2014.

   -- Confirmation of the Plan in the event of a prevailing bid by
the Stalking Horse Buyer must occur by Feb. 12, 2014, and the plan
effective date must occur by Feb. 27, 2015.

If KFT Trust, et al., is the successful bidder, then the PSA
requires the Debtor to consummate through a plan the comprehensive
reorganization outlined in the Plan Term Sheet.  The Plan Term
Sheet provides that the plan would preserve the Debtor's business
as a going concern through the cancellation of existing equity
interests, the issuance of new equity interests to the Stalking
Horse Bidder or its affiliates in exchange for cancellation of
substantial secured debt held by the Stalking Horse Bidder and/or
its affiliates, and the provision of exit financing for the
reorganized Debtor.  The plan would further provide for the
assumption of contracts pursuant to the plan.  In sum, subject to
Court approval and higher and better offers, the PSA and the Plan
Term Sheet provide for the Stalking Horse Bidder to reorganize the
Debtor by indirectly acquiring the Assets and owning 100% of the
equity of the reorganized Debtor.

The Debtor acknowledges that the Stalking Horse Bidder is an
insider as it is an affiliate of, (i) one of the largest equity
holders of the Debtor and (ii) the largest secured creditor of the
Debtor.

Guggenheim Securities, LLC, has executed the marketing process by
contacting over 165 potentially interested parties since July
2014.  According to Guggenheim, the best offer received by the
Debtor to date is the offer received from the Stalking Horse
Bidder.  A copy of the declaration is available for free at:

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

A copy of the affidavit of KiOR Interim CFO and President
Christopher A. Artzer in support of the first-day motions is
available for free at:

     http://bankrupt.com/misc/KiOR_1st_Day_Affidavit.pdf

                          About Kior Inc.

KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively.  KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V.  KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic biomass.

KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware.   Through the chapter 11
case, the Debtor intends to reorganize its business or sell
substantially all of its assets so that it can continue its core
research and development activities.  KiOR Columbus did not seek
bankruptcy protection.

The Debtor disclosed $58.27 million in assets and $261.3 million
in liabilities as of June 30, 2014.

The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.  The Debtor's financial
advisor is Alvarez & Marsal.  Guggenheim Securities, LLC, is the
Debtor's investment banker.  Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.

Pasadena Investments, LLC, as administrative agent for a
consortium of lenders, committed to provide up to $15,000,000 in
postpetition financing.  The DIP Agent is represented by Thomas E.
Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los
Angeles, California, and Michael R. Nestor, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.


KIOR INC: Seeks to Reject Matheson Contract
-------------------------------------------
KiOR, Inc., is seeking approval from the U.S. Bankruptcy Court for
the District of Delaware to reject an executory contract with
Matheson Tri-Gas, Inc.

Matheson Tri-Gas, Inc., is under contract to provide gaseous
hydrogen for a period of 15 years by constructing and maintaining
hydrogenproduction equipment at the Columbus, Mississippi facility
owned by the Debtor's subsidiary, KiOR Columbus, LLC.  The Debtor
has determined that the Agreement is no longer necessary because
the facility has been decommissioned and the transactions that
have been explored with respect to the facility do not involve an
ongoing need for hydrogen.

To eliminate or limit the amount of any alleged administrative
claim, the Debtor seeks rejection of the Matheson Agreement nunc
pro tunc to the Petition Date.

                          About Kior Inc.

KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively.  KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V.  KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic biomass.

KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware.   Through the chapter 11
case, the Debtor intends to reorganize its business or sell
substantially all of its assets so that it can continue its core
research and development activities.  KiOR Columbus did not seek
bankruptcy protection.

The Debtor disclosed $58.27 million in assets and $261.3 million
in liabilities as of June 30, 2014.

The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.  The Debtor's financial
advisor is Alvarez & Marsal.  Guggenheim Securities, LLC, is the
Debtor's investment banker.  Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.

Pasadena Investments, LLC, as administrative agent for a
consortium of lenders, committed to provide up to $15,000,000 in
postpetition financing.  The DIP Agent is represented by Thomas E.
Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los
Angeles, California, and Michael R. Nestor, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.


KIOR INC: Taps WilmerHale as Special Litigation Counsel
-------------------------------------------------------
KiOR, Inc., seeks authority from the U.S. Bankruptcy Court for the
District of Delaware to employ Wilmer Cutler Pickering Hale and
Dorr LLP as special counsel to provide litigation, transactional,
investigatory and general legal advice.

WilmerHale currently represents the Debtor in seven categories of
non-bankruptcy matters:

   (a) General Corporate Advice, for which the firm handles most
       or all transactional, reporting, and governance issues for
       the Debtor;

   (b) a U.S. Securities and Exchange Commission investigation,
       for which WilmerHale represents the Debtor in connection
       with an ongoing SEC inquiry;

   (c) a Class Action Litigation, in which WilmerHale currently
       defends the Debtor and one of the Debtor's officers in
       relation to allegations of misrepresentation of certain
       fuel production projections and other matters in a
       litigation filed in the U.S. District Court for the
       Southern District of Texas;

   (d) a Whistleblower Administrative Proceeding filed by a former
       employee;

   (e) an Internal Investigation, for which WilmerHale is
       conducting a review of certain actions by a recently
       resigned member of the Board of Directors;

   (f) a Demand Letter from shareholders with respect to alleged
       breaches of fiduciary duty by the Board of Directors and
       certain officers; and

   (g) a Derivative Suit, in which WilmerHale is defending the
       Debtor, certain of the Debtor's current and former
       officers, and one of the Debtor's outside directors in a
       litigation filed in the U.S. District Court for the
       Southern District of Texas.

The Debtor tells the Court it needs to continue to need
WilmerHale's services in connection with the non-bankruptcy
matters as it would be difficult and costly to replace the firm
with substitute counsel.  The Debtor adds that it believes any
substitute counsel would not be as effective or valuable to the
Debtor as counsel on these non-bankruptcy matters.

WilmerHale's current hourly rates are expected to be within the
following ranges:

      Partners               $775 to $1,345 per hour
      Counsel                $750 to $845 per hour
      Associates             $430 to $845 per hour
      Paraprofessionals      $185 to $365 per hour

Peter S. Buckland will be the partner with primary responsibility
for overseeing all work for the Debtor.  His rate is $790 an hour.

WilmerHale will continue to seek reimbursement for expenses and
other charges incurred in the rendition of services to the Debtor.

The Debtor states that it is aware of new guidelines implemented
by the U.S. Trustee that contemplate a prospective budget and
staffing plan for the Chapter 11 case.  The Debtor will work with
WilmerHale to comply with those guidelines to the extent required
by order of the Court.

Mr. Buckland says that within one year preceding the Petition
Date, the total aggregate amount of payments received by
WilmerHale from the Debtor was $2,569,505.  During that one-year
period, WilmerHale billed the Debtor a total of $3,862,587.  As of
the Petition Date, the Debtor owes $1,621,866 for fees and
expenses incurred and billed by WilmerHale.  In addition,
WilmerHale has incurred approximately $750,000 in additional fees
and expenses which have not yet been billed to the Debtor.  During
the 90-day period prior to the Petition Date, the Debtor paid
WilmerHale a total of $584,232.

Mr. Buckland assures the Court that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates.

He, however, discloses that his firm represents Khosla Ventures &
Funds and its investments/portfolio companies and affiliates, and
Mr. Vinod Khosla; and current and former directors and officers of
the Debtor, including Mr. Samir Kaul, who is affiliated with
Khosla Ventures.  Because of the particular sensitivities
surrounding these potential parties-in-interest, Mr. Buckland
tells the Court that WilmerHale will not represent any Khosla
Individuals & Entities on any matter related to the Debtor or its
estate during the Chapter 11 case.

Mr. Buckland may be reached at:

         Peter Buckland, Esq.
         WILMER CUTLER PICKERING HALE AND DORR LLP
         950 Page Mill Road
         Palo Alto, CA 94304
         Tel: (650) 858-6036
         Fax: (650) 858-6100
         E-mail: peter.buckland@wilmerhale.com

A hearing on the employment application is scheduled for Dec. 8,
2014, at 1:00 p.m. (EST).  Objections are due Dec. 1.

                          About Kior Inc.

KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively.  KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V.  KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic biomass.

KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware.   Through the chapter 11
case, the Debtor intends to reorganize its business or sell
substantially all of its assets so that it can continue its core
research and development activities.  KiOR Columbus did not seek
bankruptcy protection.

The Debtor disclosed $58.27 million in assets and $261.3 million
in liabilities as of June 30, 2014.

The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.  The Debtor's financial
advisor is Alvarez & Marsal.  Guggenheim Securities, LLC, is the
Debtor's investment banker.  Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.

Pasadena Investments, LLC, as administrative agent for a
consortium of lenders, committed to provide up to $15,000,000 in
postpetition financing.  The DIP Agent is represented by Thomas E.
Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los
Angeles, California, and Michael R. Nestor, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.


KIOR INC: Employs Epiq as Claims & Noticing Agent
-------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware authorized KiOR, Inc., to employ Epiq
Bankruptcy Solutions, LLC, as claims and noticing agent to, among
other things:

   (i) distribute required notices to parties-in-interest;

  (ii) receive, maintain, docket and otherwise administer the
       proofs of claim and voting ballots filed in the Chapter 11
       case; and

(iii) provide other administrative services.

Prior to the Petition Date, the Debtor provided Epiq a retainer in
the amount of $30,000.

As claims agent, Epiq will charge the Debtors at these rates:

   Position                                  Hourly Rate
   --------                                  -----------
Clerical/Administrative Support               $30 to $45
Case Manager                                  $50 to $80
IT/ Programming                               $70 to $130
Senior Case Manager                           $85 to $130
Director of Case Management                  $145 to $195
Consultant/Senior Consultant                 $145 to $190
Director/Vice President Consulting               $225
Executive Vice President                         $295
Communications Counselor                         $350

For its noticing services, Epiq will charge $50 per 1,000 e-mails,
and $0.10 per page for facsimile noticing.  For database
maintenance, the firm will charge $0.10 per record per month.
For-online claim filing services, Epiq will charge $3 per claim
filed.  The firm's call center operator will charge $65 per
hour.

                          About Kior Inc.

KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively.  KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V.  KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic biomass.

KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware.   Through the chapter 11
case, the Debtor intends to reorganize its business or sell
substantially all of its assets so that it can continue its core
research and development activities.  KiOR Columbus did not seek
bankruptcy protection.

The Debtor disclosed $58.27 million in assets and $261.3 million
in liabilities as of June 30, 2014.

The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.  The Debtor's financial
advisor is Alvarez & Marsal.  Guggenheim Securities, LLC, is the
Debtor's investment banker.  Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.

Pasadena Investments, LLC, as administrative agent for a
consortium of lenders, committed to provide up to $15,000,000 in
postpetition financing.  The DIP Agent is represented by Thomas E.
Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los
Angeles, California, and Michael R. Nestor, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.


LANTHEUS MEDICAL: Posts $1.4 Million Net Income in Third Quarter
----------------------------------------------------------------
Lantheus Medical Imaging, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $1.45 million on $75.68 million of revenues for the
three months ended Sept. 30, 2014, compared to a net loss of
$15.06 million on $70.38 million of revenues for the same period
during the prior year.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $1.46 million on $224.63 million of revenues compared
to a net loss of $49.37 million on $212 million of revenues for
the same period a year ago.

The Company's balance sheet at Sept. 30, 2014, showed $258.05
million in total assets, $498.47 million in total liabilities and
a $240.41 million total stockholders' deficit.

Jeff Bailey, president and CEO commented, "We are very pleased
with our third quarter performance and the Company's continued
demonstration of solid sales growth and strong margin expansion.
As has been the case for several quarters, our results for the
third quarter benefited from the strong sales performance of
DEFINITY, reflecting continued growth of the U.S. ultrasound
contrast market and our own product leadership position.  DEFINITY
achieved growth of 20% over the year-ago quarter and once again
grew sequentially, while the rest of our product portfolio
delivered a solid quarterly performance, as well."

Mr. Bailey continued, "Overall, our third quarter revenue growth
combined with continued gross margin improvement and the
leveraging of our operating expenses has significantly expanded
our operating and Adjusted EBITDA margins since last year, driving
those margins to 15% and 25%, respectively, of reported revenue
for the third quarter.  The success of our ongoing financial and
operational transformation that began seven quarters ago continues
to grow increasingly apparent as we progress through 2014.  We
look forward to completing this seminal year for our business and
the opportunities that await us in 2015 and beyond."

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

                       http://is.gd/dB2pxk

                      About Lantheus Medical

Lantheus Medical Imaging, Inc., a wholly-owned operating
subsidiary of parent company, Lantheus MI Intermediate, Inc., is a
global leader in developing, manufacturing, selling and
distributing innovative diagnostic imaging agents.  LMI provides a
broad portfolio of products, which are primarily used for the
diagnosis of cardiovascular diseases.  LMI's key products include
the echocardiography contrast agent DEFINITY(R) Vial for
(Perflutren Lipid Microsphere) Injectable Suspension;
TechneLite(R) (Technetium Tc99m Generator), a technetium-based
generator that provides the essential medical isotope used in
nuclear medicine procedures; and Xenon (Xenon Xe 133 Gas), an
inhaled radiopharmaceutical imaging agent used to evaluate
pulmonary function and for imaging the lungs.

                            *    *     *

As reported by the TCR on July 1, 2014, Moody's Investors Service
upgraded the ratings of Lantheus Medical Imaging, Inc. including
the Corporate Family Rating to Caa1 from Caa2, the Probability of
Default Rating to Caa1-PD from Caa2-PD and the senior unsecured
rating to Caa1 (LGD4) from Caa2 (LGD4).

"The upgrade reflects our outlook for continuing earnings
improvement driven by rising DEFINITY sales and the impact of
ongoing cost reductions, while the positive outlook considers the
potential for deleveraging pending a successful IPO and further
resolution of supply issues," stated Michael Levesque, Senior Vice
President.

In the Nov. 6, 2013, edition of the TCR, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Lantheus
Medical Imaging Inc. to 'B-' from 'B'.  The outlook is negative.


LANTRONIX INC: Reports $262K Net Loss in Sept. 30 Quarter
---------------------------------------------------------
Lantronix, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $262,000 on $11.54 million of net revenue for the three
months ended Sept. 30, 2014, compared with a net loss of $267,000
on $10.88 million of net revenue for the same period in the prior
year.

The Company's balance sheet at Sept. 30, 2014, showed $30.8
million in total assets, $10.6 million in total liabilities and
total stockholders' equity of $20.2 million.

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

                       http://is.gd/ZdRmCU

                        About Lantronix

Lantronix, Inc. -- http://www.lantronix.com/-- designs, develops
and markets devices that make it possible to access, manage,
control and configure electronic products over the Internet or
other networks.  The Company's solutions include fully integrated
hardware and software devices, as well as software tools, to
develop related customer applications.  Its technology is used to
provide networking capabilities to products, such as building
heating ventilation and air conditioning systems, elevators,
process control equipment, vending machines, thermostats, security
cameras, radio frequency identification readers, bar code
scanners, scales, temperature sensors, blood analyzers,
turnstiles, card readers, point of sale terminals, audio-visual
projectors, time clocks, and any product that has some form of
electronic control capability.  It sells its products through a
global network of distributors, resellers and manufacturer
representatives, systems integrators, value-added resellers and
original equipment manufacturers.


LEHMAN BROTHERS: JPMorgan Files Final Brief in $8.6 Billion Suit
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that JPMorgan Chase Bank NA and creditors of Lehman
Brothers Holdings Inc. submitted final papers in a dispute over
who's entitled to $8.6 billion in collateral the bank received on
the eve of Lehman's 2008 bankruptcy.

According to the report, both JPMorgan and Lehman filed so-called
motions for summary judgment, each claiming it should win without
a trial, and U.S. District Judge Richard J. Sullivan in Manhattan,
who is overseeing the case, could defeat both motions simply by
pointing out disputed issues of fact.

The district court suit is Lehman Brothers Holdings Inc. v.
JPMorgan Chase Bank NA (In re Lehman Brothers Holdings Inc.), 11-
06760, U.S. District Court, Southern District of New York
(Manhattan).

                      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.


LIBERATOR INC: Delays Form 10-Q for Third Quarter
-------------------------------------------------
Liberator, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2014.  The Company said certain financial and other
information necessary for an accurate and full completion of the
Report could not be provided within the prescribed time period
without unreasonable effort or expense.

                        About Liberator Inc.

Atlanta, Georgia-based Liberator is a vertically integrated
manufacturer that designs, develops and markets products and
accessories that enhance intimacy.  Liberator is also a nationally
recognized brand trademark, brand category and a patented line of
products commonly referred to as sexual positioning shapes and sex
furniture.

Liberator disclosed a net loss of $376,056 on $14.71 million of
net sales for the year ended June 30, 2014, compared to a net loss
of $288,485 on $13.84 million of net sales for the year ended June
30, 2013.

The Company's balance sheet at June 30, 2014, showed $3.31 million
in total assets, $5.20 million in total liabilities and a $1.89
million total stockholders' deficit.

Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2014.  The independent
auditors noted that the Company has a net loss of $376,056, a
working capital deficiency of $1,685,712, an accumulated deficit
of $8,423,741 and a negative cash flow from continuing operations
of $199,396.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


LIGHTSQUARED INC: Has Access to Cash Collateral Until Jan. 30
-------------------------------------------------------------
LightSquared Inc. received approval from U.S. Bankruptcy Judge
Shelley Chapman to continue to use the cash collateral of lenders
under a 2010 credit agreement until Jan. 30, 2015.  A full-text
copy of the court order dated Nov. 14 can be accessed for free at
http://is.gd/Rdhxct

                     About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.



LIME ENERGY: Incurs $430,000 Net Loss in Third Quarter
------------------------------------------------------
Lime Energy Co. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common stockholders of $430,000 on $15.58 million of
revenue for the three months ended Sept. 30, 2014, compared to a
net loss available to common stockholders of $3.86 million on
$13.35 million of revenue for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported
a net loss available to common stockholders of $3.72 million on
$41.45 million of revenue compared to a net loss available to
common stockholders of $12.61 million on $37.51 million of revenue
for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $31.11
million in total assets, $22.77 million in total liabilities and
$8.33 million in total stockholders' equity.

"Lime Energy continued our progress during the third quarter,
achieving profitability for the first time since refocusing on our
utility programs business, while announcing the award of more than
$180 million of new, multi-year contracts with major U.S.
utilities," stated Adam Procell, Lime Energy president & CEO.
"Our ability to simultaneously deliver cost effective energy
efficiency solutions and improved customer satisfaction for our
utility partners makes our business model both valuable and
timely.  Technological advances continue to broaden the range of
products and services that Lime provides for small and mid-sized
business customers through our unique programs."

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

                        http://is.gd/oCNN1B

                         About Lime Energy

Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals.  The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation.  The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.

Lime Energy reported a net loss available to common stockholders
of $18.51 million in 2013, a net loss of $31.81 million
in 2012 and a net loss of $18.93 million in 2011.


LOLETA CHEESE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Loleta Cheese Company, Inc.
        PO Box 607
        Loleta, CA 95551

Case No.: 14-11620

Chapter 11 Petition Date: November 19, 2014

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Hon. Alan Jaroslovsky

Debtor's Counsel: Steven M. Olson, Esq.
                  LAW OFFICES OF STEVEN M. OLSON
                  100 E St. #104
                  Santa Rosa, CA 95404
                  Tel: (707) 575-1800
                  Email: smo@smolsonlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert E. Laffranchi, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/canb14-11620.pdf


LPATH INC: Reports $3.2 Million Third Quarter Net Loss
------------------------------------------------------
LPath, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.16 million on $1.11 million of total revenues for the three
months ended Sept. 30, 2014, compared to a net loss of $2.52
million on $2.55 million of total revenues for the same period in
2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $10.19 million on $4.16 million of total revenues
compared to a net loss of $5.16 million on $5.67 million of total
revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2014, showed $26.68
million in total assets, $4.73 million in total liabilities and
$21.95 million in total stockholders' equity.

"We expect that we will be required to issue additional equity or
debt securities or enter into other commercial arrangements,
including relationships with corporate and other partners, to
secure the additional financial resources to support our
development efforts and future operations.  We may not be
successful in obtaining funding from new or existing collaboration
or license agreements, or in receiving milestone or royalty
payments under those agreements.  In addition, we cannot be sure
that additional financing will be available when needed or that,
if available, financing will be obtained on terms favorable to us
or to our stockholders.  Having insufficient funds may require us
to delay, scale back, or eliminate some or all of our development
programs, relinquish some or even all rights to product candidates
at an earlier stage of development, or renegotiate less favorable
terms than we would otherwise choose.  For example, in the future,
we could determine to delay or scale back some of our planned drug
discovery and development projects to extend our runway beyond the
first quarter of 2016.  Nevertheless, the failure to obtain
adequate financing could eventually adversely affect our ability
to operate as a going concern.  If we raise additional funds from
the issuance of equity securities, substantial dilution to our
existing stockholders would likely result.  If we raise additional
funds by incurring debt financing, the terms of the debt may
involve significant cash payment obligations as well as covenants
and specific financial ratios that may restrict our ability to
operate our business."

