TCR_Public/140226.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, February 26, 2014, Vol. 18, No. 56


                            Headlines

250 AZ: Amended Plan Confirmation Hearing Continued to March 11
250 AZ: Creditors Object to Confirmation of Amended Plan
250 AZ: Has Deal With Secured Class 10 Creditors
710 LONG RIDGE: Files Brief in Support of First Amended Plan
ACCESS MIDSTREAM: Moody's Raises Corp. Family Rating to 'Ba1'

ACME RECYCLING: Files Chapter 11 in Central Florida
ADAMIS PHARMACEUTICALS: Austin Marxe Stake at 5.3% as of Dec. 31
ADEPT TECHNOLOGIES: Hearing on Plan Objections Continued to Mar. 3
AEROGROW INTERNATIONAL: Justin Borus Held 15.6% Stake at Dec. 31
ALION SCIENCE: Announces Exchange Offer and Units Offering

ALLENS INC: Has Until April 26 to Decide on Leases
ALLENS INC: Court Extends Exclusive Plan Filing Period
ALVARION(R) LTD: TASE Trading Will Continue to Be Suspended
AMERICAN APPAREL: S&P Lowers CCR to 'CCC' on Weak Liquidity
AMERICAN AXLE: Ameriprise Financial Holds 6.5% Equity Stake

ANACOR PHARMACEUTICALS: T. Rowe Price No Longer Owns Shares
ANAREN INC: S&P Assigns 'B' CCR Following Leveraged Buyout
API TECHNOLOGIES: Incurs $7.2 Million Net Loss in Fiscal Q4
APPLIED MINERALS: Berylson Master Stake at 6.6% as of Dec. 31
ARMAND ASSANTE: GA Keen to Auction Real Estate Properties

AS SEEN ON TV: Posts $2.3 Million Net Income in Dec. 31 Quarter
ATLANTIC & PACIFIC: Moody's Keeps 'Caa2' CFR & 'B3' Sr. Debt Rtng
ATLANTIC COAST: Appoints John Lent EVP & Chief Financial Officer
BACKWEB TECH: Sets March 6 Vote for Shareholders to OK Liquidation
BMB MUNAI: Incurs $389,520 Net Loss in Dec. 31 Quarter

BROWN MEDICAL: Replacement CROs Appointed for Non-Debtor Entities
BROWN MEDICAL: Engagement of CRO, Pendergraft & SHM Firms Okayed
BROWN MEDICAL: Ch.11 Trustee Seeks Order on Porter Hedges Fee Hike
C&K MARKET: Adequate Protection Payments to Banc of America OK'd
CAMCO FINANCIAL: AQR Capital Stake at 5.6% as of Dec. 31

CHA CHA ENTERPRISES: Has Until June 17 to Decide on Hayward Lease
CHESAPEAKE OILFIELD: Moody's Puts Ba2 CFR on Review for Downgrade
CLEAR CHANNEL: Asset Sales Provide Liquidity, Fitch Says
COLOSSUS MINERALS: Creditors Approve Amended Bankruptcy Proposal
COMARCO INC: T. Rowe Price No Longer a Shareholder as of Dec. 31

COMMUNITY HOME: Ch.11 Trustee's Hiring of Jones Walker Challenged
COMMUNITY HOME: Mullin Hoard to Withdraw as Special Counsel
CONSTAR INTERNATIONAL: March 25 Hearing on BDO USA Employment
CONSTAR INTERNATIONAL: UK Assets Sold to Sherburn for GBP3.5MM
COOPER-BOOTH WHOLESALE: Must Decide on Bardon Lease by July 15

CRAFT INTERNATIONAL: Voluntary Chapter 11 Case Summary
DARA BIOSCIENCES: Regains Compliance with NASDAQ Bid Price
DELTONA CHIROPRACTIC: Files for Chapter 7 in Central Florida
DESIGN DISTRICT: Cymbal Asks Court to Liquidate Project
DETROIT, MI: Fitch Says Plan of Adjustment Hostile to Bondholders

EASYMED TECHNOLOGIES: In Default of CSE Requirements
EDUCATION MANAGEMENT: S&P Lowers CCR to 'CCC+'; Outlook Negative
ELCOM HOTEL: Revised Joint Liquidation Plan Declared Effective
FAIRMONT GENERAL: Has Until April 1 to Decide on Unexpired Leases
FAIRMONT GENERAL: Ombudsman Taps Bowles Rice as Local Counsel

FAIRMONT GENERAL: Taps Integra Realty as Valuation Expert
FIRST SECURITY: EJF Capital Stake at 6.6% as of Dec. 31
FOX TROT: Wants Exclusive Plan Filing Period Extended to May 12
GALILEE MEMORIAL GARDENS: Sent by Tennessee to Receivership
GENERAL AUTO BUILDING: Seeks Final Decree Closing Chapter 11 Case