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

                        http://is.gd/umHube

                            About LPath

San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.

LPath reported a net loss of $6.56 million in 2013, a net loss of
$2.75 million in 2012 and a net loss of $3.11 million in 2011.


LPC HOLDING: S&P Assigns 'B' CCR & Rates 1st Lien Loans 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned elastomeric
component manufacturer LPC Holding Company its 'B' corporate
credit rating.  The outlook is stable.

At the same time, S&P assigned Q Holding Company's first-lien
credit facility (consisting of a $25 million revolving credit
facility and $163 million first-lien term loan) its 'B' issue-
level rating, with a recovery rating of '3', indicating S&P's
expectation for meaningful recovery in the event of a payment
default.  S&P's recovery expectations are in the upper half of the
50% to 70% range.

LPC manufactures highly-engineered, precision-molded elastomeric
products used in electrical connector, ignition insulators and
various medical and pharmaceutical applications.  End markets
include automotive, medical devices, industrial, aerospace, and
other markets.

S&P expects the company to remain relatively limited in terms of
product and end-market diversity and maintain a modest revenue
base over the next two years.  Customer concentration is high and
likely to remain so.  However, the highly precise specifications
of LPC's products, and the small percentage of the customer's
total product cost they make up, should continue to support long-
term customer relationships.  In addition, LPC holds the number 1
market position for the majority of its products and its
entrenched customer base provide some competitive advantage.

"The outlook is stable.  We expect modest revenue growth and
stable margins will allow the company to maintain leverage below
5x.  Additionally, we are forecasting stability in the automotive
end market over the next two years," said Standard & Poor's credit
analyst Svetlana Olsha.

S&P could lower the ratings if weaker-than-expected market demand
or operational issues cause deterioration in credit measures, such
as leverage over 5x for an extended period, and if the company is
unable to generate positive free cash flow.  S&P could also lower
the ratings if revolver availability declines and liquidity
becomes constrained.

S&P could raise the rating if it believes LPC's business risk
profile compares more favorably to those of its 'B+' rated capital
goods peers.  This could occur if it were to meaningfully increase
its scale, scope, and diversity while maintaining credit measures
consistent with an "aggressive" financial risk profile.


MACKEYSER HOLDINGS: Court OKs Payment of DIP Lenders' Expenses
---------------------------------------------------------------
The Bankruptcy Court authorized Mackeyser Holdings, LLC, et al.,
to pay the allowed fees and expenses of the DIP lenders in an
amount of $100,000; and (b) repay a portion of the DIP obligations
in an amount of $523,614, pursuant to a compromise and settlement
with the Official Committee of Unsecured Creditors, and certain of
the Debtors' secured lenders -- Health Evolution Partners Fund I,
L.P. and Series F of Health Evolution Partners Co-Invest, LLC.

For the avoidance of doubt, these will constitute Dip obligations
and will be paid in accordance with the settlement term sheet and
the DIP documents:

   -- Fees and expenses incurred by the DIP lenders' counsel after
closing of the Debtors' asset sales, which will be in an amount
not to exceed $290,000 until Jan. 2015;

   -- Fees and expenses incurred by the DIP lenders' counsel in
connection with the settlement term sheet in an amount not to
exceed $75,000; and

   -- If anticipated litigation cause the DIP lenders' counsel to
incur legal fees and expenses in excess of the $290,000, the fees
and expenses of the DIP lenders' counsel.

The amended events of defaults include, among other things, the
failure of the Debtor to obtain confirmation of a Chapter 11 Plan
of liquidation and to satisfy the conditions precedent to the
effectiveness of the Plan by March 31, 2015.

                      About MacKeyser Holdings

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

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

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

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

Mackeyser Holdings, LLC, et al., and the Official Committee of
Unsecured Creditors appointed in their Chapter 11 cases jointly
proposed a plan that contemplates the liquidation of the Debtors
and the resolution of outstanding claims against and interests in
the Debtors.

The U.S. Trustee for Region 3 has appointed three creditors to
serve on the official committee of unsecured creditors.  The
Official Committee of Unsecured Creditors retained Cooley LLP as
lead counsel; Klehr Harrison Harvey Branzburg LLP as co-
counsel; and Giuliano, Miller & Company, LLC as financial advisor.


MAST THERAPEUTICS: Incurs $7.87-Mil. Net Loss in Third Quarter
--------------------------------------------------------------
Mast Therapeutics, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $7.87 million on $nil of revenues for the three
months ended Sept. 30, 2014, compared with a net loss of $5.25
million on $nil of revenues for the same period in 2013.

The  balance sheet at Sept. 30, 2014, showed $56.2 million in
total assets, $10.9 million in total liabilities and total
stockholders' equity of $45.2 million.

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

                       http://is.gd/28YVCd

Mast Therapeutics, Inc., a biopharmaceutical company, focuses on
developing therapies for serious or life-threatening diseases. It
primarily develops MST-188, a phase III product candidate that has
hemorheologic, cytoprotective, and anti-inflammatory properties
for the treatment of sickle cell disease in patients. The company
was formerly known as ADVENTRX Pharmaceuticals, Inc. and changed
its name to Mast Therapeutics, Inc. in March 2013. Mast
Therapeutics, Inc. was founded in 1995 and is headquartered in San
Diego, California.


METALDYNE CORP: Asahi Settles PBGC's Pension Case for $40MM
-----------------------------------------------------------
Law360 reported that Asahi Tec Corp. has agreed to pay $39.5
million to put an end to litigation brought by the Pension Benefit
Guaranty Corp. seeking to hold the Japanese car parts manufacturer
liable for pension obligations tied to the bankruptcy of its
Metaldyne Corp. unit, according to a statement.

The Law360 report related that Asahi settled the dispute without
admitting liability or consenting to U.S. court jurisdiction, the
company said in a statement.

The case is PENSION BENEFIT GUARANTY CORPORATION v. ASAHI TEC
CORPORATION, Case No. 1:10-cv-01936 (D.D.C.).

                         About Metaldyne

Metaldyne LLC -- http://www.metaldyne.com/-- is a leading global
manufacturer of engineered metal-based components for engine,
transmission, and driveline applications in the automotive and
light truck markets.  Products include powder metal engine
connecting rods, engine bearing caps, engine cylinder oil jets,
transmission sub assemblies, forged differential gears and
pinions, differential assemblies, engine balance shaft modules,
transmission shafts, and engine crankshaft dampers.  Metaldyne has
over $1 billion in annual revenue, with 25 locations in 13
countries.

Metaldyne Corp. and its affiliates filed for Chapter 11 protection
on May 27, 2009 (Bankr. S.D.N.Y. Case No. 09-13412).  The filing
did not include the company's non-U.S. entities or operations.  As
of March 29, 2009, the Company, utilizing book values, listed
assets of US$977 million and liabilities of $927 million.

Richard H. Engman, Esq., at Jones Day, represented the Debtors in
their restructuring.  Judy A. O'Neill, Esq., at Foley & Lardner
LLP served as conflicts counsel; Lazard Freres & Co. LLC and
AlixPartners LLP as financial advisors; and BMC Group Inc. as
claims agent.  A committee of Metaldyne creditors was represented
by Mark D. Silverschotz, Esq., and Kurt F. Gwynne, Esq., at Reed
Smith LLP, and the committee tapped Huron Consulting Services,
LLC, as its financial advisor.

Judge Martin Glenn approved the sale of substantially all assets
to Carlyle Group in November 2009 for roughly $496.5 million, and
confirmed the Debtors' liquidating chapter 11 plan on Feb. 23,
2010.  Under the terms of the confirmed liquidation plan, Oldco M
Distribution Trust is the post-confirmation entity charged with
prosecuting all claim objections and distributing all plan assets
pursuant to the terms of the plan.  The Trust is represented by
Kimberly E.C. Lawson, Esq., at Reed Smith LLP, in Wilmington, Del.


METALICO INC: Registers 4.9 Million Shares for Resale
-----------------------------------------------------
Metalico, Inc., filed with the U.S. Securities and Exchange
Commission a Form S-1 registration statement relating to the
resale or other disposition by TPG Specialty Lending, Inc., of up
to an aggregate of 4,953,190 shares of the Company's common stock,
$.001 par value per share, which represents 130% of the maximum
number of shares of common stock currently underlying certain
warrants issued to the selling stockholder.

The Company is not selling any shares of its common stock under
this prospectus and will not receive any proceeds from the sale or
other disposition of shares by the selling stockholder, except
that the Company may receive the proceeds of any cash exercises of
the warrants, which, if received, would be used by the Company for
general corporate and working capital purposes.  The selling
stockholder will bear all commissions and discounts, if any,
attributable to the sale or other disposition of the shares.  The
Company will bear all costs, expenses and fees in connection with
the registration of the shares.

The Company's common stock is listed on NYSE MKT under the symbol
"MEA."  On Nov. 14, 2014, the last reported sale price of the
Company's common stock on the American Stock Exchange was $0.47
per share.

A full-text copy of the Form S-1 is available for free at:

                        http://is.gd/poFBTl

                           About Metalico

Metalico, Inc. is a holding company with operations in two
principal business segments: ferrous and non-ferrous scrap metal
recycling, and fabrication of lead-based products.  The Company
operates recycling facilities in New York, Pennsylvania, Ohio,
West Virginia, New Jersey, Texas, and Mississippi and lead
fabricating plants in Alabama, Illinois, and California.
Metalico's common stock is traded on the NYSE MKT under the symbol
MEA.

Metalico reported a net loss attributable to the Company of $34.81
million in 2013 following a net loss attributable to the Company
of $13.11 million in 2012.  Metalico incurred a net loss
attributable to the Company of $3.61 million for the six months
ended June 30, 2014.

As of June 30, 2014, the Company had $299.05 million in total
assets, $154.58 million in total liabilities and $144.46 million
in total equity.


METALICO INC: TPG Specialty Reports 6.1% Stake as of Nov. 5
-----------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, TPG Specialty Lending, Inc., and its affiliates
disclosed that as of Nov. 5, 2014, they beneficially owned
3,810,146 shares of common stock of Metalico, Inc., reprsenting
6.1 percent of the shares outstanding.  A full-text copy of the
regulatory filing is available at http://is.gd/sQb17E

                           About Metalico

Metalico, Inc. is a holding company with operations in two
principal business segments: ferrous and non-ferrous scrap metal
recycling, and fabrication of lead-based products.  The Company
operates recycling facilities in New York, Pennsylvania, Ohio,
West Virginia, New Jersey, Texas, and Mississippi and lead
fabricating plants in Alabama, Illinois, and California.
Metalico's common stock is traded on the NYSE MKT under the symbol
MEA.

Metalico reported a net loss attributable to the Company of $34.81
million in 2013 following a net loss attributable to the Company
of $13.11 million in 2012.  Metalico incurred a net loss
attributable to the Company of $3.61 million for the six months
ended June 30, 2014.

As of June 30, 2014, the Company had $299.05 million in total
assets, $154.58 million in total liabilities and $144.46 million
in total equity.


MIDTOWN SCOUTS: Submits Post-Confirmation Brief for Ch. 11 Plan
---------------------------------------------------------------
Midtown Scouts Square Property, LP, and Midtown Scouts Square, LLC
submitted to the Bankruptcy Court a post confirmation brief in
connection with their proposed Joint Plan of Reorganization, as
modified on Oct. 23, 2014.

According to the Debtors, on Oct. 28, 2014, the Court conducted a
hearing on confirmation of the Plan.  All creditors voted in favor
of the Plan, except for the Richey Family Limited Partnership
which also filed an objection to confirmation.  After the Court
heard evidence and oral argument, it requested the parties to
submit a brief on the impact of Fifth Circuit's decision in matter
of TMT Procurement Corporation.

The Debtors' brief claims, among other things:

   1. The Court estimated RFLP's general unsecured claim to be
$1.4 million.  The Plan proposes to pay this claim in full with
interest.

   2. However, RFLP is not interested in being paid $1.4 million.
Rather, it asserts ownership of a 27% equity interest in the
Debtor, Midtown Scouts Square Property, LP, but without the
burdens of equity ownership such as issuing a guaranty in favor of
the bank debt secured by the partnership's property.

   3. The dispute over ownership of the 27% equity interest is
pending in state court.  Thus, the Plan provides that if RFLP is
awarded this 27% interest, its right to the $1.4 million payment
is forfeited; and, the Debtors will issues RFLP a 27% equity
interest in Limited contingent on RFLP executing a partnership
agreement and any guarantees required by those lenders who have
liens on Limited's property.

   4. RFLP asserted that this Court does not have jurisdiction
over disputes regarding equity ownership in the Debtor.

   5. RFLP is wrong notwithstanding the decision in matter of TMT
Procurement Corporation.

The Debtors request that the Court approve the modification to the
Plan because the Debtors desire to modify the Plan to reflect the
agreement reached between the Debtors and its secured lender
regarding treatment of the secured lender's claim.

As reported in the Troubled Company Reporter on Oct. 10, 2014, the
Debtors have proposed a Reorganization Plan that provides for
these terms:

     (1) Allowed Administrative Claims and Priority Non-Tax Claims
         will be paid in cash in full;

     (2) Allowed Ad Valorem Claims of Taxing Authorities will be
         paid in cash full within 30 days of the Effective Date;

     (3) Allowed Non-Tax Priority Claims, if any, will be paid in
         cash in full within 30 days of the Effective Date;

     (4) Allowed Priority Tax Claims, if any, will be paid in full
         within 30 days of the Effective Date including interest
         at the statutory rate;

     (5) Allowed Secured Claim of Bank of Houston secured by liens
         on the Office Building will be paid by pursuant to the
         terms of the prepetition promissory note, with the unpaid
         prepetition amount due added on to the end of the
         respective note;

     (6) Allowed Secured Claim of Bank of Houston secured by liens
         on the Parking Garage will be paid by pursuant to the
         terms of the prepetition promissory note, with the
         exception that the term of the note will be extended by
         60 months with the unpaid prepetition amount due added on
         to the end of the respective note;

     (7) Allowed Secured Claim of the Debtors' second lien lender
         (Mercantile Capital Corporation) will be converted to the
         permanent SBA Debenture (504 loan) and will be paid
         pursuant to terms of the pre-approved SBA note;

     (8) Allowed Non-Insider Unsecured Claims will be paid in full
         with interest at 5% over 60 months beginning on the
         Effective Date with quarterly distributions thereafter;

     (9) The Allowed Claims of Insiders, including any Allowed
         Claim of Richey Family Limited Partnership, Todd Richey
         and L.E. Richey, will be paid in full with interest at 5%
         over 60 months, or in the event the Court determines that
         the Richey's hold an equity interest in the Debtors, such
         claim will be converted to equity;

    (10) In exchange for converting the postpetition financing
         claim entitled to priority under Section 503(b)(l), his
         prepetition claim of $260,624, and the Equity Infusion,
         Atul Lucky Chopra will retain his 100% equity interest in
         the Reorganized Debtors, or a reduced equity percentage
         if the Court determines that the Richeys hold an equity
         interest in the Debtors.

As reported in the TCR on Sept. 9, 2014, the tabulation of
balloting on the  Joint Plan showed that for each of the voting
classes, the Debtors got 89% to 100% acceptance of the Plan.

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

     http://bankrupt.com/misc/MIDTOWNSCOUTS_148_ds.pdf

                    About Midtown Scouts Square

Midtown Scouts Square Property, LP, and affiliate Midtown Scouts
Square, LLC, own two commercial properties located in Midtown
Houston, Texas.  The first property is a mixed use 36,000-square-
foot two-storey office/restaurant building originally constructed
in 1975, while the second property is a 104,000-square foot eight-
storey parking garage with ground floor retail space, both in
Bagby Street, in Houston.

The two entities sought Chapter 11 protection (Bankr. S.D. Tex.
Lead Case No. 13-32920) on May 9, 2013.  The petitions were signed
by Erich Mundinger as president of general partner.  Judge Karen
K. Brown presides over the case.  In its schedules, MSS Property
disclosed $17,408,328 in assets and $16,666,325 in liabilities.
Edward L. Rothberg, Esq. at Hoover Slovacek, LLP, serves as the
Debtor's counsel.  Hawash Meade Gaston Neese & Cicack, LLP, serves
as special litigation counsel.

The U.S. Trustee has not appointed an official committee of
unsecured creditors in the Debtors' bankruptcy cases.


MOOG INC: New Upsized 2022 Notes No Impact on Moody's Ca2 CFR
-------------------------------------------------------------
Moody's Investors Service said Moog Inc.'s Ba2 Corporate Family
Rating and Ba2-PD Probability of Default Rating are not impacted
by the $50 million upsizing of the company's new senior unsecured
notes due 2022 to $300 million from $250 million. Also, the Ba3
rating on the notes remains unchanged. The company's SGL-2
liquidity rating also remains unchanged as does the outlook at
stable.

Moog, Inc., headquartered in East Aurora, NY, is a designer and
manufacturer of high performance precision motion control products
and systems for aerospace and industrial markets. The company
operates within five segments: Aircraft Controls, Space and
Defense Controls, Industrial Systems, Components, and Medical
Devices. Moog reported fiscal year ended September 30, 2014
revenues of approximately $2.65 billion.


MONROE HOSPITAL: Patient Care Ombudsman Not Needed Despite Cases
----------------------------------------------------------------
Monroe Hospital, LLC, submitted an amended supplement for entry of
an order ordering that a patient care ombudsman must not be
appointed in the Debtor's case.

The amended supplement was filed out of an abundance of caution
and to inform the Court that it is a party to certain medical
malpractice cases that it was not previously aware of.  The Debtor
maintains that it is not necessary to appoint a patient care
ombudsman in the case.

According to the Debtor, despite the malpractice cases, the Debtor
still maintains that a patient care ombudsman is not appropriate
in the case. The malpractice cases only involve six of the
thousands of patients that have received care at the Hospital or
the other practices operated by the Debtor, and the complaints of
these six patients are not representative of the excellent
healthcare that the Debtor provides.

                         About Monroe Hospital

Monroe Hospital, LLC, since 2006, has operated a 32 licensed bed
private acute care medical surgical hospital in Bloomington,
Indiana.  It leases the land on which the hospital is located from
MPT Bloomington, LLC.

Monroe Hospital, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Ind. Case No. 14-07417) in Indianapolis, Indiana, on
Aug. 8, 2014.  Joseph Roche signed the petition as president and
chief executive officer.  In its schedules, the Debtor disclosed
$14,327,739 in total assets and $136,386,925 in liabilities.

The case is assigned to Judge James M. Carr. The Debtor is
represented by attorneys at Bingham Greenebaum Doll
LLP.  Upshot Services LLC acts as the Debtor's noticing, claims
and balloting agent.


MVB HOLDING: Okayed to Sell 86 Gaming Devices to Golden Nugget
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
authorized MVB Holding, LLC, to convey 86 gaming devices to
Riverboat Corporation of Mississippi doing business as Golden
Nugget, Biloxi, for $685,998.

The Debtor is also authorized to use Modern Gaming, Inc., a
licensed gaming device vendor from Denham Springs, Louisiana, to
act as intermediary to prepare all paperwork necessary for the
transfer of the gaming devices to Golden Nugget and to pay from
the sale proceeds the sum of $100 per machine for performing all
necessary devices to the buyer in accordance with the rules of the
Mississippi Gaming Commission.

Additionally, the Debtor is authorized to pay from the sale
proceeds $200 per device to the Mississippi Gaming Commission for
the sale and transfer of the gaming devices.

The net sale proceeds of $685,998, minus the sum of $25,800, to be
paid to Modern Gaming and the MGC will be placed in a separate
interest bearing debtor-in-possession account to remain pending
further order of the court.

                    Objections Previously Filed

Clay Point, LLC, said that it does not oppose to the sale
provided that the order approving the sale required that the
proceeds be held in a segregated account with liens, if any, to
attach to the proceeds, which proceeds may not be distributed
until the time the Court determines the proper allocation for the
funds.

Guggenheim Corporate Funding, LLC, as administrative agent and
collateral agent requested that the Court condition the sale upon
payment to Guggenheim of the proceeds of the sale.

                        About MVB Holding

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

Judge Katharine M. Samson presides over the case.  Robert Alan
Byrd, Esq., at Byrd & Wiser, serves as the Debtor's counsel.  MVB
estimated disclosed, in its schedules $1,367,870 in assets and
$25,381,127 liabilities as of the Petition Date.  The petition was
signed by Doug Shipley as president/CEO.

The U.S. Trustee for Region 5 appointed three creditors of MVB
Holding, LLC to serve on the official committee of unsecured
creditors.