GENERAL MOTORS: Expands Ignition Switch Recall to 1.6MM Cars
GLOBAL AVIATION: Cerberus et al., Agree to Extend Challenge Period
GLOBAL AVIATION: Obtains Approval to File Exit Plan Until May 12
GLOBAL AVIATION: Asks Court to Approve Plan Support Agreement
GLOBAL AVIATION: Committee Wins Court Approval to Hire Morrison

GLOBALSTAR INC: Whitebox Stake at 5.4% as of Dec. 31
GRAND CENTREVILLE: Has Access to Cash Collateral Until March 11
GRAND CENTREVILLE: Case Dismissal Hearing Continued to March 11
GRAND CENTREVILLE: Wells Fargo Opposes More Exclusivity
GREAT BASIN: Van Eck Associates No Longer a 5% Shareholder

GULF PROPERTIES: Case Summary & 14 Largest Unsecured Creditors
HAAS ENVIRONMENTAL: EisnerAmper Okayed as Committee Fin'l Advisor
HAAS ENVIRONMENTAL: Panel Balks Asset Sale, Landlord Settlement
HAMPTON ROADS: Fir Tree No Longer a Shareholder
HEALTH NET: Fitch Affirms BB+ IDR & BB Rating on Unsecured Notes

HELIA TEC: Parent Wants Case Conversion or Trustee Appointment
HIGHWAY TECH: Ch. 7 Trustee Hires McCarter & English as Counsel
HILTON GARDEN INN: Hotel Bought Out of Receivership
HOLT DEVELOPMENT: May Pay 2013 Taxes Using Cash Collateral
HORIZON LINES: Pioneer Global Holds 25.2% of Class A Shares

HS INVESTMENT: Case Summary & Unsecured Creditor
INTERFAITH MEDICAL: DIP Financing Hiked to $35.1 Million
INTERFAITH MEDICAL: EY LLP to Provide Add'l Auditing Services
INTERFAITH MEDICAL: Plan Filing Exclusivity Extended to March 31
INTERFAITH MEDICAL: Firm Changes Name to Diconza Traurig Kadish

IRVINGTON COMMUNITY: S&P Lowers 2009A & B Bonds' Rating to 'BB-'
JEH COMPANY: May Hire Randy Rabeck to Collect Receivables
JEH COMPANY: Taps Arnold & Arnold to Collect Colorado Receivables
JEH COMPANY: May Sell Vehicles Pledged to Ford Motor Credit
K.B. PARADISE: Case Summary & 10 Largest Unsecured Creditors

LAKELAND DEVELOPMENT: Seeks to Pay $111,000 in Legal Fees
LAKELAND DEVELOPMENT: Stipulation Okayed on Use of Cash Collateral
LDK SOLAR: Seeks Provisional Liquidators
LDK SOLAR: Noteholders Further Extend Forbearance Until Feb. 27
LIGHTSQUARED INC: Says Ergen Ordered Icahn to Force Bankruptcy

LMI AEROSPACE: S&P Lowers CCR to 'B' on Weak Earnings
LONGVIEW POWER: Siemens Objects to $0 Claim Estimation
LONGVIEW POWER: Foster Joins Kvaerner in Stay Relief Motion
MARGIN LLC: Voluntary Chapter 11 Case Summary
MCCLATCHY CO: Bluemountain Owns 4% of Class A Shares

MERCATOR TRANSPORT: Faunus Seeks Receivership for Units
MISSION NEW ENERGY: Eastwood Trust No Longer Owns Ordinary Shares
MRI SOFTWARE: S&P Assigns B CCR & Rates $165MM 1st Lien Debt B+
MT. GOX: Bitcoin Exchange Remains Closed Amidst Problems
NATIVE WHOLESALE: Hearing on Ch. 7 Conversion Bid Tomorrow

NATIVE WHOLESALE: Asks Court to Expand Scope of Webster's Services
NAVISTAR INTERNATIONAL: Franklin Stake at 17.4% as of Dec. 31
NEW METAL RECYCLING: Goes Into Temporary Receivership
NII HOLDINGS: Vanguard Group Stake at 6.5% as of Dec. 31
NII HOLDINGS: T. Rowe Price Stake at 1.1% as of Dec. 31

NTG CLARITY: Provides Bi-Weekly Default Status Report
OCZ TECHNOLOGY: May Hire RAS Management's Timothy Boates as CRO
OCZ TECHNOLOGY: Committees Object to Deutsche Bank Employment
OCZ TECHNOLOGY: Mayer Brown OK'd as Special Transactional Counsel
OCZ TECHNOLOGY: Court OKs Wilson Sonsini as Litigation Counsel

OCZ TECHNOLOGY: Withdraws Key Employee Incentive Plan Motion
ORMET CORP: Calibre Group OK'd as Financial Advisor & Banker
ORMET CORP: Interim Wind Down Plan & Sale to Almatis Okayed
OVERSEAS SHIPHOLDING: Deal to Resolve Deutsche Bank Claims OK'd
OVERSEAS SHIPHOLDING: Court OKs Transition Incentive Program

PABELLON DE LA VICTORIA: Court Dismissed Chapter 11 Case
PENINSULA HOSPITAL: Seeks Approval of Amended PGN Sale Agreement
PINEY CREEK: Up for Sale Ahead of Liquidation Auction
PLEXTRONICS INC: Campbell & Levine Okayed as Lead Bankr. Counsel
PLEXTRONICS INC: Taps Cowen and Company as Investment Banker

PLEXTRONICS INC: Taps Marbury Law Group as IP Counsel
PLEXTRONICS INC: Meeting of Creditors Scheduled for March 6
PLUG POWER: Boston Partners No Longer a Shareholder as of Dec. 31
PMI SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
PROSPECT SQUARE: Files Schedules of Assets and Liabilities

PROSPECT SQUARE: Sec. 341 Creditors' Meeting on March 4
PRUCRES INC: Case Summary & 3 Largest Unsecured Creditors
PVH CORP: Moody's Affirms 'B2' CFR & 'Ba1' Rating on $3.9MM Debt
QUANTUM CORP: Private Capital Stake at 4.7% as of Dec. 31
REPUBLIC OF TEXAS: To Buy Chill Texas Under Reorganization Plan

RESTORA HEALTHCARE: Files Chapter 11 Bankruptcy Petition
RESTORA HEALTHCARE: Case Summary & 20 Top Unsecured Creditors
RITE AID: T. Rowe Price Stake at 5.2% as of Dec. 31
RIVER CITY RESORT: Voluntary Chapter 11 Case Summary
ROBERTS LAND: Confirmation Hearing Rescheduled to March 19

SAVIENT PHARMACEUTICALS: Plan Filing Period Extended to May 12
SAVIENT PHARMACEUTICALS: March 17 Hearing on Sale to Amneal
SCIENTIFIC LEARNING: John Lewis Stake at 10.2% as of Dec. 31
SCOTTSDALE VENETIAN: Plan Outline Hearing Continued to April 15
SEARS HOLDINGS: 2 Kmart Stores in Minnesota Fergus Falls to Close

SHUBH HOTELS BOCA: Case Summary & 20 Largest Unsecured Creditors
ST. FRANCIS CAMPUS: Minnesota Department Liquidates Campus
STAR DYNAMICS: March 11 Hearing on Western's Stay Relief Motion
STELERA WIRELESS: U.S. Trustee Withdraws Dismissal Motion
STELERA WIRELESS: Wins More Exclusivity; Draft Plan Due April 1

STELERA WIRELESS: Court Approves Hiring of James Barnes as CPA
STELLAR BIOTECHNOLOGIES: Presents KLH at Aquaculture Conference
STELLAR BIOTECHNOLOGIES: Presents KLH at Aquaculture Conference
TALON INTERNATIONAL: Withdraws Offerings Under Option Agreements
TECHPRECISION CORP: Posts $757,680 Net Income in 3rd Quarter

THERAPEUTICSMD INC: Gilder Gagnon Stake at 5.2% as of Dec. 31
TLO LLC: Court Grants in Part Triax's Bid to Amend Sale Order
TRAYLOR CHEMICAL: Files for Chapter 7 in Central Florida
TUBEROSO DENTAL: Files Chapter 7 in Central Florida
TUNICA COUNTY: Insolvent County Tacks on New Tax Levy

UNI-PIXEL INC: Q4 and Full Year Conference Call Today
UNIFIED 2020: Bank Lender May Credit Bid Up to $15MM in Asset Sale
USG CORP: Approves 2014 Annual Management Incentive Program
USG CORP: T. Rowe Price Held 5.5% Equity Stake at Dec. 31
VICTOR OOLITIC: Has Interim Authority to Tap $2-Mil. in DIP Loans

VICTOR OOLITIC: Has Authority to Pay Critical Vendor Claims
VICTOR OOLITIC: Employs McDonald Hopkins as Bankruptcy Counsel
VIGGLE INC: Amends Form S-1 Registration Statement
VIRTUAL TOURS: Files for Chapter 7 in Central Florida
WAFERGEN BIO-SYSTEMS: Amends Third Quarter Form 10-Q