MT LAUREL LODGING: Disclosure Statement Hearing Reset to Feb. 25
----------------------------------------------------------------
The Bankruptcy Court has rescheduled the hearing on the disclosure
statement explaining Mt. Laurel Lodging Associates, LLP's proposed
Chapter 11 Plan to Feb. 25, 2015.

Under the Plan, the Debtor intends to emerge from bankruptcy by
restructuring its debts and ownership structure.  The reorganized
Debtor will be owned by the Equity Holders and one or more of
their designees and Equity Investor.

Sun will continue to manage the Hotel pursuant to its existing
Hotel Management Agreement, which requires the Debtor's payment of
(a) a monthly management fee in the amount of 4% of the Hotel's
gross revenues, and (b) a monthly accounting fee in the amount of
0.5% of the Hotel's gross revenues.

The Debtor intends to assume its Franchise Agreement and pay the
Franchisor Claim in full on or as soon as reasonably practicable
after the Plan's Effective Date.  The Franchisor Claim totals
$65,117.

Payments to Creditors will be funded from the Equity Contribution,
the Effective Date Cash and the Hotel's ongoing cash flows.

Copies of the Plan and Disclosure Statement are available for free
at:

   * http://bankrupt.com/misc/MTLAUREL_Plan_09192014.pdf
   * http://bankrupt.com/misc/MTLAUREL_DS_09192014.pdf

                About Mt. Laurel Lodging Associates

Mt. Laurel Lodging Associates, LLP and its debtor-affiliates filed
for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No.
13-11697) on Nov. 4, 2013.  The debtor-affiliates are Ontario
Lodging Associates, LLC; Riverside Lodging Associates, LLC;
Rosenburg Lodging Associates, LLP; Tampa Palms Lodging Associates,
LLP; Titusville Lodging Associates, LLP; and Conroe Lodging
Associates, LLP.

Bankruptcy Judge Robyn L. Moberly presides over the case.  David
M. Neff, Esq., and Brian A. Audette, Esq., at Perkins Coie LLP,
and Andrew T. Kight, Esq., at Taft, Stettinius & Hollister LLP
represent the Debtor in their restructuring efforts.

The National Republic Bank of Chicago is represented by Bose
McKinney & Evans LLP and Stark & Stark, PC.

The Debtor estimated assets and debts at $10 million to
$50 million.  The petitions were signed by Bharat Patel, general
partner.


MT LAUREL LODGING: Matters Related to FDIC Receiver Stayed
----------------------------------------------------------
U.S. Bankruptcy Judge Robyn L. Moberly has ordered that all
contested matters and proceedings in this Chapter 11 case to which
Federal Deposit Insurance Corporation (FDIC), as Receiver for The
National Republic Bank of Chicago (NRB), is or may become a party
in interest are stayed through February 9, 2015.

However, the cash collateral hearing set for December 29, 2014,
is not stayed, and the Debtor is not stayed from seeking continued
use of cash collateral.

Federal Deposit Insurance Corporation (FDIC), as Receiver for The
National Republic Bank of Chicago (NRB), earlier said that it
requires additional time to perform its responsibilities with
respect to NRB and to investigate all proceedings pending in this
Chapter 11 case that concern NRB.  Moreover, the FDIC has a
statutory right to a 90-day stay of all proceedings in this case
in which NRB is a party in interest.  On October 24, 2014, the
United States Office of the Comptroller of the Currency (?OCC?)
appointed the FDIC as Receiver for NRB.

The FDIC is represented by:

         BOSE MCKINNEY & EVANS LLP
         James E. Carlberg, Esq.
         James P. Moloy, Esq.
         111 Monument Circle, Suite 2700
         Indianapolis, IN 46204
         Tel: (317) 684-5000
         Fax: (317) 684-5173
         E-mail: jcarlberg@boselaw.com
                jmoloy@boselaw.com

In response, the Debtor states that if the Court grants the Motion
and imposes an unlimited stay as requested by the FDIC, Debtor's
right to use NRB's cash collateral will expire on December 31,
2014 and Debtor will be expressly precluded from seeking the
further use of such cash collateral, as the hearing and expiration
dates will fall within the 90-day stay.  The Debtor's inability to
use NRB's cash collateral would be catastrophic to the operation
of Debtor's hotel, as Debtor cannot maintain its business without
the use of its cash.  The Debtor would have to close its hotel if
it cannot continue to use cash collateral, a result that would
cause irreparable harm to Debtor and all of its creditors.

The Debtor requests that the entry of any order granting the
Motion carve out any matter that might subject Debtor's estate to
irreparable harm, including Debtor's need for the use of cash
collateral.  In that regard, Debtor requests that the Court allow
the hearing on Debtor's further use of cash collateral to proceed
on December 29, 2014 as scheduled.

                About Mt. Laurel Lodging Associates

Mt. Laurel Lodging Associates, LLP and its debtor-affiliates filed
for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No.
13-11697) on Nov. 4, 2013.  The debtor-affiliates are Ontario
Lodging Associates, LLC; Riverside Lodging Associates, LLC;
Rosenburg Lodging Associates, LLP; Tampa Palms Lodging Associates,
LLP; Titusville Lodging Associates, LLP; and Conroe Lodging
Associates, LLP.

Bankruptcy Judge Robyn L. Moberly presides over the case.  David
M. Neff, Esq., and Brian A. Audette, Esq., at Perkins Coie LLP,
and Andrew T. Kight, Esq., at Taft, Stettinius & Hollister LLP
represent the Debtor in their restructuring efforts.

The National Republic Bank of Chicago is represented by Bose
McKinney & Evans LLP and Stark & Stark, PC.

The Debtor estimated assets and debts at $10 million to
$50 million.  The petitions were signed by Bharat Patel, general
partner.


NAKED BRAND: Hires BDO USA as Accountants
-----------------------------------------
Naked Brand Group Inc.'s Board of Directors has appointed BDO USA,
LLP, as its principal independent auditor as a result of the
migration of the Company's office to New York.

During the Company's fiscal years ended Jan. 31, 2014, and
Jan. 31, 2013, and in the subsequent interim period through the
date of appointment of BDO, the Company has not consulted with BDO
regarding either the application of accounting principles to a
specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's
consolidated financial statements, nor has BDO provided to the
Company a written report or oral advice that BDO concluded was an
important factor considered by the Company in reaching a decision
as to the accounting, auditing or financial reporting issue, other
than in connection with carrying out the review procedures
required under Appendix K of SEC Practice Section rules adopted by
the Public Company Accounting Oversight Board (PCAOB).  In
addition, during those periods, the Company has not consulted with
BDO regarding any matter that was either the subject of a
disagreement.

                         About Naked Brand

Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada.  It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com.  Naked
Brand Group Inc. is based in New York, New York.

The Company's balance sheet at July 31, 2014, showed $4.98 million
in total assets, $35.18 million in total liabilities and a
stockholders' deficit of $30.2 million.

As at July 31, 2014, the Company had not yet achieved profitable
operations and expects to incur significant further losses in the
development of its business, which casts substantial doubt about
the Company's ability to continue as a going concern, the Company
stated in the quarterly report for the period ended July 31, 2014.


NET PAY SOLUTIONS: IRS Says Trustee Can't Recoup $3M Payment
------------------------------------------------------------
Law360 reported that the United States asked a federal court in
Pennsylvania to toss out an action from the trustee of a bankrupt
payroll services firm to keep $3 million in payments to the
Internal Revenue Service, saying the transfers do not qualify as
preferences that can be recovered.

According to the report, the IRS said a bankruptcy trustee may
recover as preferences some payments made within 90 days before
the bankruptcy filing, but none of the payments made by Net Pay
Solutions Inc. qualify for recovery because they were either
outside the 90-day window, are below a de minimis exemption or did
not belong to the debtor.

The case is Slobodian v. Internal Revenue Service, case number
1:13-cv-02677, in the U.S. District Court for the Middle District
of Pennsylvania.


NORTEL NETWORKS: Bondholders, Retirees Fight Over Interest
----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Bankruptcy Court in Delaware heard
arguments on whether holders of U.S. bonds issued by Nortel
Networks Inc. are getting $900 million in interest they don't
deserve.

According to the Bloomberg report, the U.S. side of the defunct
electronics firm proposed a settlement regarding the rate of
interest owing to bondholders.  Peg Brickley, writing for Daily
Bankruptcy Review, reported that the settlement establishes the
amount of interest bondholders may ultimately collect in Nortel's
global bankruptcy proceeding.

The DBR report said the Canadian unit attacked the settlement,
saying the settlement is too rich and the money should go to
Canadian retirees.  The judge on the Canadian side of the
liquidation already ruled that bondholders aren't entitled to
interest after bankruptcy, the Bloomberg report noted.

                      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.


PALM DRIVE: U.S. Trustee Appoints 7-Member Employees Committee
--------------------------------------------------------------
Tracy Hope Davis, U.S. Trustee for Region 17, appointed seven
persons to serve in an official committee of employees:

      1. Laureen Buettner
      2. Susan Fabiano
      3. Sarina Ferguson
      4. Rosemary Pryszmant
      5. Aram Rahimi
      6. Pamela Reed
      7. Carmen Xicohtecatl

              About Palm Drive Health Care District

Palm Drive Health Care District, owner and operator of the Palm
Drive Hospital, in Sebastopol, California, filed a petition under
Chapter 9 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 14-
10510) amid a "sustained reduction in patient volume and revenue."
In its Chapter 9 petition filed April 7, 2014, in Santa Rosa,
California, the Debtor estimated $10 million to
$50 million in assets and liabilities.  The Debtor is represented
by Michael A. Sweet, Esq., at Fox Rothschild LLP, as counsel.

The Official Committee of Unsecured Creditors retained Pachulski
Stang Ziehl & Jones & LLP as its counsel.


PANTECH CO: Dec. 17 Hearing on US Recognition of Korean Bankruptcy
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia is
set to hold a hearing on Dec. 17 to consider recognition of
Pantech Co., Ltd.'s bankruptcy case in Korea as "foreign main
proceeding."

The court hearing will be held at Room 1204, U.S. Courthouse, 75
Spring Street NW, in Atlanta, Georgia.

If the bankruptcy court issued an order in favor of Pantech, the
South Korean mobile-phone maker would receive the benefits of U.S.
bankruptcy law, including the automatic stay that halts lawsuits
in the U.S. and prevents creditors from seizing assets.

                         About Pantech

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

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

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

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

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


PHOENIX PAYMENT: Wants Until Feb. 2 to Remove Actions
-----------------------------------------------------
Phoenix Payment Systems, Inc., asks the U.S. Bankruptcy Court to
extend until Feb. 2, 2015, the deadline to file notices of removal
under Bankruptcy Rule 9027(a).

The Debtor filed the request before the removal deadline will
expire on Nov. 3.

The Debtor is party to various civil actions and is in the process
of assessing the relevant information to make informed decisions
and to determine whether removal of any is warranted.

The Debtor has been preoccupied with the sale of substantially all
of its assets to EPX Acquisition Company, LLC, an affiliate of
North American Bancard, LLC.  After the closing date, the Debtor
is tasked to formulate a plan of reorganization, resolve disputed
claims, and make distributions to creditors and interest holders.

In this relation, the Debtor has yet to finish its analysis as to
whether any pending actions must be removed.

The Court will convene a hearing on Nov. 24, 2014 at 2:00 p.m., to
consider the matter.

                      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.  The
Debtor disclosed $7,230,399 in assets and $14,083,645 in
liabilities as of the Chapter 11 filing.

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.  The Committee tapped
to retain Lowenstein Sandler LLP, and White and Williams LLP as
its co-counsel; Alvarez & Marsal North America, LLC as its
financial consultant.


PORTER BANCORP: Maria Bouvette Reports 21.6% Stake as of Nov. 17
----------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Maria L. Bouvette disclosed that as of
Nov. 17, 2014, she beneficially owned 2,858,128 shares of common
stock of Porter Bancorp, Inc., representing 21.8 percent of the
shares outstanding.

Chester Porter ceased to be the beneficial owner of any shares of
common stock as May 19, 2014.  As a result of Mr. Porter's death,
Mr. Porter's estate became the owner of 3,198,405 shares,
representing 24.4% of the Company's outstanding common stock.
Betty Porter, as executrix of estate of Mr. Porter, has sole power
to vote and dispose of those shares. .

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

                       http://is.gd/czug2X

                       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.

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.

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.


POSITIVEID CORP: Posts $1.6 Million Net Loss for Third Quarter
--------------------------------------------------------------
PositiveID 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 $1.61 million on $325,000
of revenue for the three months ended Sept. 30, 2014, compared to
a net loss attributable to common stockholders of $3.30 million on
$0 of revenue for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss attributable to common stockholders of $5.53 million on
$745,000 of revenue compared to a net loss attributable to common
stockholders of $11.07 million on $0 of revenue of revenue for the
same period last year.

As of Sept. 30, 2014, the Company had $1.36 million in total
assets, $9.02 million in total liabilities and a $7.66 million
total stockholders' deficit.

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

                       http://is.gd/Kd1xcp

                        About PositiveID

Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market.  Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.

PositiveID reported a net loss attributable to common stockholders
of $13.33 million on $0 of revenue for the year ended Dec. 31,
2013, as compared with a net loss attributable to common
stockholders of $25.30 million on $0 of revenue in 2012.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has a working capital deficiency and an accumulated
deficit.  Additionally, the Company has incurred operating losses
since its inception and expects operating losses to continue
during 2014.  These conditions raise substantial doubt about its
ability to continue as a going concern.


PRIMUS GUARANTY: Commences Members' Voluntary Liquidation
----------------------------------------------------------
Primus Guaranty, Ltd. disclosed that at a Special General Meeting
of Shareholders held on November 20, 2014 its shareholders
approved a proposal to wind up the Company by way of a members'
voluntary liquidation under the Companies Act 1981 of Bermuda. Mr.
Mark W.R. Smith, of Deloitte Ltd., was appointed by the
shareholders as the Company's Liquidator.  Certain other proposals
ancillary to the voluntary liquidation and Mr. Smith's
appointment, all of which are described in the Company's proxy
statement for the Special General Meeting and are available in the
Investor Relations section of the Company's Web site at
www.primusguaranty.com as well as at www.envisionreports.com/prsg
also were approved by the shareholders.

With the commencement of the voluntary liquidation, the powers and
authorities of the Company's Directors and management have ceased
and been assumed by the Liquidator.  In addition, the Company's
stock transfer books, known under the Companies Act as the
Register of Members, are now frozen, and the Company's transfer
agent will not record or recognize any subsequent assignments or
transfers of the Company's common shares, par value $0.08 per
share made by registered shareholders.  Securities brokers,
however, may continue to make a market for the Common Shares held
in street name, and the Common Shares may continue to be traded in
the over-the-counter market on an electronic bulletin board
established for unlisted securities such as the OTC Markets Pink
Sheets or the OTC Bulletin Board.  There can be no assurance,
however, that such trading will continue on the OTC Markets Pink
Sheets, the OTC Bulletin Board, or otherwise.  In addition, the
market liquidity of the Common Shares may be reduced and, as a
result, investors may find it more difficult to dispose of, or
obtain accurate quotations for the price of, the Common Shares, if
they are able to trade the Common Shares at all.

The Company has adopted a Plan of Liquidation for U.S. Federal
Income Tax Purposes and has, to date, made three partial
liquidating distributions pursuant to such Plan aggregating $10.70
per Common Share.  During the voluntary liquidation the Company
may pay one or more additional distributions, and at the
completion of the voluntary liquidation expects to pay a final
distribution to shareholders of record on the date the voluntary
liquidation commences.  However, the Company is unable to predict
the amount or timing of any subsequent partial or final
liquidating distribution, which will depend upon the expenses
incurred by the Company, the timing of the resolution of matters
for which the Company has established reserves, the amount to be
paid in satisfaction of contingencies, and the Company's ability
to convert any remaining non-cash assets into cash, among other
things.


PVA APARTMENTS: Owner Regains Control of the Debtor
---------------------------------------------------
Bankruptcy Judge Roger L. Efremsky authorized PVA Apartments, LLC,
to appoint

         Eric Terrell, owner
         P.O. Box 223
         Sydney, MO 59270
         Tel: (510) 517-3191

as the individual responsible for performing the duties and
obligations of the debtor-in-possession.

As reported in the Troubled Company Reporter on Nov. 4, 2014, the
Debtor wanted to regain management of its two properties located
in Concord, California.

Mr. Terrell is expected to be responsible for:

   (a) all financial decisions;

   (b) review and final approval of monthly operating reports;

   (c) appearance at 341 meetings and Debtor interviews by the
       U.S. Trustee's Office;

   (d) retention of professionals and other required individuals
       for employment;

   (e) decisions concerning proposed purchase and sale of estate
       property;

   (f) preparation, review, and compliance with taxation question;
       and

   (g) compliance with City, County, and State requirements for
       estate property.

The Debtor said it will propose that management of its properties
be turned over to Infinity Investments, a property management
firm, and that the Debtor, with the assistance of the firm, be
allowed to manage its assets in accordance with Sections 1107 and
1008 of the Bankruptcy Code.  To recall, the two properties are
currently under the control of a receiver appointed in connection
with a lawsuit initiated by the Debtor's prepetition secured
lender.

Sydney Jay Hall, Esq., in Burlingame, California, told the Court
that Mr. Terrell is particularly aware of the problems and is
aware of corrections made to the properties over the past year by
contractors hired by the court receiver.  Had creditors extended
an offer of forbearance, Mr. Terrell would have exercised similar
corrections and repairs, Mr. Hall asserts.

Secured lender Concord Funding Group, LLC, objected to the
Debtor's motion, asserting that Mr. Terrell should not be
responsible for managing the apartment buildings as title to the
apartment buildings is vested in Codessa Terrell, not the Debtor.

Concord also argued that Mr. Terrell has not proven qualified to
manage the Debtor or its assets.  "The Debtor and BEA has bled the
Properties of all rents for months before the receiver's
appointment while allowing the properties to deteriorate to a
point where the City of Concord was threatening to condemn them,"
Susan S. Davis, Esq., at Cox, Castle & Nicholson LLP, in Los
Angeles, California, told the Court.

The Debtor, in response to the Concord's objection, maintained
that its application must be approved over Concord's attempt to
advance its Section 543(d) motion.  The Debtor pointed out that
Concord hired its own receiver to control the property; the
receiver served as both property manager and receiver, and the
receiver pays himself over $100,000 in fees in just 11 months of
service.  The Debtor told the Court that "Mr. Terrell exhausted
his personal savings on the buildings in question before Concord
Funding abruptly interjected and appointed its receiver and
launched its campaign to discredit him and the Debtor company."

                       About PVA Apartments

Oakland, California-based PVA Apartments, LLC, sought protection
under Chapter 11 of the Bankruptcy Code  (Case No. 14-44224) on
Oct. 18, 2014.  The case is assigned to Judge Roger L. Efremsky.

The Debtor's counsel is Sydney Jay Hall, Esq., at Law Offices Of
Sydney Jay Hall, in Burlingame, California.  The Debtor's
estimated assets range from $10 million to $50 million and
estimated liabilities range from $1 million to $10 million.

This is the Debtor's third time in bankruptcy.  PVA Apartments
sought Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No.
14-43966) in Oakland on Sept. 29, 2014.  The case was dismissed on
Oct. 17, 2014.  The Debtor previously filed a Chapter 11 petition
on Oct. 4, 2013 (Bankr. N.D. Cal., Case No. 13-45558), which was
dismissed on Oct. 29, 2013, for failure to file the balance of
schedules of assets and liabilities on or before the date set by
the Court.


QLIK TECHNOLOGIES: Has $14.4-Mil. Net Loss for Q3
-------------------------------------------------
Qlik Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $14.4 million on $131 million of total revenue for
the three months ended Sept. 30, 2014, compared with net income of
$2.99 million on $104.1 million of total revenue for the same
period in the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $448 million
in total assets, $184.31 million in total liabilities and
stockholders' equity of $263.92 million.

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

                       http://is.gd/V0nukx

Qlik Technologies, Inc., designs and develops business
intelligence software solutions.  The company engages in the
business of development, commercialization and implementation of
software products and related services.  Its Business Discovery
platform, QlikView, combines enterprise-class analytics and search
functionality with the simplicity and ease-of-use found in office
productivity software tools for a broad set of business users.
The company markets and sells its products and services to the
consumer products and retail, financial services, healthcare,
infrastructure services, distribution and manufacturing
industries.  Qlik Technologies was founded by Bjorn Berg and
Staffan Gestrelius in 1993 and is headquartered in Radnor, PA.