WESTMORELAND COAL: T. Rowe Price Stake at 4.8% as of Dec. 31
WESTWAY GROUP: Moody's Revises Ba3 Rating Outlook to Negative
WPCS INTERNATIONAL: Iroquois Reports 9.9% Equity Stake
YRC WORLDWIDE: Refinances Over $1.1BB in Sr. Credit Facilities
ZALE CORP: Ameriprise Stake at 5.7% as of Dec. 31

ZALE CORP: Portolan Capital Stake at 2.8% as of Dec. 31

* Argentina Takes Its Debt Case to the U.S. Supreme Court
* S.&P., in Suit Defense, Seeks Docs About Obama-Geithner Meetings

* Apollo's Co-Founder Sees Opportunities in Distressed Debt
* Sharp Revenue Drops at Two Major U.S. Law Firms

* Encore Capital Agrees to Acquire Controlling Interest in Grove

* Del Sesto Joins Donoghue Barrett & Singal's Providence Office
* Mintz Levin Bags "Consumer Services Deal of the Year' Award
* Oleg Sabel Joins Otterbourg P.C.'s Real Estate Practice
* Randy Dow Joins McGlinchey Stafford's Fort Lauderdale Office


                             *********


250 AZ: Amended Plan Confirmation Hearing Continued to March 11
---------------------------------------------------------------
The hearing to consider confirmation of the Amended Reorganization
Plan filed by 250 AZ, LLC, has been continued to March 11, 2014,
at 1:30 p.m.

As reported in the Nov. 13, 2013 edition of the TCR, the Debtor
filed a Chapter 11 plan that proposes to pay the allowed secured
claim of the first mortgage holder on each rental property and on
the development parcels.  Unsecured creditors will each claim pro
rata share of funds allocated for the class (a minimum of $10,000
per year over a five-year period).

                        About 250 AZ, LLC

250 AZ, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
13-00851) in Tucson, Arizona, on Jan. 22, 2013.  In its schedules,
the Debtor disclosed $25 million in assets and $70.8 million in
liabilities.  250 AZ owns an 84.70818% tenant in common interest
in a 29-story office building located at 250 East Fifth Street, in
Cincinnati, Ohio.

The Debtor is represented by Dennis M. Breen, III, Esq., and John
E. Olson, Esq., at Breen Olson & Trenton, LLP as counsel.

The U.S. Trustee said an official committee of unsecured creditors
has not been appointed because an insufficient number of persons
holding unsecured claims against the company have expressed
interest in serving on a committee.


250 AZ: Creditors Object to Confirmation of Amended Plan
--------------------------------------------------------
RREF II DFC Acquisitions, LLC, as successor-in-interest to Armed
Forces Bank, N.A., objects to the proposed First Amended Plan of
Reorganization Dated Nov. 4, 2013, filed by 250 AZ, LLC.

On behalf of RREF, Christopher C. Simpson, Esq., at Stinson
Morrison Hecker LLP, says the Plan simply continues the scheme
initiated by Mr. Courtney, the prior owner of the collateral
property and "consultant" to the Debtor, to avoid foreclosure of a
short-term debt which was commenced prior to Mr. Courtney's
transfer of the property to the Debtor before the bankruptcy
filing.  Because the Plan assumes all executory contracts, the
"repurchase contract" held by Mr. Courtney would enable him to
recover the property without payment of real consideration.  The
plans proposed as schemes to delay creditor action lack good
faith.

Mr. Simpson contends the Plan is simply the means to accomplish
this scheme and does not represent a good faith use of the
Bankruptcy Code to restructure obligations of the Debtor.  The
Debtor was created merely as a vehicle to acquire properties
lacking equity from third parties in order to cram down the debts
to judicial values for the ultimate benefit of the third parties
rather than to properly address the capitalization of the prior
owners.  Accordingly, the Plan fails to comply with 11 U.S.C.
Section 1129(a)(3).

Mr. Simpson notes that the Plan proposes that Class 12 receive
only interest payments for 10 years.  However, during this long
period, the collateral may well diminish in value such that RREF
will not receive the value as of the effective date of the Plan.
Nothing protects RREF from the scenario in which the value
diminishes because there is no meaningful principal reduction in
the allowed claim.  Therefore, the Plan fails to deliver to RREF
property of a value, as of the effective date, that is not less
than value of RREF's collateral.

Mr. Simpson contends that the post-confirmation obligations to be
undertaken under the Plan exceed the revenues from properties of
contemplated to be held by the reorganized debtor.  The Plan also
requires various balloon payments, including over $2.2 million,
just in the case of RREF.  Whether a balloon payment can likely be
made and new financing can be acquired "requires credible evidence
proving that obtaining that financing is a reasonable likelihood."
Accordingly, the Debtor must provide capital beyond its assets to
meet its cashflow needs contemplated by the Plan.  However, the
Plan offers no more than the statement that $200,000 will be
provided by issuance of membership interests in the reorganized
debtor.  This shortfall is exacerbated by the $900,000 in post-
petition debtor's counsel fees that must be repaid.  Moreover,
there is nothing but a statement by the Debtor that third-party
owners of the Debtor will provide such financing.  There is no
contractual commitment or deposit of funds made on which the Court
could base a finding that such funding over a long period will
actually be made.

While the Disclosure Statement states the Debtor intends to
"develop" the collateral property, apparently through ground
leases, nothing specific is provided to the Court on which the
Court could meaningfully assess the feasibility of doing so.  At
bottom, neither the Disclosure Statement nor Plan explain a
credible basis on which to conclude that the Debtor has
contractually binding commitments to fund the operating shortfalls
over the decade-long period contemplated by the Plan.  On this
basis, the Court could not make the requisite finding that
confirmation of the Plan will not likely be followed by
liquidation or the need for further financial reorganization of
the Debtor, Mr. Simpson states.

           Susan Courtney Submits Reservation of Rights

Secured creditor Susan S. Courtney filed a reservation of rights
with respect to the First Amended Plan of Reorganization Dated
November 4, 2013.  The debt owed to Susan Courtney and the debt
owed to Silvia Levkowitz, Trustee, which is Class 10 under the
Amended Plan, are nonrecourse debts with respect to the Debtor,
secured by a Deed of Trust on Unit 204 of Magee Center I Office
Condominium Building.

Counsel for Susan S. Courtney and counsel for the Debtor have
verbally stipulated to a modification of the Amended Plan to
provide that, with the Court's approval, the Property either
(1) will be transferred to Susan Courtney and Silvia Levkowitz as
Trustee or (2) will be sold and the proceeds applied to pay the
costs of sale, the past due property taxes for the Property and
the remaining balance paid 50% each to Susan Courtney and Silvia
Levkowitz as Trustee.  With that modification, Susan Courtney does
not have any objection to the Amended Plan, provided that Susan
Courtney and Silvia Levkowitz as Trustee reserve all rights
against Magee Como Development Association, LLC to the extent the
value of the Property or net sale proceeds received by Susan
Courtney and Silvia Levkowitz as Trustee are less than the total
of the past due property taxes for the Property plus the entire
unpaid balance of the Susan Courtney and Levkowitz Debts.

               U.S. Bank Reserves Rights Under Plan

U.S. Bank National Association, as Trustee, for the registered
holders of COBALT CMBS Commercial Mortgage Trust 2006-C1,
Commercial Mortgage Pass-Through Certificates, Series 2006-C1,
filed a response and reservation of rights in connection with the
Debtor's First Amended Plan of Reorganization dated November 4,
2013.

The Trust objects to the First Amended Plan to the extent that the
Debtor intends for the First Amended Plan to in any way impair,
alter or otherwise affect the Trust's secured claim and
collateral, including, without limitation, the Trust's rights
under the Loan Documents, the Ground Lease, and applicable law.
The Trust expressly reserves all rights and remedies under the
Loan Documents and applicable law including, without limitation,
the right to object to any amended plan or disclosure statement
that seeks to impair, alter or otherwise affect the Trust's rights
and remedies under the Loan Documents, Ground Lease and applicable
law.

                        About 250 AZ, LLC

250 AZ, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
13-00851) in Tucson, Arizona, on Jan. 22, 2013.  In its schedules,
the Debtor disclosed $25 million in assets and $70.8 million in
liabilities.  250 AZ owns an 84.70818% tenant in common interest
in a 29-story office building located at 250 East Fifth Street, in
Cincinnati, Ohio.

The Debtor is represented by Dennis M. Breen, III, Esq., and John
E. Olson, Esq. at Breen Olson & Trenton, LLP as counsel.

The U.S. Trustee said an official committee of unsecured creditors
has not been appointed because an insufficient number of persons
holding unsecured claims against the company have expressed
interest in serving on a committee.


250 AZ: Has Deal With Secured Class 10 Creditors
------------------------------------------------
The Bankruptcy Court has approved a stipulation between 250 AZ,
LLC, and Class 10 Secured Creditors, Susan Courtney and Sylvia
Levkowitz, Trustee of the Sylvia Levkowitz Survivor's Trust.  The
real property which secures the Secured Class 10 Creditors' Claim
is located at 2292 W. Magee Road, Unit 204, Tucson, Arizona,
85741.

The Debtor agrees that the Secured Class 10 Creditors will be
granted relief from the automatic stay to pursue whatever remedies
are available to said Secured Class 10 Creditors to foreclose on
the property and all such remedies will be with a reservation by
Secured Class 10 Creditors of all rights against Magee Como
Development Association, LLC, including but not limited to the
right to any deficiency against Magee Como as permitted under
Arizona law.