QUALITY LEASE: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Quality Lease and Rental Holdings, LLC filed with the U.S.
Bankruptcy Court for the Southern District of Texas schedules of
assets and liabilities, as amended:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property               $64,176
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $37,680,050
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $250,176
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $31,185,874
                                 -----------      -----------
        Total                        $64,176      $69,116,100

A copy of the schedules is available for free at

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

The Court gave the Debtor an extension until Nov. 11, 2014, of the
deadline to supplement schedules of assets and liabilities and
statement of financial affairs with information about prepetition
inter-company transfers.

           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.

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.


QUEST SOLUTION: Posts $62,700 Net Income in Third Quarter
---------------------------------------------------------
Quest Solution, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $62,786 on $9.08 million of total revenues for the three months
ended Sept. 30, 2014, compared to a net loss of $181,356 on
$804,000 of total revenues for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported net
income of $47,003 on $26.14 million of total revenues compared to
a net loss of $527,758 on $2,073 of total revenues for the same
period last year.

As of Sept. 30, 2014, the Company had $21.91 million in total
assets, $21.66 million in total liabilities and $242,807 in total
stockholders' equity.

At Sept. 30, 2014, the Company had cash in the amount of
$1,584,699 and a working capital deficit of $3,740,709.

"With all of the consolidation of major manufacturers in this
market, we have maintained high levels of performance well above
industry norms," stated Kurt Thomet, president, Quest Solution,
Inc.  "We have great people, superior software and professional
processes which propel our continued growth.

Additionally, we are working on fine tuning our marketing and
customer penetration strategies with our own sales teams and with
larger, better funded field sales organizations of our strategic
hardware and distribution partners."

"I am also pleased to report that our growth has come from both
new customers and existing long term multi year customers.  Our
number of major well known corporations with whom we do business
has increased and our strategy of going deeper and wider inside
our customer base is resulting in great new projects," added
Thomet.

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

                        http://is.gd/wB7wea

                Named to CRN Fast Growth 150 List

Quest Solution had been named to the CRN Fast Growth 150 list.
The Fast Growth 150 list recognizes those solution providers that
have been the fastest growing over a two-year period based on
gross revenue from calendar year 2011 to calendar year 2013.
These solution providers have demonstrated exceptional business
finesse in order to thrive despite a turbulent IT economy.

"The solution providers recognized in CRN's Fast Growth 150 list
have successfully navigated the industry's economic upheaval and
have adapted their businesses and grown despite the significant
changes that evolving technologies like cloud computing,
collaboration and mobility have created in the IT space," said
Robert Faletra, CEO of The Channel Company, publisher of CRN.
"These organizations are some of the most successful solution
providers in business today, and it is our pleasure to recognize
them for their accomplishments and draw attention to them as
leaders in today's IT channel."

"It is a distinct honor to be recognized by The Channel Company
which has for decades been a champion of growth and innovation in
our industry," stated Kurt Thomet, president, Quest Solution, Inc.
"As we execute our business model with new technologies and
leadership under our collective roof, a recognition of our
aptitude and successes is most welcomed."

Highlights on the Fast Growth 150 list are featured in the October
issue of CRN and can be viewed online at http://www.crn.com.

                 Named Datamax-O'Neil Premier Partner

Quest Solution has been promoted to Premier Partner status in the
Datamax-O'Neil Valued Partner Program.  Headquartered in Orlando,
Florida, Datamax-O'Neil is a global provider of label and receipt
printing solutions.

The Valued Partner Program was established in 2006.  Members of
the VPP are assigned a reseller category based on their business
model, commitment to Datamax-O'Neil, and other qualifying
requirements.  Under the new 2014 VPP structure announced in July,
resellers can receive comprehensive support in one of four
categories: DMAR, Authorized, Select and Premier.  Partners
benefit from advantages such as lead generation services, extra
discounts and rewards, which helps Datamax-O'Neil support growth
and sales among its resellers worldwide.

As a Premier Partner, Quest Solution, Inc., will receive
additional discounts which will support competitive selling in
Quest Solution, Inc.'s target vertical markets.

"We are thrilled with the efforts Quest Solution, Inc. has put
forth in promoting our printers in the marketplace, and their
dedication to the Datamax-O'Neil product line," said Tom Park, VP
Portable Business Unit, at Datamax-O'Neil.  "Our success in the
Automatic Identification and Data Collection market depends on the
hard work of our channel partners.  Quest Solution, Inc., is a
valuable member of our channel community, and as a Premier
Partner, will be positioned to expand sales of our printers in the
future."

"Quest Solution, Inc. is proud to be named as a Datamax-O'Neil
Premier Partner," said George Zicman, SVP of Sales, Quest
Solution, Inc.  "We will continue our commitment to deliver
innovative solutions utilizing the Datamax-O'Neil family of
printers, and look forward to more success in the future."

                       Secures $ 1MM+ Order

Quest Solution had successfully sold a new route accounting
solution to Alpha Baking Company, Inc.

Alpha Baking is one of the largest specialty baking companies in
the U.S., and it has been recognized as a Top Sysco Supplier, Top
Burger King Supplier, Kroger Bakeries Supplier of the Year and
Sosland Publication's Baker of the Year in 2004.

"We are tremendously pleased to provide Quest Solution's
technology to a market leader like Alpha Baking," stated Kurt
Thomet, president, Quest Solution, Inc.  "This significant deal
adds to our penetration in the bakery vertical and expresses the
strong utility of our technology in an array of supply chain
companies. Moreover, it also shows clearly that a large market
leader with many choices for potential technology partners has
selected Quest Solution, Inc. to be the integrator of hardware,
strategic software partner MiT Systems, Inc. software and
professional services provider.  Of course, it also projects to
add significant revenue."

Of the top 30 bakers in the industry, Alpha is the fifth member of
this elite group to choose Quest Solution, Inc.  These bakers
recognize the highly configurable solution combined with the very
best industry expertise and professional services yield advantages
more affordably than any other choice in the market today. With
Quest Solution, Inc., bakeries serve more customers with less
resources used, and with the advanced elements of correct
forecasting, the result is fewer stales and stock outs.

"After considering a number of options we selected Quest Solution,
Inc. to provide the solution integration Alpha Baking needed to
continue its successes in the marketplace," said William Houston,
Director of Information Technology -- Alpha Baking.  "In addition
to Quest Solution's impressive technology portfolio, we truly
appreciate Quest Solution's dedication to our project, being
engaged from the start with route rides and taking the time to
truly understand our business.  Working with Quest Solution, Inc.
made us realize how good a partnership with a vendor can be and
made us look at our other vendor relationships differently."

                        Plans to Reduce Debt

Quest Solution announced that several senior executives of the
Company have agreed to a transaction with the Company.

"Based on our ongoing commitment to Quest Solution, Inc., we are
in discussions to convert some of our debt into common stock in
Quest Solution, Inc.," stated Kurt Thomet.  "While we are still
formalizing the final details of the transaction, I am comfortable
stating the executed agreement will provide us with a strong stock
ownership position in the company, while at the same time reducing
the Company's debt."

"We believe that this debt reduction will help with potential
acquisitions, bank financing, and investment banking
relationships, and relieve the burden of the debt service," stated
Jason Griffith, CEO of Quest Solution, Inc.  "In furtherance of
earlier discussions and conversations related to this transaction,
we are excited about what this means for the Company and our
shareholders in that it demonstrates significant confidence in the
future of the Company by the executives."

"Additionally, our management, operations and sales team have
worked extremely hard this year and are excited about preliminary
indications of our 3rd quarter results to deliver to our
independent auditor to begin our Form 10-Q review process," added
Griffith.

                        About Quest Solution

Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions.  The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services.  The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references.  Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.

Amerigo Energy reported a net loss of $1.12 million in 2013
following a net loss of $191,364 in 2012.

L.L. Bradford & Company, LLC, Las Vegas, NV, 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 an accumulated deficit that raises substantial doubt about its
ability to continue as a going concern.


QUICKSILVER RESOURCES: Romy Massey Named Chief Accounting Officer
-----------------------------------------------------------------
The Board of Directors of Quicksilver Resources Inc. elected Romy
M. Massey as the Company's vice president - chief accounting
officer, effective as of Dec. 1, 2014.  Ms. Massey is eligible to
participate in the Company's Exempt Employee Discretionary Bonus
Plan and, in her new role, her annual salary will be $210,000.
Ms. Massey, 37, has served as the Company's controller since
August 2012 and she was an assistant controller over consolidation
and financial reporting from January 2012 to August 2012.  Ms.
Massey has also served as the Company's assistant secretary since
May 2014.  Ms. Massey is a Certified Public Accountant with more
than 13 years of combined public accounting, corporate finance and
financial reporting experience.  Ms. Massey joined the Company
from PricewaterhouseCoopers, where she was employed from September
2001 to January 2012 and served in various positions of increasing
responsibility, including as Assurance Manager or Assurance Senior
Manager from September 2007 to January 2012.

Ms. Massey will succeed John C. Regan as the Company's chief
accounting officer and Mr. Regan will continue to serve as the
Company's senior vice president - chief financial officer.
In addition, on Nov. 18, 2014, the Company's Compensation
Committee approved the award of cash and equity bonuses to John C.
Regan and Stan G. Page, senior vice president - U.S. Operations.
Each of the cash awards is in the amount of $400,000, and will be
payable on Dec. 1, 2014, subject to clawback if the recipient
ceases to be an employee of the Company prior to the one-year
anniversary of the payment date unless:

   (a) there has been a Change in Control on or prior to the date
       of the recipient's termination of employment; or

   (b) the recipient's employment terminates (i) as a result of a
       reduction in force, which termination is due to no fault of
       the recipient, subject to the recipient's execution and
       non-revocation of a release agreement satisfactory to the
       Company, (ii) due to disability (as determined by the
       Compensation Committee in good faith) or (iii) the
       recipient's death.

Each of the equity awards is in the form of restricted shares and
is with respect to 300,000 shares of Company common stock granted
on Nov. 18, 2014.

                        About Quicksilver

Quicksilver Resources Inc. is an exploration and production
company engaged in the development and production of long-lived
natural gas and oil properties onshore North America.  Based in
Fort Worth, Texas, the company is widely recognized as a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane.  Following more than 30
years of operating as a private company, Quicksilver became public
in 1999 and is listed on the New York Stock Exchange under the
ticker symbol KWK.  The company has U.S. offices in Fort Worth,
Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig,
Colorado and Cut Bank, Montana.  The Company's Canadian
subsidiary, Quicksilver Resources Canada Inc., is headquartered in
Calgary, Alberta.

Quicksilver Resources posted net income of $161.61 million in 2013
following a net loss of $2.35 billion in 2012.

                           *     *     *

As reported by the TCR on Sept. 30, 2014, Moody's Investors
Service downgraded Quicksilver Resources Inc.'s Corporate Family
Rating (CFR) to Caa3 from Caa1.  "The downgrade to Caa3 reflects
Moody's view that Quicksilver Resources' risk of default has
further increased," said Pete Speer, Moody's Senior Vice
President.

The TCR reported on Oct. 7, 2014, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Quicksilver
Resources Inc. to 'CCC-' from 'CCC+'.  "The downgrade reflects our
view that Quicksilver could undertake a distressed exchange for
its $350 million subordinated notes due 2016 within the next six
months," said Standard & Poor's credit analyst Carin Dehne-Kiley.


R.S. BACON: Involuntary Ch.11 Filed Again; PPL Seeks Dismissal
--------------------------------------------------------------
R.S. Bacon Veneer Company has been sent to Chapter 11 bankruptcy
by 5 Stars, LLC and several other creditors, although the lender
wants the case quickly dismissed so that it could pursue an
Article 9 sale of the assets.

The Debtor is in the business of manufacturing and selling exotic
wood veneer within the architectural and design community, with
operating facilities and offices in Grundy Center, Iowa and the
Chicagoland area.

The lender, PPL Group LLC, successor in interest to Fifth Third
Bank, is owed $6,370,750 plus interest.  It claims to have a first
position lien on, and duly perfected security interest in, inter
alia, substantially all of the Debtor's personal property assets.

5 Stars, et al., filed an involuntary Chapter 11 bankruptcy
petition for R.S. Bacon (Bankr. N.D. Ill. Case No. 14-41737) in
Chicago, Illinois, on Nov. 19.  The case is assigned to Judge
Donald R. Cassling.

PPL Group points out that the Petitioning Creditors' counsel
previously filed an involuntary petition against the Debtor that
was rejected by the Court.

An involuntary case was first filed against R.S. Bacon (Bankr.
N.D. Ill. Case No. 14-41589) on Nov. 18, 2014, but the case was
dismissed the next day.  The Court found that the petition was
insufficient as there was only one petitioning creditor, Nelson
Brothers Land & Timber.  Three are required by 11 U.S.C. Sec.
305(b)(1).  Moreover, Nelson Brothers was not the holder of a
claim free and clear of a bona-fide dispute given the pending
state court litigation in DuPage County.

In an attempt to remedy his Sec. 305(b)(1) problem, counsel has
rounded up the Petitioning Creditors and filed the second
involuntary petition.

According to PPL Group, this second filing is a tremendous waste
of the parties' and the Court's time and resources.  PPL avers
that cause still exists and relief should be granted from the
automatic stay so that the sale can proceed.

"Notwithstanding the foregoing, and what was not previously
addressed before this Court in detail, is that pursuant to well-
settled case law, abstention under Sec. 305 is proper here because
of the out-of-court arrangements already substantially under way ?
namely (i) an Assignment for the Benefit of Creditors commenced by
the Debtor on October 30, 2014, naming Howard B. Samuels of Rally
Capital as assignee for the Debtor's assets and (ii) the impending
joint public Article 9 sale by Lender and the Assignee of
substantially all of the Debtor's assets," counsel to PPL Group,
Ryan O. Lawlor, Esq., at Bryan Cave LLP, tells the Court.

"And, again, to the extent this Court does not believe it would be
appropriate to dismiss the case at this time, Lender seeks relief
from the automatic stay pursuant to Sec. 362(d)(1) and (d)(2) of
the Bankruptcy Code so that the sale can continue as scheduled.
If the automatic stay remains in effect and the scheduled sale of
the Debtor's assets cannot be consummated, significant value will
be lost without hope of recuperation."

                        Sale of the Assets

PPL Group says it has entered into an Agreement for the Purchase
and Sale of Assets with The Best Veneer Company, LLC, as buyer,
which was subject to higher and better offers the Joint Article 9
Sale scheduled for Nov. 19, 2014.

The Assignee immediately undertook to advertising and marketing
the Debtor's assets, and as a result of such efforts, the Assignee
has been in contact with several potential bidders, including one
bidder that has submitted a $250,000 good-faith deposit and is
expected to engage in competitive bidding.

However, if the involuntary petition is allowed to continue, it is
expected that the business operations of the Debtor will cease due
to, among other reasons, a lack of available funds and the
administrative burdens placed on it by the pending bankruptcy
proceeding.  Not only will that likely, if not definitely, result
in the loss of potential bidders that were prepared to participate
in the Joint Article 9 Sale, it will most definitely diminish the
value of the Debtor's assets.

The Petitioning Creditors' counsel can be reached at:

         Jeffrey D Corso
         COONEY & CORSO, LLC
         5087 Prairie Sage Lane
         Lisle, IL 60564
         Tel: (630) - 3367393
         E-mail: jcorso@cooneycorso.com

PPL Group's counsel can be reached at:

         BRYAN CAVE LLP
         Eric S. Prezant, Esq.
         Ryan O. Lawlor, Esq.
         161 North Clark Street, Suite 4300
         Chicago, IL 60601
         Tel: (312) 602-5000
         Fax: (312) 602-5050
         E-mail: eric.prezant@bryancave.com
                 ryan.lawlor@bryancave.com


R.S. BACON: Debtor Wants Auction to Proceed
-------------------------------------------
Alleged debtor R.S. Bacon Veneer Company is asking the Bankruptcy
Court to exempt the assignee of its assets from the turnover
requirements, and allow the assignee to conduct an auction for the
assets.

Bacon Veneer, an Illinois corporation, has been operating in the
Chicagoland area since 1898.  Bacon Veneer produced veneer for the
furniture and panel industry throughout the United States. By the
1970s, Bacon Veneer established itself as a premier producer of
exotic wood veneer within the architectural and design community.

Bacon Veneer says it was profitable until 2009 when the
construction industry slowed due to the recession and caused a
corresponding downturn in all construction and related areas.
Unfortunately, Bacon Veneer has experienced continued operating
losses and without additional capital, cannot sustain operations
in a manner to effectively compete in the marketplace or fund
ongoing operations. Accordingly, Bacon Veneer determined that it
would be in the best interests of all creditors to assign its
remaining assets to an assignee for the benefit of creditors.

Accordingly, as of Oct. 30, 2014, Bacon Veneer and Howard B.
Samuels, not individually but solely as the assignee/trustee of
Bacon Veneer, initiated an assignment for the benefit of creditors
under Illinois common law, pursuant to a certain Trust Agreement
and Assignment for the Benefit of Creditors.

The Assignee was scheduled to conduct an auction of all of Bacon
Veneer's assets Nov. 19, 2014.  Despite having had nearly two
weeks' advance notice of the Auction, the Petitioning Creditors
waited until the afternoon of the day of the Auction to file their
involuntary petition against Bacon Veneer in this case.  The
Debtor believes that the Petitioning Creditors plainly filed their
Involuntary Petition minutes prior to the commencement of the
Auction in a vain attempt to stall the Auction, and deny Bacon
Veneer sufficient time to challenge the Involuntary Petition prior
to the scheduled commencement of the Auction.

Aside from their skeletal, 4-page Involuntary Petition, the
Petitioning Creditors have filed no other documents in this case.

Section 543(d) of the Bankruptcy Code permits the Court to excuse
a trustee from complying with the turnover and reporting
requirements of Section 543(a) and (b).

Based on the reasoning set forth in In re Computer World
Solutions, Inc., 479 B.R. 483 (Bankr. N.D. Ill. 2012), the Debtor
avers that the Court should excuse the Assignee from the
requirements of Section 543(a) and (b), should find that the
property in the Assignee's possession, custody or control is not
property of Bacon Veneer's bankruptcy estate, and should allow the
Auction to proceed.

The Debtor is represented by:

         SUGAR FELSENTHAL GRAIS & HAMMER LLP
         30 N. LaSalle St., Suite 3000
         Chicago, IL 60602
         Telephone: (312) 704-9400
         Facsimile: (312) 372-7951
         E-mail: ahammer@SugarFGH.com
                 mmelickian@SugarFGH.com
                 dmadden@SugarFGH.com

                        About R.S. Bacon

R.S. Bacon Veneer Company is in the business of manufacturing and
selling exotic wood veneer within the architectural and design
community, with operating facilities and offices in Grundy Center,
Iowa and the Chicagoland area.

5 Stars, LLC and six other alleged creditors filed an involuntary
Chapter 11 bankruptcy petition for R.S. Bacon (Bankr. N.D. Ill.
Case No. 14-41737) in Chicago, Illinois, on Nov. 19, 2014.  The
case is assigned to Judge Donald R Cassling.

PPL Group LLC, successor in interest to Fifth Third Bank, a
secured creditor owed $6,370,750, is seeking the dismissal of the
case so that the assignee of the assets could pursue an out-of-
court sale of the assets.

The Petitioning Creditors are represented by Cooney & Corso, LLC.
PPL Group has tapped Bryan Cave LLP as counsel.


R.S. BACON: Involuntary Chapter 11 Case Summary
-----------------------------------------------
Alleged Debtor: R.S. Bacon Veneer Company
                770 Frost Street
                Lisle, IL 60532

Case Number: 14-41737

Nature of Business: Producer of veneer for the furniture and panel
                    industry throughout the United States.

Involuntary Chapter 11 Petition Date: November 19, 2014

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Donald R Cassling

Petitioners' Counsel: Jeffrey D Corso, Esq.
                      COONEY & CORSO, LLC
                      5087 Prairie Sage Lane
                      Lisle, IL 60564
                      Tel: (630) - 3367393
                      Email: jcorso@cooneycorso.com

Alleged Debtor's      Aaron L. Hammer, Esq.
Counsel:              SUGAR FELSENTHAL GRAIS & HAMMER LLP
                      30 N. LaSalle St., Ste. 3000
                      Chicago, Illinois 60602
                      Tel.: 312.704.9400
                      Fax.: 312.372.7951
                      Email: ahammer@SugarFGH.com
                             mmelickian@SugarFGH.com
                             dmadden@SugarFGH.com

Petitioning Creditors:

Petitioners                  Nature of Claim     Claim Amount
-----------                 ------------------   ------------
5 Stars, LLC                 Breach of Contract    $254,000
19209 Mud Lake Road
DuBuque, IA 52001

Iowa Veneer                  Breach of Contract    $830,242
2644 Racine
Winthorp, IA 50682

Iowa Veneer MEV              Breach of Contract      $7,161
2644 Racine
Winthorp, IA 50682

Iowa Veneer Custom Cuts      Breach of Contract    $128,286
2644 Racine
Winthorp, IA 50682

Bruggeman Lumber, Inc.       Breach of Contract        $138
3113 Willow Road
Sand Springs, IA 52237

James J. Ulring              Breach of Contract     $67,000
207 W. Water Street
Decorah, IA 52101

Weiland & Sons Lumber Co.    Breach of Contract      $3,858
644 220th St.
Winthorp, IA 50682


RELIABRAND INC: Incurs $1.11-Mil. Net Loss in FY Ended June 30
--------------------------------------------------------------
Reliabrand Inc. filed with the U.S. Securities and Exchange
Commission on Nov. 4, 2014, its annual report on Form 10-K for the
fiscal year ended June 30, 2014.

MartinelliMick PLLC expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has an accumulated deficit of $4.48 million.

The Company reported a net loss of $1.11 million on $308,991 of
revenues for the fiscal year ended June 30, 2014, compared with a
net loss of $2.01 million on $114,946 of revenues in 2013.

The Company's balance sheet at June 30, 2014, showed $2.51 million
in total assets, $908,050 in total liabilities and total
stockholders' equity of $1.6 million.

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

                       http://is.gd/hLiKrF

Based in Kelowna, B.C., Canada, Reliabrand Inc. has developed and
has begun manufacturing a newer version of the Adiri baby bottles
and related components such as sippy cups.  The Company intends to
aggressively promote and market the bottles and hopes to secure
widespread retail distribution outlets for the bottles.  The
Company manufactures the baby bottles and accessories in China.

Presently, the Company is selling the baby bottles through its
online Web site and has begun limited retail distribution as well.
The Company is presently in discussion with distributors of baby
bottles and related products in over 20 countries worldwide.


RESTIVO AUTO: Federal Tax Lien Loses Out to Unrecorded Mortgage
---------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that a divided panel of the U.S. Court of Appeals
in Richmnd, Virginia, concluded that under a Maryland common-law
principle, a bank that makes a loan but doesn't record the
mortgage until a few days after the Internal Revenue Service files
a tax lien comes first.  According to the report, one of the
court's intermediate holdings depended on statutory language using
the "present perfect tense."

The case is Susquehanna Bank v. U.S. (In re Restivo Auto Body
Inc.), 13-2249, U.S. Court of Appeals for the Fourth Circuit
(Richmond).

Sykesville, Maryland-based Restivo Auto Body, Inc., dba Restivo
Auto Body & Towing (Inc.), sought protection under Chapter 11 of
the Bankruptcy Code on April 27, 2011 (Case No. 11-18718, Bankr.
D. Md.).  The case is assigned to Judge Robert A. Gordon.

The Debtor's counsel is Edward M. Miller, Esq., at Miller And
Miller, LLP, in Westminster, Maryland.

The Debtor's estimated assets and liabilities range from
$1,000,001 to $10,000,000.

The petition was signed by Gregory J. Restivo, president.


RICEBRAN TECHNOLOGIES: Sees Revenue of $40MM to $42MM for 2014
--------------------------------------------------------------
Ricebran Technologies disclosed in a filing with the U.S.
Securities and Exchange Commission that during a conference call
on Nov. 14, 2014, the Company updated its financial projections
for 2014 and disclosed certain financial projections for 2015.

The Company projects that its consolidated revenue for 2014 will
be in the range of $40 to $42 million.  The Company projects that
it will have actual negative adjusted EBITDA between $4 and $5
million for 2014.  The Company projects that its consolidated
revenue for 2015 will exceed $67 million with a positive Adjusted
EBITDA between 10% and 12% of the Company's net revenue.

                          About RiceBran

Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.

RiceBran Technologies reported a net loss of $17.64 million on
$35.05 million of revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $11.13 million on $37.72 million of
revenues for the year ended Dec. 31, 2012.

As of June 30, 2014, the Company had $54.31 million in total
assets, $32.13 million in total liabilities, $5.60 million in
temporary equity and $16.57 million in total equity attributable
to the Company's shareholders.

BDO USA, LLP, in Phoenix, Arizona, 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
resulting in an accumulated deficit of $219 million at Dec. 31,
2013.  This factor among other things, raises substantial doubt
about its ability to continue as a going concern.


RIVER CITY: Wants Legal Counsel to Serve as Noticing Agent
----------------------------------------------------------
River City Renaissance, LC asked the U.S. Bankruptcy Court for the
Eastern District of Virginia to allow its legal counsel Spotts
Fain PC to also serve as its noticing agent.

The request, if approved, would relieve the Office of the Clerk of
the Court from administrative burden and would allow Spotts Fain
to process mailings to the company's tenants.

River City, which owns residential apartment buildings, currently
has 287 tenants while its affiliate River City Renaissance III,
LC, which is also going through bankruptcy, has 76 tenants, court
filings show.

According to River City, the Clerk's Office will not be able to
mail notices to the tenants since the company only provided it
with the tenants' "identifier numbers" and not their names, and
that the U.S. Postal Service doesn't deliver mails that do not
have a proper name provided in the address block.

                  About River City Renaissance

Richmond, Virginia-based, River City Renaissance, LC, and River
City Renaissance III, LC, sought Chapter 11 protection (Bankr.
E.D. Va. Case Nos. 14-34080 and 14-34081) in Richmond, Virginia,
on July 30, 2014.  The cases are assigned to Judge Keith L.
Phillips.  Robert H. Chappell, III, Esq., at Spotts Fain PC,
represents the Debtors in their cases.  River City Renaissance, LC
disclosed $27,353,274 in assets and $29,186,824 in liabilities as
of the Chapter 11 filing.  Renaissance III estimated less than $10
million in assets and debts.  The Debtors have tapped Spotts Fain
PC as counsel.


RIVER CITY: Bids for Multi-Family Portfolio Due Dec. 10
-------------------------------------------------------
River City Renaissance LC and River City Renaissance III LC have
placed their "River City Renaissance Residential Multi-Family
Portfolio of Properties" in the City of Richmond, Virginia, up for
sale to the highest and best bidder.

Interested bidders must submit their offer for the Debtors'
property no later than 5:00 p.m. on Dec. 10, 2014.  An auction
will take place on Dec. 18, 2014, at 10:00 a.m. (Eastern
Prevailing Time) at the Law  Offices of Spotts Fain PC, 411 E.
Franklin Street, Suite  600 in Richmond, Virginia.  The final sale
hearing will be conducted on Dec. 23, 2014.

According to the Debtors, overall the properties are currently 74%
leased and occupied.  The subject portfolio is comprised 28
separate existing multi-family properties of 2 to 34 units each
totaling 271 units in aggregate; plus a 156-unit garden apartment
complex.  Collectively, the properties contain a total of 439
dwelling units.

The Debtors retained Sperry Van Ness | Motley's as their broker
for the properties.  The firm can be reached at:

   SPERRY VAN NESS | MOTLEY'S
   940 W Adams St.
   Chicago, IL 60607
   Tel: 877-668-5397
        804-232-3300 (outside the U.S.)

A full-text copy of the property information is available for free
at http://is.gd/7PABJ7

                  About River City Renaissance

Richmond, Virginia-based, River City Renaissance, LC, and River
City Renaissance III, LC, sought Chapter 11 protection (Bankr.
E.D. Va. Case Nos. 14-34080 and 14-34081) in Richmond, Virginia,
on July 30, 2014.  The cases are assigned to Judge Keith L.
Phillips.  Robert H. Chappell, III, Esq., at Spotts Fain PC,
represents the Debtors in their cases.  River City Renaissance, LC
disclosed $27,353,274 in assets and $29,186,824 in liabilities as
of the Chapter 11 filing.  Renaissance III estimated less than $10
million in assets and debts.  The Debtors have tapped Spotts Fain
PC as counsel.


RIVERWALK JACKSONVILLE: Disclosure Statement Hearing on Dec. 29
---------------------------------------------------------------
Riverwalk Jacksonville Development, LLC, has filed a proposed
Reorganization Plan.

A hearing on the explanatory Disclosure Statement is scheduled on
Dec. 29, 2014, at 11:00 a.m.  Objections are due on Dec. 22, 2014.

According to the Disclosure Statement, to fund the Plan, the
Debtor contemplates a transaction which will generate sufficient
funds on the Effective Date, to either pay all Allowed Claims in
full and/or to pay all Allowed Claims in full with the exception
of Sabadell and U.S. Century, whose debts will be cured on the
Effective Date.  The transaction will be sufficient as well to
generate funds sufficient to satisfy approved administrative
expenses on the Effective Date.

The payments under the Plan will result from the transaction with
the new owner of the Wyndham Hotel property.

The owner of the Wyndam Property located at the center of the RJD
Properties (the ?doughnut hole?) recently published a ?Call to
Bid? on the purchase of the 322-room Wyndam hotel and Wyndam
Property, for Sept. 18, 2014.  The Call to Bid notice also
provided that a redevelopment opportunity was available by
assembling surrounding parcels (i.e., the RJD Properties) for a
mixed use project.  The Debtor has been actively engaging in
discussions with all of the serious interested parties to the
proposed Wyndam transaction. Indeed, certain of the prospective
purchasers of the Wyndam property have sought out the Debtor. As
of this writing, the Wyndham Property owners have finally settled
on a purchaser.  The Wyndham Property owners and the purchaser are
negotiating a contract for sale and purchase of the Wyndham
Property.  The purchaser is simultaneously discussing a
Transaction with RJD.  It is reasonably anticipated that the
purchaser/RJD Transaction will be the basis for the Distributions
contemplated by this Plan of Reorganization. It is anticipated
that, by the time of the Disclosure Statement hearing, the
relevant elements of a completed Transaction will be disclosable,
subject to certain confidentiality provisions.

The classification and treatment of claims under the Plan are:

A. Class 1 (Allowed Secured Claim of Duval County Tax Collector)
   will be paid in full on the Effective Date, and the Debtor
   reserves the right to seek reimbursement of all or a portion of
   the payment from Landry's.

B. Class 2 (Allowed Secured Claim of JEA) has set off this claim
   against the deposit, and therefore this claim already has been
   satisfied in full.

C. Class 3 (Allowed Secured Claim of Sabadell) will be paid in
   full on the Effective Date; or the Debtor will cure the default
   on the Sabadell Mortgage.

D. Class 4 (Allowed Secured Claim of U.S. Century) will be paid in
   full on the Effective Date; or the Debtor will cure the default
   on the Mortgage.

E. Class 5 (Allowed Priority Claim of the Florida Department of
   Revenue) will be paid in full on the Effective Date.

F. Class 6 (Allowed Priority Claim of Internal Revenue Service)
   will be paid in full on the Effective Date.

G. Class 7 (Allowed Unsecured Claim of CHLN, Inc.) will be paid in
   full on the Effective Date.

H. Class 8 (Allowed General Unsecured Claims) will be paid in full
   on the Effective Date.

I. Class 9 (Allowed Unsecured Claims of RJD Members) will be
   waived under the Plan.

J. Class 10 (Equity Holders) will be unaffected by this Plan.

A copy of the Disclosure Statement dated Nov. 11, 2014, is
available for free at

    http://bankrupt.com/misc/RIVERWALKJACKSONVILLE_65_ds.pdf

              About Riverwalk Jacksonville Development

Riverwalk Jacksonville Development, LLC, owns four parcel of real
property located in areas surrounding the Wyndham Hotel and
Convention Center. The properties comprise approximately 10.4
acres and constitute prime downtown commercial space. The
occupants of the area are a Chart House restaurant, various office
building and parking amenities.

Three of the four properties are encumbered to Sabadell and U.S.
Century Bank. There is, in fact, substantial equity in all of the
properties.

Riverwalk Jacksonville Development filed a Chapter 11 bankruptcy
(Bankr. S.D. Fla. Case No. 14-19672) on April 28, 2014, in Miami.
Stevan J. Pardo signed the petition as managing member.  The
Debtor estimated assets of at least $10 million and debts of at
least $1 million.  Geoffrey S. Aaronson, Esq., at Aaronson Schantz
P.A. serves as the Debtor's counsel.  Judge Laurel M Isicoff
oversees the case.


ROCKWELL MEDICAL: Plans to Offer $55 Million Common Shares
----------------------------------------------------------
Rockwell Medical, Inc., intends to offer up to $55 million of its
common shares in an underwritten public offering.  Rockwell also
expects to grant the underwriters a 30-day option to purchase up
to an additional 15 percent of the shares of common stock offered
in the public offering.

BofA Merrill Lynch is acting as the sole book-running manager for
the proposed offering.  BofA Merrill Lynch is acting as the sole
book-running manager for the proposed offering.  Stifel is acting
as Lead Manager and Summer Street, Craig-Hallum, Chardan Capital
Markets, LLC, and LifeSci Capital are acting as co-managers.

The offering is subject to market conditions, and there can be no
assurance as to whether or when the offering may be completed, or
as to the actual size or terms of the offering.

Rockwell intends to offer and sell these securities pursuant to
its existing shelf registration statement previously filed with,
and declared effective by, the Securities and Exchange Commission.
A preliminary prospectus supplement describing the terms of the
offering will be filed with the Securities and Exchange
Commission.  Copies of the preliminary prospectus supplement and
accompanying prospectus relating to the offering may be obtained,
when available, by contacting BofA Merrill Lynch, 222 Broadway,
New York, NY 10038, Attn: Prospectus Department, or via email, at
dg.prospectus_requests@baml.com.  An electronic copy of the
preliminary prospectus supplement and accompanying prospectus
relating to the offering will be available on the Web site of the
Securities and Exchange Commission at www.sec.gov.

                          About Rockwell

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

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

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

The Company's balance sheet at Sept. 30, 2014, showed $23.9
million in total assets, $29.3 million in total liabilities, and a
$5.45 million total shareholders' deficit.


ROSETTA GENOMICS: 7 Proposals Approved at Annual Meeting
--------------------------------------------------------
Rosetta Genomics Ltd. held its 2014 annual general meeting of
shareholders on Nov. 12, 2014, at which the shareholders:

   (1) re-elected of Mr. Brian A. Markison to serve as a Class I
       director of the Company for a 3-year term commencing on the
       date of his election at the Annual Meeting and until the
       Annual General Meeting of the Company's shareholders to be
       held in 2017 in accordance with the Company's Articles of
       Association;

   (2) re-elected Dr. Yitzhak Peterburg to serve as a Class I
       director of the Company for a 3-year term commencing on the
       date of his election at the Annual Meeting and until the
       Annual General Meeting of the Company's shareholders to be
       held in 2017 in accordance with the Company's Articles of
       Association.

   (3) re-appointed Kost, Forer, Gabbay & Kasierer, a member
       firm of Ernst & Young Global, as the Company's independent
       registered public accounting firm for the fiscal year
       ending Dec. 31, 2014, and until the next Annual General
       Meeting, and authorized the Audit Committee and the Board
       of Directors of the Company to determine the remuneration
       of KFGK in accordance with the volume and nature of their
       services;

   (4) approved the addition of 900,000 ordinary shares, nominal
      (par) value NIS 0.6 each, to the shares authorized for
       issuance under the Company's 2006 Employee Incentive Plan
      (Global Share Incentive Plan (2006)), so that the total
       number of Ordinary Shares authorized for issuance under the
       GSIP will equal 1,803,739;

   (5) approved effective as of Jan. 1, 2014, in accordance with
       Section 272(c1)(1) of the Israeli Companies, Law, 5759-1999
       of an extension, to the amendment dated June 3, 2012, of
       the employment agreement of Mr. Ken Berlin, the chief
       executive officer of the Company.  According to that
       amendment, the CEO is entitled to a base salary at the
       annual rate of $500,000 USD, payable bi-weekly or otherwise
       in accordance with the payroll policy of the Company, set
       to expire at the Company's 2015 Annual Shareholder Meeting.

   (6) approved, in accordance with Section 272(c1)(1) of the
       Companies, Law, for Mr. Ken Berlin, the chief executive
       officer of the Company, of a grant of options to purchase
       up to 100,000 Ordinary Shares of the Company at an exercise
       price per share equal to the closing price on the date of
       grant, which will be Nov. 30, 2014, vesting in equal
       installments quarterly over a period of four years
       beginning on Nov. 30, 2014, and such options will expire
       seven years after the date of grant, unless they expire
       earlier in accordance with the terms of the GSIP and 20,000
       Restricted Stock Units vesting in equal installments
       annually over a period of four years beginning on Nov. 30,
       2014.  The options and RSUs are granted and otherwise
       subject to the same terms and conditions as applicable to
       options and RSUs granted under the GSIP; and

   (7) approved the replacement of Section 38 of the Company's
       Articles of Association with the following: "The Board of
       Directors of the Company shall consist of not less than two
      (2) nor more than seven (7) Directors".

These proposals were not approved at the Annual Meeting:

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

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

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

Following the Annual Meeting, the Board consists of the following
members:

  * Class I: Mr. Brian A. Markison and Dr. Yitzhak Peterburg serve
    as Class I directors, with terms to expire at the annual
    general meeting of shareholders to be held in 2017;

  * Class II: Dr. Joshua Rosensweig and Dr. David Sidransky serve
    as Class II directors, with terms to expire at the annual
    general meeting of shareholders to be held in 2015; and

  * Class III: Mr. Roy N. Davis serves as a Class III director,
    with a term to expire at the annual general meeting of
    shareholders to be held in 2016.

In addition, two external directors, Gerald Dogon and Tali Yaron-
Eldar, were appointed by Rosetta's shareholders on Aug. 5, 2013,
for three-year terms.

                           About Rosetta

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

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

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

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

                         Bankruptcy Warning

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

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

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

   * monetize certain of our assets;

   * pursue merger or acquisition strategies; or

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


SAMUEL WYLY: Wanted to Serve on His Own Creditors' Committee
------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Security Capital Ltd., a company that made
loans to Samuel Wyly and is now in liquidation in the Cayman
Islands, has filed papers urging U.S. Bankruptcy Judge Barbara
Houser in Texas to compel the appointment of a creditors'
committee in the former Texas billionaire's Chapter 11 case.

According to the report, the U.S. Trustee found three unsecured
creditors, including Security Capital, who were willing to serve
on an official committee, but declined to form a committee when
the Justice Department's bankruptcy watchdog decided that the
liquidators for Security Capital were fiduciaries in their own
liquidation and couldn't take on competing fiduciary duties in
Wyly's U.S. bankruptcy by serving on the committee.

The report related that the U.S. Securities and Exchange
Commission and the Internal Revenue Service opposed Security
Capital's motion, saying Security Capital was actually part of Mr.
Wyly's scheme to hide money offshore so he could trade illegally
in securities of four companies on which he was a board member.

                        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).


SAN BERNARDINO, CA: Says Voters Derailed Cost-Cutting Plan
----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that voters in San Bernardino, California, whether
they knew it or not, in effect voted down cost-cutting initiatives
that would have become the basis for wrapping up the city's
municipal bankruptcy.  According to the report, city officials
told the bankruptcy judge in report that its attempt to return to
"financial solvency has been temporarily pushed off track."

Unable to achieve labor cost savings, San Bernardino said it's
looking at raising taxes and contracting city services to private
companies or "other governmental agencies," the report related.

                   About San Bernardino, Calif.

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104 km) east of Los Angeles, estimated assets and debts of more
than $1 billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.


SCRUB ISLAND: Kicks Off Bid to Wipe Out $122MM Bank Debt
--------------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge Michael Williamson in
Florida put off ruling on Scrub Island Development Group Ltd.'s
request to wipe out $122 million in debt held by FirstBank Puerto
Rico until he decides whether to cram down the debtor?s bankruptcy
exit plan.  According to the report, Judge Williamson said at a
hearing that he would deliver a "global decision" on both the
confirmability of the Chapter 11 plan and SIDG's attempt to
equitably subordinate its debt to FirstBank under a pair of
promissory notes.

                       About Scrub Island

Scrub Island Development Group Ltd., the owner of a British Virgin
Islands luxury resort, and its affiliate, Scrub Island
Construction Limited, sought bankruptcy protection (Bankr. M.D.
Fla. Case Nos. 13-15285 and 13-15286) on Nov. 19, 2013, to end a
receivership Scrub Island claims was secretly put in place by its
lender.  The bankruptcy case is assigned to Judge Michael G.
Williamson.

The 230-acre resort operates as a Marriott Autograph Collection
property.  It has 52 rooms and suites, a spa and a 55-slip marina.

Scrub Island Development Group scheduled $125,569,235 in total
assets and $130,695,731 in total liabilities.

The Debtors are represented by Charles A. Postler, Esq., and
Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in
Tampa, Florida.

FirstBank Puerto Rico, the prepetition secured lender, is
represented by W. Keith Fendrick, Esq., at Holland & Knight LLP,
in Tampa, Florida.

The Debtors are represented by Charles A. Postler, Esq., and
Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in
Tampa, Florida.

FirstBank Puerto Rico, the Debtor's prepetition secured lender, is
represented by W. Keith Fendrick, Esq., at Holland & Knight LLP,
in Tampa, Florida.