The Debtor, upon the request of the Secured Creditors, will
execute such documents and instruments as are reasonably necessary
to facilitate Secured Creditors in obtaining a Deed in Lieu of
Foreclosure, or any other documents and instruments reasonably
necessary to facilitate Secured Creditors in foreclosing its lien
upon said property with a reservation of all Secured Class 10
Creditors' rights against Magee Como.

The Secured Creditors will constitute votes in favor of accepting
Debtor's Plan of Reorganization from Secured Creditors as to Class
10 of the Debtor's Plan.

                        About 250 AZ, LLC

250 AZ, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
13-00851) in Tucson, Arizona, on Jan. 22, 2013.  In its schedules,
the Debtor disclosed $25 million in assets and $70.8 million in
liabilities.  250 AZ owns an 84.70818% tenant in common interest
in a 29-story office building located at 250 East Fifth Street, in
Cincinnati, Ohio.

The Debtor is represented by Dennis M. Breen, III, Esq., and John
E. Olson, Esq. at Breen Olson & Trenton, LLP as counsel.

The U.S. Trustee said an official committee of unsecured creditors
has not been appointed because an insufficient number of persons
holding unsecured claims against the company have expressed
interest in serving on a committee.


710 LONG RIDGE: Files Brief in Support of First Amended Plan
------------------------------------------------------------
710 Long Ridge Road Operating Company II has filed a brief in
support of the confirmation of its first amended plan of
reorganization.

Michael D. Sirota, Esq., of Cole Schotz Meisel Forman & Leonard
P.A., states that while these cases have presented a myriad of
complex legal issues, intersecting national labor and bankruptcy
laws, the critical undisputed facts and application of Third
Circuit precedent compel confirmation of the Amended Plan.

The Debtors are five sub-acute and long-term nursing care
facilities that provide quality care to the elderly in
Connecticut. The Debtors employ 1,140 workers approximately 700 of
which are subject to collective bargaining agreements with the
Union that expired in 2012.  For the three years prior to the
commencement of these cases, the Debtors operated at cumulative
negative EBITDA of $26.7 million.  Since 2003, non-Debtor
affiliated entities have extended $44 million in various forms of
credit in order to allow the Debtors to continue to operate and,
among other things, care for the elderly.

According to Mr. Sirota, the Debtors are projected to operate at
negative EBITDA of approximately $2 million per year for a total
loss of $8 million over the next four years.  In the face of
continued litigation with the NLRB, appeals of every decision made
by this Court and the extensive post-confirmation operating
losses, the Plan Sponsor Group and Backstop Funder have agreed to
(i) waive $31 million in claims against the Debtors and the
Estate, (ii) waive $13 million in cure payments, (iii) fund the
$500,000 Plan Distribution Contribution Amount, (iv) back-stop
obligations set forth in the First Amended Plan, including
distributions to Allowed Class 5 Claims in the amount of $3
million, and (v) make such funds available to the applicable
Debtor to meet operating shortfalls post Effective Date (or fund a
further distribution to Class 6) in the amount of approximately $8
million.  Further, in the event the NLRB obtains a final non-
appealable judgment against the Debtors on the Backpay Claims in
the ALJ Proceedings, Care One, LLC shall contribute additional
funds to the Plan Distribution Contribution Amount such that the
Plan Distribution Contribution Amount equals $5 million.  All of
those contributions are being made to attempt to save these
facilities from closure.  Over the next four years, the Debtors'
union labor force will be paid approximately $95 million as a
direct result of the Plan Sponsor Group's and Backstop Funder's
contributions.

Mr. Sirota states that in the face of these undisputed facts, the
NLRB and Union (who are interchangeable) seek to prevent
confirmation to protect presently unenforceable, contingent and
speculative claims which will be litigated over the next several
years.  In other words, rather than receive assurance today of up
to $5,000,000 on their potential claims, they would prefer to
defeat confirmation, liquidate these facilities, cause the
relocation of frail and elderly patients and put the hard-working
people they purportedly represent on the unemployment line.  Based
upon these compelling facts, the Amended Plan satisfies all the
applicable requirements of Section 1129 of the Bankruptcy Code and
should be confirmed.

The Bankruptcy Court had adjourned a Jan. 30 hearing to confirm
the Plan.  That hearing was later rescheduled to Feb. 7 and
continued to Feb. 10, according to the claims agent's Web site.
Based on the case docket, the Court has yet to enter a decision on
the Plan.

          About 710 Long Ridge Road Operating Company II

710 Long Ridge Road Operating Company II, LLC and four affiliates
own sub-acute and long-term nursing care facilities for the
elderly in Connecticut.  The facilities, which are managed by
HealthBridge Management LLC, are Long Ridge of Stamford, Newington
Health Care Center, Westport Health Care Center, West River Health
Care Center, and Danbury Health Care Center.