The Official Committee of Unsecured Creditors appointed in Scrub
Island's cases has retained Robert B. Glenn, Esq., Edwin G. Rice,
Esq., and Victoria D. Critchlow, Esq., at Glenn Rasmussen, P.A.,
as general counsel.


SEAN DUNNE: Abandons Dismissal of U.S. Bankruptcy
-------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Sean Dunne, the Irish real estate developer
who sought bankruptcy protection in the U.S., gave up his attempt
at having his Chapter 7 liquidation dismissed after creditors
began ganging up and trying to sue for recovery of fraudulent
transfers.  According to the report, Mr. Dunne withdew his motion
to dismiss his Chapter 7 case, which he filed after his U.S.
trustee and creditors began using the Bridgeport court to
investigate what the trustee called $100 million euros ($125
million) in transfers of assets to Dunne's wife since their
marriage in 2004.

                          About Sean Dunne

Irish real estate developer Sean Dunne filed a liquidating
Chapter 7 bankruptcy petition (Bankr. D. Conn. Case No. 13-50484)
on March 30, 2013, in Bridgeport, Connecticut.  Mr. Dunne says he
now lives and works in Connecticut.

Mr. Dunne said he filed for bankruptcy in the U.S. because Ulster
Bank was applying to an Irish court for permission to commence
bankruptcy proceedings there.

The formal lists of property and debt Dunne filed in May in the
U.S. court shows assets with a total claimed value of $55.2
million and liabilities totaling $942.2 million.  The assets
include $40.8 million of real estate, all in Ireland. Among the
$280.2 million in secured creditors and $612.2 million in
unsecured creditors, almost all are in Ireland.


SEARS HOLDINGS: Rights Offering Subscription Period Expired
-----------------------------------------------------------
Sears Holdings Corporation announced that the subscription period
for its previously-announced rights offering of up to $625 million
in aggregate principal amount of 8% senior unsecured notes due
2019 and warrants to purchase shares of its common stock expired
at 5:00 p.m., New York City time, on Nov. 18, 2014, and that the
offering has been oversubscribed.

Based on these preliminary results, the Company estimates that it
will receive aggregate gross proceeds from the offering of
approximately $625 million.

Rights that were not properly exercised by 5:00 p.m., New York
City time, on Nov. 18, 2014, have expired and are no longer
exercisable.

The results of the offering and the Company's estimates regarding
the aggregate principal amount of notes to be issued and the gross
proceeds to be received by the Company are preliminary and subject
to finalization and verification by the subscription agent,
Computershare Inc.  The Company expects the subscription agent and
the Depository Trust Company to finish tabulating the results on
or about Nov. 21, 2014.

The Company expects that on or about Nov. 21, 2014, after the
subscription agent has effected all allocations and adjustments
contemplated by the terms of the offering, the subscription agent
will distribute, by way of direct registration in book-entry form
or through the facilities of DTC, as applicable, the notes and
warrants to holders of rights who validly exercised their rights
and paid the subscription price in full.  No physical notes or
warrant certificates will be issued to shareholders.

The Company expects that the warrants will begin to trade on the
NASDAQ Global Select Market under the symbol "SHLDW" (CUSIP Number
812350 155) on Nov. 19, 2014.

If you have questions about the offering, please contact
Georgeson, the Company's information agent, by calling toll-free
1-866-695-6078 or emailing:

             SearsNotesandWarrantsOffer@georgeson.com.

                            About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused
on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $1.36 billion in 2013, a net
loss of $930 million in 2012 and a net loss of $3.14 billion in
2011.  As of Aug. 2, 2014, Sears Holdings had $16.43 billion in
total assets, $15.51 billion in total liabilities and $919 million
in total equity.

                            *     *     *

Moody's Investors Service in January 2014 downgraded Sears
Holdings Corporate Family Rating to Caa1 from B3.  The rating
outlook is stable.

The downgrade reflects the accelerating negative performance of
Sears' domestic business with comparable sales falling 7.4% for
the quarter to date ending January 6th, 2014 compared to the prior
year.  The company now expects domestic Adjusted EBITDA to decline
to a range of ($80 million) to $20 million for the fourth fiscal
quarter, compared with $365 million in the year prior period.  For
the full year, Sears expects domestic Adjusted EBITDA loss between
$(308) million and $(408) million, as compared to $557 million
last year.  Moody's expects full year cash burn (after capital
spending, interest and pension funding) to be around $1.2 billion
in 2013 and we expect Sears' cash burn to remain well above $1
billion in 2014.  "Operating performance for fiscal 2013 is
meaningfully weaker than our previous expectations, and we expect
negative trends in performance to persist into 2014" said Moody's
Vice President Scott Tuhy.  He added "While Sears noted improved
engagement metrics for its "Shop Your Way" Rewards program,
Moody's remains uncertain when these improved engagement metrics
will lead to stabilization of operating performance."

As reported by the TCR on March 26, 2014, Standard & Poor's
Ratings Services affirmed its ratings on the Hoffman Estate, Ill.-
based Sears Holdings Corp., including the 'CCC+' corporate credit
rating.

Fitch Ratings had downgraded its long-term Issuer Default Ratings
(IDR) on Sears Holdings Corporation (Holdings) and its various
subsidiary entities (collectively, Sears) to 'CC' from 'CCC',
according to a TCR report dated Sept. 12, 2014.


SGK VENTURES: Committee Liquidating Plan Declared Effective
-----------------------------------------------------------
SGK Ventures LLC notified the Bankruptcy Court that the Effective
Date of the Second Amended Plan of Liquidation of the Official
Committee of Unsecured Creditors occurred on Oct. 21, 2014.

All proofs of claim with respect to administrative claims against
the Debtor after March 16, 2014, will be filed with the Bankruptcy
Court no later than 30 days after the Effective Date or Nov. 20,
2014.

All professionals requesting payment of fee claims will file
applications for payment no later than 30 days after the Effective
Date.

As reported in the TCR on Sept. 26, 2014, U.S. Bankruptcy Judge
Eugene Wedoff confirmed the liquidation plan proposed by the
Committee.

According to the liquidation plan, all cash necessary for payments
under the plan will be obtained from existing cash balances, or,
in the case of payments to be made by a liquidating trustee, from
the proceeds of the liquidating trust assets.

Administrative claims and priority tax claims will be paid in
full on the later of the effective date of the plan or when such
claims become allowed.

Based on current levels of cash and SGK Ventures' financial
projections, the committee anticipates the company having between
$22.9 million and $23.1 million of cash as of July 1, 2014.  The
amount of cash is more than enough to satisfy all administrative
claims and priority tax claims, in addition to Class 1 other
priority claims, Class 2 other secured claims, and Class 3
convenience claims.

The Committee believes that the amount of cash will also be
sufficient to create a reserve for the alleged secured disputed
Class 5 NewKey claims, in case they are allowed ; and make an
initial distribution to holders of Class 4 general unsecured
claims.

A full-text copy of the Plan Confirmation Order is available for
free at http://is.gd/1mzild

                        About Keywell L.L.C.

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

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

Judge Eugene R. Wedoff presides over the case.

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

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

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

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

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


SIGA TECHNOLOGIES: Judge Martin Glenn Appointed as Mediator
-----------------------------------------------------------
Bankruptcy Judge Sean H. Lane approved a stipulation and agreed
order between SIGA Technologies, Inc., and PharmAthene, Inc., in
connection with their decision to engage in mediation to resolve
their patent license dispute.

In December 2006, PharmAthene commenced an action against SIGA in
the Delaware Court of Chancery, styled PharmAthene, Inc. v. SIGA
Technologies, Inc., Civ. Action No. 2627-VCP.  In May 2012, the
Court of Chancery entered its final order and judgment with
respect to the PharmAthene Litigation.  In June 2012, SIGA
appealed the Order and Judgment and certain earlier rulings of the
Court of Chancery to the Supreme Court of Delaware.  PharmAthene
filed a cross-appeal. On May 24, 2013, the Supreme Court of
Delaware issued its decision, which affirmed the Court of
Chancery's judgment in part, reversed it in part, and remanded the
matter to the Court of Chancery.  On Aug. 8, 2014, the Court of
Chancery issued its memorandum opinion and order on remand.

On Oct. 8, 2014, the Court approved a stipulation for a limited
modification of the automatic stay.  The parties have agreed that
it is appropriate to engage in a mediation of all issues submitted
by either Party relating to the PharmAthene Litigation and the
disposition of the claim asserted by PharmAthene pursuant to a
chapter 11 plan of reorganization to resolve such matters.

Pursuant to the stipulation, among other things:

   1. The parties will continue to prosecute the PharmAthene
Litigation in accordance with the automatic stay stipulation, and
the mediation will not be, or be deemed to be, the basis to defer
or suspend the PharmAthene Litigation unless the parties otherwise
agree.

   2. The mediator will be appointed by Bankruptcy Judge Lane and,
if available, will be a sitting Judge of the U.S. Bankruptcy Court
for the Southern District of New York.  The Hon. Martin Glenn is
appointed as the mediator.

   3. The mediator will control all procedural aspects of the
Mediation and may direct the appearance of responsible persons
associated with the parties and having authority to negotiate the
issues presented to mediation to attend mediation sessions.

   4. The mediator will not be called as a witness in the
PharmAthene Litigation, in the Debtor's chapter 11 case, or
otherwise.

                   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.

The Debtor's Chapter 11 plan and disclosure statement are due Jan.
14, 2015.  The initial case conference is due by Oct. 16, 2014.

The Debtor disclosed total assets of $131,669,746 and $7,954,645
in liabilities as of the Chapter 11 filing.


SIGA TECHNOLOGIES: Files Schedules of Assets and Liabilities
------------------------------------------------------------
SIGA Technologies, Inc., asks the U.S. Bankruptcy Court for the
Southern District of New York its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property          $131,669,746
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $3,860,062
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                        $4,094,583
                                 -----------      -----------
        Total                   $131,669,746       $7,954,645

A copy of the schedules is available for free at:

      http://bankrupt.com/misc/SIGATechnologies_112_SALs.pdf

                   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.

The Debtor's Chapter 11 plan and disclosure statement are due Jan.
14, 2015.

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.


SONDE RESOURCES: Receives NYSE Listing Delisting Notice
-------------------------------------------------------
Sonde Resources Corp. disclosed that on November 19, 2014 the
Company received notice that the staff of NYSE Regulation, Inc.
has determined to commence proceedings to delist the Company's
common shares from NYSE MKT LLC.  Trading of the Company's common
shares on the Exchange was previously halted by the staff on
November 17, 2014.

The Exchange previously notified the Company that it no longer
complies with the continued listing standards set forth in Section
1003(a)(iv) of the NYSE MKT Company Guide.  Based on disclosures
in the Company's November 18, 2014 press release, the Exchange
determined that the Company's financial condition has become so
impaired that it appears questionable, in the opinion of the
Exchange, whether the Company will be able to continue operations
and/or meet its obligations as they mature.  The Exchange also
determined that the Company is not in compliance with Section
1003(f)(v) of the NYSE MKT Company Guide due to the low selling
price of the Company's common shares.  If the Company elects not
to appeal the delisting determination by November 26, 2014, the
delisting determination will become final.

Sonde also announced on Nov. 20 that on November 19, 2014 the
Alberta Securities Commission issued a cease trade order as a
result of the Company's failure to file its interim unaudited
financial statements, interim management's discussion and analysis
and certification of interim filings for the interim period ended
September 30, 2014.  The order requires that all trading or
purchasing cease in respect of each security of the Company until
the order has been revoked or varied.

Sonde's common shares remain listed on the TSX Venture Exchange
but have been halted as a result of the issuance of the cease
trade order described above.

As previously disclosed, the Company no longer generates cash flow
from petroleum and natural gas sales and the Company no longer has
a credit facility.  As such, the Company must fund operations,
including its commitments under the Exploration and Production
Sharing Agreement ("EPSA"), from working capital, new financings,
farm-outs or property dispositions.  While discussions are
ongoing, the Company's strategic alternatives process has not
resulted in a transaction that would satisfy its significant
financial commitments.  There can be no assurance that the current
strategic process will result in the sale of its interest or
securing a partner, farm-out or other source of funding to meet
the Company's financial obligations.  There is a significant
likelihood that the Company will exhaust its working capital prior
to the execution of new financings, farm-outs or property
dispositions.


SONY CORP: Fitch Affirms 'BB-' IDR & Revises Outlook to Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Sony Corporation's Long-Term Foreign-
and Local-Currency Issuer Default Ratings (IDRs) of 'BB-'.  The
Outlook has been revised to Stable from Negative.

KEY RATING DRIVERS

Stable Outlook: The Outlook revision reflects Fitch's expectations
of steady progress with restructuring.  However, Fitch believes
that Sony's profitability, excluding Sony Financial Holdings
(SFH), remains fragile and is subject to currency risks.  Sony
said that every JPY1 decline against the US dollar decreases
operating profit by JPY3bn.  The company's loss of technology
leadership, the high competition in its key products and low
profitability in the electronics business will continue to
constrain the ratings.

Profitability Improvement: Fitch believes that Sony's
restructuring efforts should help stabilize its profitability at
the current level.  In 1H of the financial year ending 31 March
2015 (FYE15), profitability was enhanced by product mix
improvement and headcount reductions and other streamlining
measures implemented in the past 12 months.  Excluding goodwill
impairments, losses of the discontinuing PC business, profits from
asset sales and insurance recoveries, ex-SFH operating EBIT was
JPY139bn in 1HFYE15, against a loss of JPY52bn in 1HFYE14.

Highly Competitive Markets: Fitch believes stiffer competition in
Sony's key products will continue to constrain its margin
recovery.  Sony recently cut its TV and smartphone shipments
forecasts yet again, following meaningful previous cuts in July.
Fitch expects Sony will continue to struggle to achieve the scale
required for the smartphone business to be a success, given the
intensifying competition in midrange to low-end from Chinese
brands and increasingly commoditized high-end segments.  For TV,
Fitch expects it will remain a challenge to achieve a significant
margin improvement above breakeven, given the intense price
competition.

Weak Cash Generation: Fitch expects Sony's ex-SFH profitability
will remain weak, and this will continue to constrain its cash
generation.  Though ex-SFH free cash flow (FCF) finally turned
positive in FYE14, Fitch expects its ex-SFH pre-dividend FCF to
remain small in the next two to three years.  However, Sony's
decision to halt dividends until the completion of its
restructuring and a recovery in its financial profile should
protect from further deterioration in FCF and liquidity.

Adequate Liquidity: Fitch expects Sony's liquidity to remain
adequate.  At end-Sept. 2014, Sony had unrestricted cash of
JPY456bn, compared with its debt due within one year of JPY232bn.
The company also had unused credit facilities of JPY750bn at end-
Sept. 2014.  The company continues to have good access to capital
markets.

RATING SENSITIVITIES

Negative: Future developments that may, individually or
collectively, lead to negative rating action include (for Sony
excluding SFH):

   -- sustained negative operating EBIT margin (FYE14: -2.1%)

   -- funds flow from operations (FFO)-adjusted leverage sustained
      above 5.0x (FYE14: 7.6x)

Positive: Future developments that may, individually or
collectively, lead to positive rating action include (for Sony
excluding SFH):

   -- sustained operating EBIT margin above 1%

   -- FFO-adjusted leverage is sustained below 4.5x

LIST OF RATING ACTIONS:

Long-Term Foreign- and Local-Currency IDRs affirmed at 'BB-';
Outlook revised to Stable from Negative
Local-currency senior unsecured rating affirmed at 'BB-'
Short-Term Foreign- and Local-Currency IDRs affirmed at 'B'


SOUND SHORE: Confirms Amended Plan; Terrano is Plan Administrator
-----------------------------------------------------------------
Sound Shore Medical Center of WestChester, et al., confirmed their
First Amended Plan of Liquidation dated Sept. 17, 2014.  Monica
Terrano is appointed as the Plan Administrator.

Any objections and reservation to the Plan or to confirmation of
the Plan are overruled on the merits.

The Debtors, in a memorandum of law in support of the confirmation
of the First Amended Plan, stated that the Plan is a culmination
of extensive, arms-length negotiations between the Debtors and
their key constituencies to reach a fair and equitable resolution
of the many complex business and legal issue presented by the
cases.  The Plan was a collaborative effort between the Debtor and
the Official Committee of Unsecured Creditors with significant
input from other relevant constituents.

In response to an informal objection received by the Debtors on
behalf of the United states of America, the Debtors have agreed to
include certain language in the confirmation order to address
concerns expressed by the U.S. with regards to the Plan's release
provisions and the potential impact of the provisions on the
United States' enforcement rights.

A copy of the memorandum is available for free at:

      http://bankrupt.com/misc/SOUNDSHORE_894_plan_memo.pdf

The Plan provides a means by which the proceeds of the liquidation
of the Debtor's assets will be distributed.  Holders of Allowed
Unsecured Claims, including Allowed Medical Malpractice/Personal
Injury Claims, will receive pro rata distributions of cash from
the net proceeds.  To recall, the closing of the sale of the
Debtors' assets was concluded in November of 2013.  Montefiore
Medical Center and certain of its affiliates agreed to buy the
Debtors' assets in the amount of $54 million, plus the appraised
value of furniture, equipment and inventory acquired by the buyer.

The majority of the liens were satisfied through the sale proceeds
at the closing of the sale.  Specifically, the Debtors paid
approximately $42.2 million to satisfy their secured claims.

A copy of the First Amended Disclosure Statement is available for
free at: http://bankrupt.com/misc/SOUNDSHORE_820_1ds.pdf

                About Sound Shore Medical Center

Sound Shore Medical Center of Westchester, Mount Vernon Hospital
Inc., Howe Avenue Nursing Home and related entities sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 13-22840) on
May 29, 2013, in White Plains, New York.

The Debtors were the largest "safety net" providers for Southern
Westchester County in New York.  Affiliated with New York Medical
College, Sound Shore is a not-for-profit 242-bed, community based-
teaching hospital located in New Rochelle, New York.  Mountain
Vernon Hospital is a voluntary, not-for-profit 176-bed hospital
located in Mount Vernon, New York.  Howe Avenue Nursing Home is a
150-bed, comprehensive facility.

The Debtors tapped Burton S. Weston, Esq., at Garfunkel Wild, P.C.
as counsel; Alvarez & Marsal Healthcare Industry Group, LLC, as
financial advisors; and GCG Inc., as claims agent.

Alston & Bird LLP represents the Official Committee of Unsecured
Creditors.  Deloitte Financial Advisory Services LLP serves as the
Committee's as financial advisor.

Sound Shore disclosed assets of $159.6 million and liabilities
totaling $200 million.  Liabilities include a $16.2 million
revolving credit and a $5.8 million term loan with Midcap
Financial LLC.  There is $9 million in mortgages with Sun Life
Assurance Co. of Canada (US) and $11.5 million owing to the New
York State Dormitory Authority.

Neubert, Pepe & Monteith, P.C., represents Daniel T. McMurray, the
patient care ombudsman for Sound Shore.

The Debtors filed for bankruptcy to sell their assets, including
their hospital and nursing home operations, to the Montefiore
health system.  On Aug. 8, 2013, the Bankruptcy Court entered an
order, as affirmed and ratified by a Supplemental Sale Order
entered on Oct. 15, 2013, approving the sale to Montefiore New
Rochelle Hospital, Inc., Schaffer Extended Care Center, Inc.,
Montefiore Mount Vernon Hospital, Inc. and certain related
affiliates.

In June 2013, Montefiore added $4.75 million to its purchase offer
to speed up the sale.  Montefiore raised its bid to $58.75 million
plus furniture and equipment as part of a request for a private
sale of the hospitals.

On Nov. 6, 2013 at 12:01 a.m., the closing of the Sale occurred
and the sale became effective.

Montefiore is represented by Togut, Segal & Segal LLP.


SUNVALLEY SOLAR: Posts $61,000 Net Income in Third Quarter
----------------------------------------------------------
Sunvalley Solar, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $61,143 on $882,160 of revenues for the three months ended
Sept. 30, 2014, compared to net income of $1.51 million on $1.76
million of revenues for the same period last year.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $427,012 on $901,788 of revenues compared to net
income of $965,672 on $2.29 million of revenues for the same
period during the prior year.

As of Sept. 30, 2014, the Company had $9.07 million in total
assets, $7.61 million in total liabilities and $1.45 million in
total stockholders' equity.

"We have experienced recurring losses from operations and had an
accumulated deficit of $2,788,329 as of September 30, 2014.  To
date, we have not been able to produce sufficient sales to become
cash flow positive and profitable on a consistent basis.  The
success of our business plan during the next 12 months and beyond
will be contingent upon generating sufficient revenue to cover our
costs of operations and/or upon obtaining additional financing.
For these reasons, our auditor has raised substantial doubt about
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/5YjnRM

                        About Sunvalley Solar

Sunvalley Solar, Inc., is a California-based solar power
technology and system integration company.  Since the inception of
its business in 2007, the company has focused on developing its
expertise and proprietary technology to install residential,
commercial and governmental solar power systems.

Sunvalley Solar reported net income of $764,375 in 2013, a net
loss of $1.76 million in 2012, and a net loss of $398,866 in 2011.

Sadler, Gibb & Associates, LLC, in Salt Lake City, Utah, 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 an accumulated deficit of
$2,361,317, which raises substantial doubt about its ability to
continue as a going concern.


SUPER BUY FURNITURE: Two Members Leave Creditors Committee
----------------------------------------------------------
Guy G. Gebhardt, the U.S. Trustee for Region 21, amended the
membership of the Official Committee of Unsecured Creditors in the
bankruptcy case of Super Buy Furniture Inc., removing, at panel
members' behest:

     (1) Jackeline Montero Berroa
         PO Box 523
         Penuelas, PR 00624
         Tel: (787) 527-7520
         Fax: (787) 836-1710
         E-mail: jackytravel1005@yahoo.com

     (2) Whirlpool Corporation
         c/o Jorge Suarez - District Manager
         6205 Blue Lagoon Dr., Suite 400
         Miami, FL 33126
         Tel: (786) 275-2090
         E-mail: jorge_suarez@whirlpool.com

              -- and --

         William Santiago Sastre, Esq.
         PO Box 1801
         Sabana Seca, PR 00952-1801
         Tel: (787) 448-7032
         Fax: (787) 622-3941
         E-mail: wsantiagosastre@gmail.com

The unsecured creditors' committee is now composed of:

     (1) BB Bedding d/b/a Bassett Bedding
         c/o Julio Rincon - VP Marketing & Sales
         PO Box 587
         Saint Just, PR 00978
         Tel: (787) 717-4032
         Fax: (787) 760-0175
         E-mail: bassett@caribe.net

     (2) P.F. Stores, Inc.
         c/o Israel Kopel Amster - President
         Edificio Kodak
         Ave. Campo Rico, Esq. Calle 246
         Carolina, PR 00982; or
         PO Box 190839
         San Juan, PR 00919
         Tel: (787) 641-8200
         E-mail: jlperez@pitusa.com

              -- and --

         Rosendo E. Miranda Lopez, Esq.
         PO Box 192096
         San Juan, PR 00919-2096
         Tel: (787) 724-3393
         Fax: (787) 723-6774
         E-mail: r.miranda@rmirandalex.net

     (3) Arco Publicidad, Corp.
         c/o Damaris Perez - VP & CEO
         1095 Ave. Wilson
         Cond. Puerta del Condado, PH
         San Juan, PR 00907
         Tel: (787) 724-5219

              -- and --

         Carlos R. Hernandez Vivoni, Esq.
         Hacienda San Jose
         Via Medieval SJ 196
         Caguas, PR 00727
         Tel: (787) 607-4041
         E-mail: chernandez@wblawpr.com

     (4) Holland House
         c/o Tim Rowe - Corporate Credit Manager
         The H.T. Hackney Co.
         PO Box 238
         Knoxville, TN 37901
         Tel: (865) 546-1291
         Fax: (865) 546-1501
         E-mail: tim.rowe@hthackney.com

     (5) Flair Enterprises, Inc.
         c/o Mo Rahman - Financial Controller
         3916 - 72nd Ave. S.E.
         Calgary, AB T2C 2E2
         Tel: (403) 219-1006, ext. 22
         Fax: (403) 291-1068
         E-mail: mo.rahman@minhasfurniture.ca

              -- and --

         Robert T. Collins, Esq.
         Suite 201, Ochoa Building
         500 Tanca Street
         San Juan, PR 00901
         Tel: (787) 977-3772
         Fax: (787) 977-3773
         E-mail: rtc@fccplawpr.com

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

                    About Super Buy Furniture

Cidra, Puerto Rico-based Super Buy Furniture, Inc., operator of
furniture stores throughout Puerto Rico under the business name of
"Casa Pitusa Muebles y Enseres", filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 14-05523) in Old San Juan, Puerto
Rico, on July 3, 2014.

The Company disclosed $18.2 million in assets and $26.8 million in
debt in its original schedules.

The Company has tapped the firm O'Neill & Borges, in San Juan,
Puerto Rico, as counsel, and CPA Luis R. Carrasquillo & Co.,
P.S.C., as financial consultant.

The U.S. Trustee for Region 21 appointed seven creditors to serve
in the official committee of unsecured creditors in the case.
Javier Vilarino and Ferraiuoli, LLC, serve as legal counsel to the
Creditors Committee.


T & V OPTIMUM: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: T & V Optimum, LLC
           dba Optimum Steel Industries
        112 E. MLD Jr. Ind. Blvd.
        Lockhart, TX 78644

Case No.: 14-52889

Chapter 11 Petition Date: November 19, 2014

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Hon. Ronald B. King

Debtor's Counsel: C. Daniel Roberts, Esq.
                  C. DANIEL ROBERTS & ASSOCIATES, P.C.
                  1602 East Cesar Chavez
                  Austin, TX 78702
                  Tel: (512) 494-8448
                  Fax: (512)494-8712
                  Email: droberts@cdrlaw.net

Total Assets: $107,004

Total Liabilities: $2.78 million

The petition was signed by Valerie Erickson, managing member.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txwb14-52889.pdf


TACTICAL INTERMEDIATE: Rodefer Moss Approved as Tax Advisors
------------------------------------------------------------
The Bankruptcy Court, according to Tactical Intermediate Holdings,
Inc., et al.'s case docket, authorized the employment of Rodefer
Moss & Co PLLC as auditor and tax advisors nunc pro tunc to the
Petition Date.

The Court has considered the motion at a hearing held Nov. 13,
2014.

Rodefer is expected to:

   1. prepare and submit all federal all federal and state tax
returns for 2013, 2014, and 2015 (as applicable years); and

   2. perform and audit of the Debtors' pension plan and 401(k)
plan for 2013, 2014, and 2015 (as applicable)

The hourly rates of Rodefer's personnel are:

         Billing Category                       Range
         ----------------                       -----
         Partners                            $200 - $275
         Managers                            $150 - $175
         Associates                           $75 - $130

Consistent with the engagement letters, Rodefer has agreed to cap
the fees and expenses relating to the 2013, 2014,  2015 tax
compliance to $45,000 per year.

To the best of the Debtors' knowledge, Rodefer is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                   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.

The Debtors' First Amended Plan of Liquidation was confirmed on
Nov. 13, 2014.  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.

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.


TELECONNECT INC: Terminates Registration of Securities
------------------------------------------------------
Teleconnect Inc. filed with the U.S. Securities and Exchange
Commission a Form 15 notifying the termination of registration of
its securities under Section 12(g) of the Securities Exchange Act
of 1934.  As of Nov. 14, 2014, there were only 111 holders of the
securities.

                         About Teleconnect

Teleconnect Inc., headquartered in Breda, The Netherlands, was
incorporated under the laws of the State of Florida on Nov. 23,
1998.

With its ownership in Hollandsche Exploitatie Maatschappij BV
(HEM), a Dutch entity established in 2007, the Company's main
activities are the manufacturing, sales and lease of age
validation equipment and the performance of age validation.  The
Company also sells and maintains vending solutions (through
Mediawizz, The Netherlands), is involved in the broadcasting of
in-store commercial messages using the age validation equipment
between age checks (through HEM), and plans to develop market
survey activities in the future (through Giga Matrix, The
Netherlands).

Teleconnect incurred a net loss of $3.47 million for the year
ended Sept. 30, 2013, as compared with a net loss of $3.87 million
for the year ended Sept. 30, 2012.'

Coulter & Justus, P.C., in Knoxville, Tennessee, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has a net capital deficiency in addition to a working capital
deficiency, which raise substantial doubt about its ability to
continue as a going concern.


TERRAFORM POWER: S&P Affirms 'BB-' CCR Over First Wind Deal
-----------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit rating on TerraForm Power Inc.  At the same time,
S&P affirmed the 'BB' senior secured rating and '2' recovery
rating.  The 'bb-' stand-alone credit profile (SACP) remains
unchanged.

The affirmation comes after Terraform announced it was acquiring
substantially all the assets of First Wind Capital LLC and First
Wind Holdings LLC.  The transaction adds material diversification
to TerraForm's operating base.  However, S&P believes integration
risk is present given this is the company's first major step out
into wind generation.

The transaction will add 521 megawatts (MW) of operational
generation (500 MW wind/21 MW solar) to TerraForm's asset base,
bringing its total portfolio size to 1,507 MW.  About 90% of
capacity is contracted under fee-based arrangements with
investment-grade counterparties.

The stable outlook on TerraForm reflects S&P's expectation for
minimal merchant price risk and debt to EBITDA in the 3x to 3.5x
range.  Apart from a reassessment of SunEdison's group credit
profile, S&P could lower the ratings on TerraForm if the
company begins to assume more significant merchant price risk or
if credit measures weaken such that debt to EBITDA rises above
4.5x.  Absent an upgrade of SunEdison's group credit profile, S&P
would not envision upgrading TerraForm because of the link between
the two companies.


TN-K ENERGY: Reports $55,000 Net Loss for Third Quarter
-------------------------------------------------------
TN-K Energy Group Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $55,337 on $62,016 of total revenue for the three months ended
Sept. 30, 2014, compared to net income of $182,480 on $382,032 of
total revenue for the same period in 2013.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $380,126 on $143,607 of total revenue compared to net
income of $47,892 on $518,970 of total revenue for the same period
during the prior year.

As of Sept. 30, 2014, the Company had $2.12 million in total
assets, $3.90 million in total liabilities and a $1.77 million
total stockholders' deficit.

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

                        http://is.gd/WqQw3i

                         About TN-K Energy

Crossville, Tenn.-based TN-K Energy Group, Inc., an independent
oil exploration and production company, engaged in acquiring oil
leases and exploring and developing crude oil reserves and
production in the Appalachian basin.

TN-K Energy disclosed net income of $3.97 million on $1.88 million
of total revenue for the year ended Dec. 31, 2012, as compared
with net income of $1.25 million on $1.88 million of total revenue
in 2011.

Liggett, Vogt & Webb, P.A., in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company has incurred recurring operating losses and will have
to obtain additional financing to sustain operations.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


TONGJI HEALTHCARE: Incurs $51,000 Net Loss in Third Quarter
-----------------------------------------------------------
Tongji Healthcare Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $51,070 on $649,393 of total operating revenue for
the three months ended Sept. 30, 2014, compared with a net loss of
$84,620 on $607,238 of total operating revenue for the same period
last year.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $133,066 on $1.86 million of total operating revenue
compared with a net loss of $212,583 on $1.72 million of total
operating revenue for the same period in 2013.

As of Sept. 30, 2014, the Company had $17.40 million in total
assets, $19.50 million in total liabilities and $2.09 million
total stockholders' deficit.

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

                        http://is.gd/h0CRQh

                     About Tongji Healthcare

Based in Nanning, Guangxi, the People's Republic of China, Tongji
Healthcare Group, Inc., a Nevada corporation, operates Nanning
Tongji Hospital, a general hospital with 105 licensed beds.

Tonji Healthcare reported a net loss of $729,685 on $2.37 million
of total operating revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $1.20 million on $2.77 million of
revenue for the year ended Dec. 31, 2012.

Anton & Chia, LLP, in Newport Beach, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.

"The Company's ability to continue as a going concern ultimately
is dependent on the management's ability to obtain equity or debt
financing, attain further operating efficiencies, and achieve
profitable operations.  Over the past years, the Company had been
successful in raising funds from related parties to fund the
operation and new hospital construction.  The consolidated
financial statements do not include any adjustments relating to
the recoverability and classification of recorded asset amounts or
amounts and classification of liabilities that might be necessary
should the Company not be able to continue as a going concern,"
the filing stated.


UNILAVA CORP: Delays Filing of Q3 Form 10-Q
-------------------------------------------
Unilava Corporation filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2014.  The Company said it was unable, without
unreasonable effort and expense, to prepare the financial
statements in sufficient time to allow the timely filing of the
report.

                     About Unilava Corporation

Unilava Corporation (OTC BB: UNLA) -- http://www.unilava.com/--
is a diversified communications holding company incorporated under
the laws of the State of Wyoming in 2009.  Unilava and its
subsidiary brands provide a variety of communications services,
products, and equipment that address the needs of corporations,
small businesses and consumers.  The Company is licensed to
provide long distance services in 41 states throughout the U.S.
and local phone services across 11 states.  Through its carrier-
grade microwave wireless broadband infrastructure and broadband
Internet access partners, the Company also offers mobile and high-
definition IP-hosted voice services to residential customers and
corporate clients.  Additionally, Unilava delivers a comprehensive
and integrated suite of fee-based online and mobile advertising
and web services to a broad array of business enterprises.
Headquartered in San Francisco, the Company has regional offices
in Chicago, Seoul, Hong Kong, and Beijing.

Unilava Corp reported a net loss of $1.17 million on $2.68 million
of revenue for the year ended Dec. 31, 2013, as compared with a
net loss of $1.58 million on $3.10 million of revenue for the year
ended Dec. 31, 2012.

The Company's balance sheet at June 30, 2014, showed $2.13 million
in total assets, $9.61 million in total liabilities and a $7.47
million total stockholders' deficit.

Shelley International CPA, in Mesa, AZ, 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 losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.


UNIVERSAL COOPERATIVES: Authorized to Terminate 401(K) Plan
-----------------------------------------------------------
The Bankruptcy Court authorized Universal Cooperatives, Inc., et
al., to (i) terminate, effective as of Oct. 1, 2014, Universal
Cooperatives' Voluntary Retirement Savings Plan, amended and
restated as of Jan. 1, 2009; and (ii) implement procedures in
accordance with the Internal Revenue Code.

As reported in the Troubled Company Reporter on Oct. 22, 2014, the
Debtors maintain the 401(k) Plan, a qualified plan that meets the
requirements of Sections 401(a) and 401(k) of the IRC.  The 401(k)
Plan is sponsored and administered by Universal.  Eligible
employees can elect to make before-tax contributions to the 401(k)
Plan through payroll deductions that are then paid to a trust
shortly thereafter.

Prior to the Petition Date, and continuing through the closing of
the sale, the Debtors (a) made matching contributions of 100% of
the first 4% contributed by the Plan Participants that were
unionized employees of Bridon; and (b) made matching contributions
of 1% of the first 4% contributed by the Plan Participants that
were employees of Universal.

Pursuant to the terms of the 401(k) Plan, the Debtors may
terminate the 401(k) Plan at any time.  The Debtors seek Court's
authorization, out of an abundance of caution, to exercise their
contractual right to terminate the 401(k) Plan.

                   About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members to procure, and/or manufacture, and distribute high
quality products at competitive prices. Universal has 14 voting
members and over 50 associate members.

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-
11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection Alliance, LLC; Agrilon International, LLC; and Pavalon,
Inc.  UCI do Brasil, a majority-owned subsidiary located in
Brazil, is not a debtor in the Chapter 11 cases

The cases are assigned to Judge Mary F. Walrath.

Universal estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Heritage estimated less than $10
million in assets and debt.

The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.

Bank of America, N.A., as agent for the DIP Lenders, is
represented by Daniel J. McGuire, Edward Kosmowski, Esq., and
Gregory M. Gartland, Esq., at Winston & Strawn, LLP.

The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at VENABLE LLP, in Wilmington, Delaware.


UNIVERSAL SOLAR: Delays Form 10-Q for Third Quarter
---------------------------------------------------
Universal Solar Technology, Inc., filed with the U.S. Securities
and Exchange Commission a Notification of Late Filing on Form 12b-
25 with respect to its quarterly report on Form 10-Q for the
quarter ended Sept. 30, 2014, due to a financial system faul.
Although the Company repaired the system, it spent more time to
make sure about the accuracy of all date of Form 10-Q.  The
Company intends to file the Quarterly Report on Form 10-Q within
the extension period.

                        About Universal Solar

Headquartered in Zhuhai City, Guangdong Province, in the People's
Republic of China, Universal Solar Technology, Inc., was
incorporated in the State of Nevada on July 24, 2007.  It operates
through its wholly owned subsidiary, Kuong U Science & Technology
(Group) Ltd., a company incorporated in Macau, the People's
Republic of China on May 10, 2007, and its subsidiary, Nanyang
Universal Solar Technology Co., Ltd., a wholly foreign owned
enterprise registered on Sept. 8, 2008, under the wholly foreign-
owned enterprises laws of the PRC.

The Company primarily manufactures, markets and sells silicon
wafers to manufacturers of solar cells.  In addition, the Company
manufactures photovoltaic modules with solar cells purchased from
third parties.

Universal Solar reported a net loss of $1.28 million in 2013
following a net loss of $5.66 million in 2012.  The Company's
balance sheet at June 30, 2014, showed $4.85 million in total
assets, $15.77 million in total liabilities and a $10.91
million total stockholders' deficiency.

Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company had not generated cash from its operation, had a
stockholders' deficiency of $10,663,106 and had incurred net loss
of $ 11,175,906 since inception.  These circumstances, among
others, raise substantial doubt about the Company's ability to
continue as a going concern.


US STEEL CANADA: Ontario Court Sets Dec. 22 as Claims Bar Date
--------------------------------------------------------------
The Ontario Superior Court of Justice of Ontario made an order in
respect of the general claims process for U.S. Steel Canada Inc.
on Nov. 13, 2014.

All proofs of claim (except in respect of any restructuring claim)
must be received by Ernst & Young Inc., the appointed monitor for
USSC by Companies' Creditors Arrangement Act Court, before Dec.
22, 2014, at 5:00 p.m. (prevailing Eastern Time) and proofs of
claim in respect of restructuring claims must be received by the
monitor by the restructuring claims bar date set out in the claims
process order.

Certain claims including employee claims, OPEB claims, and pension
claims are excluded from the claims process and individuals with
such "excluded claims" are not required to file proofs of claim in
the claims process at this time.

All proofs of claim must be submitted at:

   Ernst & Young Inc.
   ATTN: Mr. David Saldanha
   222 Bay Street, P.O. Box 251
   Toronto, Ontario
   Canada M5K 1J7
   Tel: 1-844-941-7764
   Email: ussc.monitor@ca.ey.com

A full-text copy of the proof of claim form is available for free
at http://is.gd/a0YrgK

A full-text copy of the guide to completing the proof of claim
form is available for free at http://is.gd/DrA86R

A full-text copy of the claims procedure order is available for
free at http://is.gd/26MZ66

                  About U. S. Steel Canada, Inc.

U. S. Steel Canada's operations are located at Lake Erie Works, a
fully integrated steelmaking facility, and at Hamilton Works, home
to cokemaking and finishing operations including our premier
zinc-coating facility, the world-class Z-Line.  U. S. Steel Canada
has the capability of producing approximately 2.6 million tons of
steel annually and employs approximately 2,000 people.

U.S. Steel Canada commenced court-supervised restructuring
proceedings under the Companies' Creditors Arrangement Act, R.S.C.
1985, c. C-36, before the Ontario Superior Court of Justice
(Commercial List) on Sept. 16, 2014.  Ernst & Young Inc. has been
appointed by the CCAA court as monitor pursuant to an Initial CCAA
Order.


VARIANT HOLDING: IMH Has Issues with Jefferies Hiring
-----------------------------------------------------
IMH Financial Corporation, Royal Multifamily Ventures 2013-1, LLC,
and Royal Multifamily Promote 2013-1, LLC, filed a limited
objection to Variant Holding Company, LLC's motion for permission
to employ Jefferies LLC as its investment banker nunc pro tunc to
Sept. 11, 2014.

The IMH Parties dispute, among other things, the Debtor's ability
to utilize non-debtor assets in this bankruptcy case.

The IMH Parties also object to the extent that the Jefferies
retention motion sought to utilize the proceeds from any sale or
disposition of non-debtor assets, including the Apartment
Complexes, or to encumber the assets of non-debtors, to fund
payment of any fees or expenses payable to Jefferies.
As reported on the Troubled Company Reporter on Oct. 22, 2014,
Jefferies is expected to assist with the potential sale of the
Debtor and its affiliates' assets.  The Debtor related that it
does not intend that Jefferies' services will be duplicative of
the services performed by any other professionals.

The Debtor agreed to pay:

   1. a monthly fee of $100,000 per month;

   2. promptly upon the closing of any M&A transaction, a fee
equal to 1.0% of the transaction value of the M&A transaction; and

   3. reimbursement of all out-of-pocket expenses.

To the best of the Debtor's knowledge, Jefferies is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                      About Variant Holding

Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.

Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.

The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.


VERITEQ CORP: Incurs $893,000 Net Loss in Third Quarter
-------------------------------------------------------
Veriteq Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $893,000 on $44,000 of sales for the three months ended
Sept. 30, 2014, compared to a net loss of $5.50 million on $0 of
sales for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $1.82 million on $139,000 of sales compared to a net
loss of $8.35 million on $0 sales for the same period during the
prior year.