710 Long Ridge Road Operating Company II and its affiliates sought
Chapter 11 protection (Bankr. D.N.J. Case Nos. 13-13653 to 13-
13657) on Feb. 24, 2013, to modify their collective bargaining
agreements with the New England Health Care Employees Union,
District 1199, SEIU.

The Debtors owe $18.9 million to M&T Bank and $7.99 million on
loans from the U.S. Department of Housing and Urban Development
Federal Housing Administration.

Michael D. Sirota, Esq., Gerald Gline, Esq., David Bass, Esq., and
Ryan T. Jareck, Esq., serve as counsel to the Debtors.  Logan &
Company, Inc. is the claims and notice agent.  Alvarez & Marsal
Healthcare Industry Group, LLC, is the financial advisor.

Porzio, Bromberg & Newman, P.C.'s Robert M. Schechter, Esq., and
Rachel Segall, Esq., represents the Official Committee of
Unsecured Creditors.  The Committee retained EisnerAmper LLP as
accountant.

Levy Ratner's Suzanne Hepner, Esq., and Ryan J. Barbur, Esq.,
represent the New England Health Care Workers, District 1199 SEIU.

Abby Propis Simms, Esq., Julie L. Kaufman, Esq., Nancy E. Kessler
Platt, Esq., Dawn L. Goldstein, Esq., Paul Thomas, Esq., and John
McGrath, Esq., at the National Labor Relations Board Special
Litigation Branch in Washington, D.C., argue for the National
Labor Relations Board.


ACCESS MIDSTREAM: Moody's Raises Corp. Family Rating to 'Ba1'
-------------------------------------------------------------
Moody's Investors Service upgraded Access Midstream Partners,
L.P.'s (ACMP) Corporate Family Rating (CFR) to Ba1 from Ba2.
Moody's also upgraded the company's existing senior unsecured
notes ratings to Ba2 from Ba3. The Speculative Grade Liquidity is
unchanged at SGL-2 and the rating outlook remains positive.

"ACMP's upgrade to Ba1 reflects the company's strong execution on
its growth capital spending, rising cash flows, and declining
financial leverage," commented Pete Speer, Moody's Vice-President.
"The partnership is also working to diversify its customer base
and reduce its customer concentration with Chesapeake Energy."

Issuer: Access Midstream Partners, L.P.

Upgrades:

Corporate Family Rating, Upgraded to Ba1 from Ba2

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

Senior Unsecured Regular Bond/Debentures, Upgraded to Ba2, LGD4
64% from Ba3, LGD4 63%

Senior Unsecured Shelf, Upgraded to (P)Ba2 from (P)Ba3

Subordinated Shelf, Upgraded to (P)Ba3 from (P)B1

Ratings Rationale

ACMP's Ba1 rating is supported by the stability of its
substantially all fee-based revenues, contractually limited volume
risk, growing scale, and broad geographic and basin
diversification. The partnership continues to successfully
complete its large capital spending program with meaningful equity
funding which is reducing financial leverage. ACMP is targeting
financial leverage (Debt/EBITDA) in the 3.5x to 4x range and
distribution coverage above 1.2x, which is relatively conservative
given the stability of its earnings. These positive attributes are
tempered by the partnership's significant customer concentration
with Chesapeake Energy (Chesapeake, Ba2 stable).

The positive outlook reflects Moody's expectation that ACMP's
exposure to Chesapeake will be reduced over the next eighteen
months while its cash flows continue to increase and credit
metrics strengthen. Management has announced a goal of reducing
the partnership's revenue exposure to Chesapeake to 50%. ACMP
expects to achieve this through a combination of further asset
divestitures by Chesapeake and organic expansion with other
customers in the basins it operates.

The ratings could be upgraded to Baa3 if ACMP substantially
achieves its goal of reduced exposure to Chesapeake while
sustaining Debt/EBITDA below 4x. The ratings of Chesapeake will
continue to be a meaningful consideration in ACMP's ratings even
at the partnership's 50% targeted level, so increases or decreases
in Chesapeake's ratings would be positive or negative to ACMP's
ratings although not necessarily in lockstep. Though unlikely
based on current trends, ACMP's ratings could be downgraded if the
partnership's Debt/EBITDA rises over 5x because of insufficient
equity funding of growth or acquisitions and/or weaker than
expected earnings.