As of Sept. 30, 2014, the Company had $6.77 million in total
assets, $13.96 million in total liabilities, and a $7.18 million
stockholders' deficit.

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

                         http://is.gd/qZhgge

                            About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.  For more information on VeriTeQ, please
visit www.veriteqcorp.com

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


VERTICAL COMPUTER: Delays Q3 Form 10-Q Over Unresolved Issues
-------------------------------------------------------------
Vertical Computer Systems, Inc., filed with the U.S. Securities
and Exchange Commission a Notification of Late Filing on Form
12b-25 with respect to its quarterly report on Form 10-Q for the
period ended Sept. 30, 2014.  The Company said it has experienced
delays in resolving issues material to its financial statements.
The Company expects to file the Form 10-Q within five days after
the prescribed filing date.

Revenues for the three months ended Sept. 30, 2014, decreased by
approximately $165,000 or 13% compared to the three months ended
Sept. 30, 2013, primarily due to a decrease in maintenance fees of
EmPath.  Revenues for the nine months ended Sept. 2014, increased
by approximately $2.1 million or 52% over prior year primarily due
to licensing of the Company's SiteFlash technology.  Total
operating expenses for the three months ended Sept. 30, 2014,
increased by approximately $384,000 or 42% compared to the three
months ended Sept. 30, 2013, primarily due to the impairment of
software development costs and penalties.  Total operating
expenses increased approximately $2.5 million or 102% over prior
year for the nine months ending Sept. 30, 2014, primarily due to
legal expenses, royalties and taxes related to licensing of the
Company's SiteFlash technology, consulting fees, penalties and
impairment of software development costs.

                      About Vertical Computer

Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.

Vertical Computer reported a net loss applicable to common
stockholders of $3.08 million in 2013 following a net loss
applicable to common stockholders of $2.07 million in 2012.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that the
Company suffered net losses and has a working capital deficiency,
which raises substantial doubt about its ability to continue as a
going concern.


VICTORY ENERGY: Needs More Time to File Form 10-Q
-------------------------------------------------
Victory Energy Corporation filed with the U.S. Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its quarterly report on Form 10-Q for the quarter
ended Sept. 30, 2014.  The Company said it needs additional time
to complete certain required disclosures.

                       About Victory Energy

Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties.  Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.

Victory Energy reported a net loss of $2.11 million on $735,413 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,384 of total revenues in 2012.

The Company's balance sheet at June 30, 2014, showed $5.02 million
in total assets, $1.29 million in total liabilities and $3.72
million in total stockholders' equity.

Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit.  These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.


VIGGLE INC: Files Copy of Investor Presentation With SEC
--------------------------------------------------------
John Small, the chief financial officer of Viggle Inc., presented
at the Midwest Investment Conference in Cleveland, Ohio on
Nov. 18, 2014, at the Benchmark Microcap Discovery Conference in
Chicago, Illinois on Dec. 11, 2014, and and will presenting at the
Small-Cap Stars Conference in New York, New York, on Dec. 18,
2014.

Greg Consiglio, the Company's president and chief operating
officer, will be presenting at the LD Micro Conference Main Event:
VII in Los Angeles, California, on Dec. 2, 2014.

A copy of the presentation is available for free at:

                        http://is.gd/Vq51vE

                           About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle reported a net loss of $68.43 million on $17.98 million of
revenues for the year ended June 30, 2014, compared to a net loss
of $91.40 million on $13.90 million of revenues for the year ended
June 30, 2013.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2014.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2014, has a deficiency in working capital that raises substantial
doubt about its ability to continue as a going concern.


VISTEON CORP: UAW Retirees Slam Attempts to End Benefits Row
------------------------------------------------------------
Law360 reported that Delaware federal court was urged to nix
Visteon Corp.?s bid to evade a putative class action filed by
United Auto Workers retirees whose health benefits were
discontinued in the company?s bankruptcy, with the ex-workers
arguing that other courts have rejected the auto parts supplier?s
contention that the matter was already settled.

The case is INTERNATIONAL UNION, UNITED AUTOMOBILE, AEROSPACE AND
AGRICULTURAL IMPLEMENT WORKERS OF AMERICA (UAW) et al v. Ford
Motor Company, Case No. 1:13-cv-01742 (D.Del.).

                        About Visteon Corp

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is an automotive supplier
that designs, engineers and manufactures innovative climate,
interior, electronic and lighting products for automakers.  The
Company has corporate offices in Van Buren Township, Michigan
(U.S.); Shanghai, China; and Kerpen, Germany.  It has facilities
in 27 countries and employs roughly 35,500 people.  The Company
disclosed assets of US$4,561,000,000 and debts of US$5,311,000,000
as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represented the Debtors in their restructuring
effort.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, served as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor were Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent was Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor was Alvarez & Marsal North America,
LLC.

The Bankruptcy Court entered an order on Aug. 31, 2010, confirming
the Fifth Amended Plan of Reorganization of Visteon Corporation
and its debtor-affiliates.  Visteon emerged from Chapter 11 on
Oct. 1.

                           *     *     *

The Troubled Company Reporter, on March 27, 2014, reported that
Moody's Investors Service assigned a B1 rating to Visteon's
proposed $800 senior secured bank credit facility.  In a related
action Moody's affirmed the B1 Corporate Family Rating, B1-PD
Probability of Default Rating and the company's existing debt
ratings. Visteon's Speculative Grade Liquidity Rating was affirmed
at SGL-3. The rating outlook remains stable.

The TCR, on the same day, also reported that Standard & Poor's
Ratings Services said that it assigned 'BB-' issue ratings to Van
Buren Township, Mich.-based global auto supplier Visteon's
proposed senior secured debt comprising a $600 million term loan B
maturing 2021 and a new five-year $200 million revolving credit
facility.  The recovery rating is '2', which indicates S&P's
expectation for substantial (70% to 90%) recovery for lenders in
the events of a payment default or bankruptcy.  The term loan
issuance, along with some cash from balance sheet, will repay the
remaining $400 million 6.75% Senior Notes (rated 'B+', with a '3'
recovery rating) due 2019 and finance the acquisition of JCI
Electronics.


VRINGO INC: Posts $12.38-Mil. Net Loss for Third Quarter
--------------------------------------------------------
Vringo, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $12.38 million on $150,000 of revenue for the three months
ended Sept. 30, 2014, compared to a net loss of $10.56 million on
$nil of revenue for the same period in the prior year.

The Company's balance sheet at Sept. 30, 2014, showed
$113.4 million in total assets, $8.48 million in total liabilities
and total stockholders' equity of $104.92 million.

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

                       http://is.gd/VhJPas

Vringo, Inc., together with its subsidiaries, develops, acquires,
licenses, protects, and monetizes intellectual property worldwide.
Its intellectual property portfolio consists of approximately 500
patents and patent applications covering telecom infrastructure,
Internet search, and mobile technologies. The company is
headquartered in New York, New York.


VYCOR MEDICAL: Incurs $1.3 Million Net Loss in Third Quarter
------------------------------------------------------------
Vycor Medical, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.28 million on $334,339 of revenue for the three months ended
Sept. 30, 2014, compared to a net loss of $532,774 on $321,630 of
revenue for the same period a year ago.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $3.34 million on $991,001 of revenue compared to a net
loss of $1.83 million on $788,258 of revenue for the same period
during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $4.45
million in total assets, $1.02 million in total liabilities and
$3.43 million in total stockholders' equity.

Peter Zachariou, chief executive officer of Vycor, commented:
"Vycor VBAS continues to build value and momentum with revenues up
41% year to date.  We continue to execute on our new product
development plan in Vycor VBAS, having moved into manufacturing
implementation of our new small VBAS units and completed
prototyping of the new IGS-compatible devices.  We are nearing
completion of the NovaVision development strategy, of which
NeuroEyeCoach was a critical step, and are gearing up for
marketing the truly scalable and most affordable, comprehensive
therapy suite for those suffering neurologically-induced visual
disorders early in 2015.  With the $5 million offering completed
in the second quarter and the $2.4 million debt exchange in the
third quarter, we are well capitalized and to continue to build
shareholder value through the execution of our clearly articulated
development strategy."

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

                        http://is.gd/szJhQt

                        About Vycor Medical

Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO)
-- http://www.VycorMedical.com/-- is a medical device company
committed to making neurological brain, spinal and other surgical
procedures safer and more effective.  The Company's flagship,
Patent Pending ViewSite(TM) Surgical Access Systems represent an
exciting new minimally invasive access and retraction system that
holds the potential for speedier, safer and more economical brain,
spinal and other surgeries and a quicker patient discharge.
Vycor's innovative medical instruments are designed to optimize
neurosurgical site access, reduce patient risk, accelerate
recovery, and add tangible value to the professional medical
community.

Vycor Medical reported a net loss of $2.47 million on $1.08
million of revenue for the year ended Dec. 31, 2013, as compared
with a net loss of $2.93 million on $1.20 million of revenue for
the year ended Dec. 31, 2012.


WAVE SYSTEMS: To Sell $15 Million Worth of Securities
-----------------------------------------------------
Wave Systems Corp. filed a Form S-3 registration statement with
the U.S. Securities and Exchange Commission relating to the
offering of an aggregate of $15 million shares of Class A common
stock, preferred stock, warrants and units.

The Company said it will provide the specific terms of these
offerings and securities in one or more supplements to the
prospectus.

The Company's Class A common stock is traded on the Nasdaq Capital
Market under the symbol "WAVX."

As of Nov. 10, 2014, the aggregate market value of the Company's
outstanding Class A common stock held by non-affiliates, or the
public float, was approximately $47.7 million, which was
calculated based on 45,818,951 shares of outstanding Class A
common stock held by non-affiliates and on a price per share of
$1.04, the closing price of the Company's Class A common stock on
the Nasdaq Capital Market on Nov. 10, 2014.

A full-text copy of the Form S-3 is available for free at:

                        http://is.gd/4uZ5Py

                         About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave Systems reported a net loss of $20.32 million in 2013, a net
loss of $33.96 million in 2012 and a net loss of $10.79 million in
2011.

KPMG 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
Wave Systems Corp. has suffered recurring losses from operations
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.


WESTERN CAPITAL: Bankruptcy Court Won't Interfere in Dispute
------------------------------------------------------------
Western Capital Partners, LLC, according to minutes of proceeding
for pre-hearing status conference regarding Reorganized Debtor's
motion for post-confirmation modification to Amended Plan of
Reorganization, and creditor Richard Samson's response thereto,
will proceed under the Court's previous order dated Sept. 12,
2014.

As reported in the Troubled Company Reporter on Sept. 26, 2014,
the Court acknowledged the Reorganized Debtor and creditor Richard
J. Samson are involved in a long and litigious dispute as to the
ownership and scope of the Debtor's interest, if any, in the
"Litigation" and "Litigation Proceeds".  According to the parties'
briefs, this dispute is on appeal before the United States Court
of Appeals for the Ninth Circuit.  The Bankruptcy Court does not
intend to interfere with that adjudication, whether before the
U.S. Bankruptcy Court for the District of Montana, the U.S.
District Court for the District of Montana or the Ninth Circuit.

                     About Western Capital

Western Capital Partners LLC filed a Chapter 11 petition (Bankr.
D. Col. Case No. 13-15760) in Denver on April 10, 2013.  The
Englewood-based company estimated assets and debt of $10 million
to $50 million.  Judge Michael E. Romero presides over the case.

The Debtor is represented by Jeffrey A. Weinman, Esq., at Weinman
& Associates, P.C.  Eason Rohde, LLC, is litigation counsel to the
Debtor.  Strauss & Malk, LLP, is also litigation counsel to the
Debtor pertaining to a foreclosure case in the Circuit Court of
Cook County, Illinois.

The court confirmed the Amended Plan of Reorganization filed by
Western Capital Partners LLC nunc pro tunc to May 15, 2014.


ZOGENIX INC: Presented at Stifel Nicolaus Conference
----------------------------------------------------
Zogenix, Inc., management attended the Stifel Nicolaus 2014
Healthcare Conference in New York City on Nov. 18, 2014.  The
slides that were used in the presentation are available for free
at http://is.gd/4pp6Ky

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported a net loss of $80.85 million in 2013, as compared
with a net loss of $47.38 million in 2012.

As of Sept. 30, 2014, the Company had $107.02 million in total
assets, $49.49 million in total liabilities and $57.53 million in
total stockholders' equity.

Ernst & Young LLP, in San Diego, 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 recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.


ZUFFA LLC: S&P Revises Outlook to Negative & Affirms 'BB-' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Las Vegas-based Zuffa LLC to negative from stable.  At
the same time, S&P affirmed all ratings, including its 'BB-'
corporate credit rating.

"The negative outlook revision reflects our updated forecast for
2014 EBITDA to decline approximately 40% (compared to a decline of
30% previously), primarily due to a change to a marquee fight card
in the fourth quarter of 2014 as a result of another fighter
injury causing anticipated pay per view (PPV) buys and event
ticket prices to decline further, as well as higher remarketing
expenses for the event, and additional costs related to the
company's international expansion," said Standard & Poor's credit
analyst Stephen Pagano.

As a result, S&P expects debt to EBITDA will increase to the high-
5x area at the end of 2014 compared to S&P's previous expectation
for leverage in the high-4x area.  S&P's preliminary expectation
is that negative trends in 2014 will reverse in 2015 as injured
fighters return and PPV buys and ticket prices increase to levels
comparable with fiscal 2013.  However, the spike in leverage in
2014, due to the significant anticipated EBITDA decline, will mean
that it will be incrementally more difficult to reduce leverage to
an average of less than 4x, which is S&P's leverage threshold for
the current rating on Zuffa.  Still, based on S&P's updated base-
case forecast for a recovery in operations in 2015, it anticipates
leverage will improve to the mid- to high-3x area.  S&P
anticipates EBITDA coverage of interest expense to remain good for
the rating in the mid-4x area in 2014 and to improve to the 7x
area in fiscal 2015.  These coverage measures support the current
rating during this period of deteriorating leverage.

The negative rating outlook reflects S&P's belief that Zuffa's
operating performance will deteriorate significantly this year,
resulting in very weak leverage in the high-5x area in 2014.  As a
result,it is incrementally more difficult to reduce leverage to
below 4x on average in future periods, which is S&P's leverage
threshold for the current rating on Zuffa.

A negative rating action could occur if S&P is not confident that
Zuffa's operations are recovering meaningfully by the first
quarter of 2015.  S&P would lower the rating if it do not believe
leverage can be sustained below 4x on average.

Higher ratings would be dependent upon contractual broadcasting
revenue increasing to a level that significantly mitigates the
negative cash flow impact of event risk from potential future
cancelled and rescheduled events.  Although unlikely over the next
few years, S&P could consider higher ratings if it believes Zuffa
will sustain debt to EBITDA below 3x on average.


* Rise of E-Commerce May Have Driven Retailers to Bankruptcy
------------------------------------------------------------
Allison Collins at Themiddlemarket.com reports that the rise of e-
commerce and online sales may have driven some retailers to file
for bankruptcy to break out of leases.

Themiddlemarket.com explains that as online sales increase, the
need for a larger store footprint decreases, which can leave
retailers over-stored, the report says.  According to the report,
Jane Hali, vice president of Planet Retail Investment Research,
part of London-based trend forecasting company WGSN, said, "It is
increasing year over year, and more and more customers are feeling
comfortable buying through e-commerce.  We need fewer stores and
we need those stores to be important, but we don't need a store on
every corner anymore."

Themiddlemarket.com quoted Conway Mackenzie's Matt Covington as
saying, "E-commerce growth is radically changing the retail
environment; as a result, you just have too many stores in many
cases."

Themiddlemarket.com relates that bankruptcy protection offers
retailers a way to renegotiate leases for a small number of
stores, but that is not a feasible option when it comes to
restructuring a larger real estate portfolio.

According to Themiddlemarket.com, bankruptcy provides the
opportunity for over-stored retailers to cut their real estate
burden, but store footprint reduction hasn't been and will not be
the main reason retailers file for Chapter 11.  "It's expedient
but it's damaging.  You wouldn't make it your purpose for doing
it; you'd be distressed on other levels.  Could it become such
that it tipped the fulcrum? It could, if we were to continue to
see these double-digit declines in traffic with no abatement at
all," the report quoted Andrea Weiss, founder of retail consulting
firm O Alliance, as saying.


* Bankruptcy Filings Continue Dropping 12% Year-to-Date
-------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that bankruptcy filings through October declined at
a rate of 12 percent year to date, marking almost four years of
declines at the same rate or more.  According to the report,
commercial filings are falling even faster as business
bankruptcies of all types in October were down 21 percent from the
same month in 2013.


* Puerto Rico Says Bond Price Doesn't Justify Suit
--------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the commonwealth of Puerto Rico and the Puerto
Rico Electric Power Authority are seeking dismissal of the
lawsuits filed by bond funds contending that the new law allowing
government entities to restructure debt outside federal bankruptcy
court is unconstitutional.

According to the report, Puerto Rico and Prepa argued that the
theoretical ability to use the law doesn't give rise to a "case or
controversy," which must exist before a federal court can
entertain a suit.

The first lawsuit is Franklin California Tax-Fee Trust v.
Commonwealth of Puerto Rico, 14-cv-01518, U.S. District Court,
District of Puerto Rico (San Juan).

The second is BlueMountain Capital Management LLC v. Padilla, 14-
1569, U.S. District Court, District of Puerto Rico (San Juan).


* BOOK REVIEW: The First Junk Bond: A Story of Corporate Boom
               and Bust
-------------------------------------------------------------
Author:     Harlan D. Platt
Publisher:  Beard Books
Softcover:  236 pages
List Price: $34.95
Review by Gail Owens Hoelscher

Order your personal copy today and one for a colleague at
http://is.gd/p63Hn2

Only one in ten failed businesses is equal to the task of
reorganizing itself and satisfying its prior debts in some
fashion. This engrossing book follows the extraordinary journey
of Texas International, Inc (known by its New York Stock
Exchange stock symbol, TEI), through its corporate growth and
decline, debt exchange offers, and corporate renaissance as
Phoenix Resource Companies, Inc. As Harlan Platt puts it, TEI
"flourished for a brief luminous moment but then crashed to
earth and was consumed." TEI's story features attention-grabbing
characters, petroleum exploration innovations, financial
innovations, and lots of risk taking.

The First Junk Bond was originally published in 1994 and
received solidly favorable reviews. The then-managing director
of High Yield Securities Research and Economics for Merrill
Lynch said that the book "is a richly detailed case study. Platt
integrates corporate history, industry fundamentals, financial
analysis and bankruptcy law on a scale that has rarely, if ever,
been attempted." A retired U.S. Bankruptcy Court judge noted,
"(i)t should appeal as supplementary reading to students in both
business schools and law schools. Even those who practice.in the
areas of business law, accounting and investments can obtain a
greater understanding and perspective of their professional
expertise."

"TEI's saga is noteworthy because of the company's resilience
and ingenuity in coping with the changing environment of the
1980s, its execution of innovative corporate strategies that
were widely imitated and its extraordinary trading history,"
says the author. TEI issued the first junk bond. In 1986 it
achieved the largest percentage gain on the NYSE, and in 1987
suffered the largest percentage loss. It issued one of the first
bonds secured by a physical commodity and then later issued one
of the first PIK (payment in kind) bonds. It was one of the
first vulture investors, to be targeted by vulture investors
later on. Its president was involved in an insider trading
scandal. It innovated strip financing. It engaged in several
workouts to sell off operations and raise cash to reduce debt.
It completed three exchange offers that converted debt in to
equity.

In 1977, TEI, primarily an oil production outfit, had had a
reprieve from bankruptcy through Michael Milken's first ever
junk bond. The fresh capital had allowed TEI to acquire a
controlling interest of Phoenix Resources Company, a part of
King Resources Company. TEI purchased creditors' claims against
King that were subsequently converted into stock under the terms
of King's reorganization plan. Only two years later, cash
deficiencies forced Phoenix to sell off its nonenergy
businesses. Vulture investors tried to buy up outstanding TEI
stock. TEI sold off its own nonenergy businesses, and focused on
oil and gas exploration. An enormous oil discovery in Egypt made
the future look grand. The value of TEI stock soared. Somehow,
however, less than two years later, TEI was in bankruptcy. What
a ride!

All told, the book has 63 tables and 32 figures on all aspects
of TEI's rise, fall, and renaissance. Businesspeople will find
especially absorbing the details of how the company's bankruptcy
filing affected various stakeholders, the bankruptcy negotiation
process, and the alternative post-bankruptcy financial
structures that were considered. Those interested in the oil and
gas industry will find the book a primer on the subject, with an
appendix devoted to exploration and drilling, and another on oil
and gas accounting.

Harlan Platt is professor of Finance at Northeastern University.
He is president of 911RISK, Inc., which specializes in
developing analytical models to predict corporate distress.


                             *********

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 ***