The Ba2 ratings on the senior notes reflect ACMP's overall
probability of default of Ba1-PD and a loss given default of LGD 4
(64%). The partnership's $1.75 billion revolver is secured by
substantially all of its assets. The outstanding senior notes are
all unsecured and have subsidiary guarantees on a senior unsecured
basis. Therefore the notes are subordinated to the senior secured
credit facility's potential priority claim to the partnership's
assets, resulting in the notes being rated Ba2, one notch beneath
the Ba1 Corporate Family Rating (CFR) under Moody's Loss Given
Default Methodology.

The SGL-2 rating is based on Moody's expectation that ACMP will
have good liquidity into 2015. Entering 2014, the partnership had
$1.4 billion availability on its committed $1.75 billion revolving
credit facility that matures in May 2018. This available borrowing
capacity will cover forecasted negative free cash flow into 2015,
although Moody's expects ACMP to continue to execute periodic
equity and senior notes issuances to maintain ample availability
on the revolver. The partnership has good covenant headroom that
should expand as its leverage declines and given the size and
diversity of its asset base it can sell assets to raise cash.

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

Access Midstream Partners, L.P. is a publicly traded midstream
energy master limited partnership that is headquartered in
Oklahoma City, Oklahoma. The Williams Companies (Williams, Baa3
stable) and Global Infrastructure Partners (unrated) each own 50%
of ACMP's general partner and a sizable proportion of its limited
partner interests.


ACME RECYCLING: Files Chapter 11 in Central Florida
---------------------------------------------------
The Orlando Sentinel reports that Acme Recycling Industries LLC
filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 14-01191)
on Jan. 31, 2014.  The Debtor estimated $0 to $50,000 in assets
and $0 to $50,000 in liabilities.  The company creditors' meeting
is set March 3.  The company is located in 1430 Dolgner Place,
Sanford, Florida.


ADAMIS PHARMACEUTICALS: Austin Marxe Stake at 5.3% as of Dec. 31
----------------------------------------------------------------
Austin W. Marxe, David M. Greenhouse and Adam C. Stettner
disclosed in a Schedule 13G filed with the U.S. Securities and
Exchange Commission that as of Dec. 31, 2013, they beneficially
owned 525,00 shares of common stock of Adamis Pharmaceuticals
Corporation representing 5.3 percent of the shares outstanding.
A copy of the regulatory filing is available for free at:

                         http://is.gd/Bzipxt

                            About Adamis

San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC
QB: ADMP) is a biopharmaceutical company engaged in the
development and commercialization of specialty pharmaceutical and
biotechnology products in the therapeutic areas of respiratory
disease, allergy, oncology and immunology.

The Company's independent registered public accounting firm has
included a "going concern" explanatory paragraph in its report on
the Company's financial statements for the years ended March 31,
2013, and 2012, indicating that the Company has incurred recurring
losses from operations and has limited working capital to pursue
its business alternatives, and that these factors raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company's balance sheet at Sept. 30, 2013, showed $3.52
million in total assets, $8.45 million in total liabilities and a
$4.93 million total stockholders' deficit.

                        Bankruptcy Warning

"Our management intends to address any shortfall of working
capital by attempting to secure additional funding through equity
or debt financings, sales or out-licensing of intellectual
property assets, seeking partnerships with other pharmaceutical
companies or third parties to co-develop and fund research and
development efforts, or similar transactions.  However, there can
be no assurance that we will be able to obtain any sources of
funding.  If we are unsuccessful in securing funding from any of
these sources, we will defer, reduce or eliminate certain planned
expenditures.  There is no assurance that any of the above options
will be implemented on a timely basis or that we will be able to
obtain additional financing on acceptable terms, if at all.  If
adequate funds are not available on acceptable terms, we could be
required to delay development or commercialization of some or all
of our products, to license to third parties the rights to
commercialize certain products that we would otherwise seek to
develop or commercialize internally, or to reduce resources
devoted to product development.  In addition, one or more
licensors of patents and intellectual property rights that we have
in-licensed could seek to terminate our license agreements, if our
lack of funding made us unable to comply with the provisions of
those agreements.  If we did not have sufficient funds to continue
operations, we could be required to seek bankruptcy protection or
other alternatives that could result in our stockholders losing
some or all of their investment in us.  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, make it more difficult to
obtain required financing on favorable terms or at all, negatively
affect the market price of our common stock and could otherwise
have a material adverse effect on our business, financial
condition and results of operations," the Company said in its
quarterly report for the period ended Sept. 30, 2013.


ADEPT TECHNOLOGIES: Hearing on Plan Objections Continued to Mar. 3
------------------------------------------------------------------
The hearing on the objections filed by First Volunteer Bank and
Birmingham City Wide Local Development Company, Inc. and Southern
Development Council, Inc., to confirmation of ADEPT Technologies,
LLC's Chapter 11 Plan has been rescheduled for March 3, 2014, at
9:00 a.m.

As reported by the Troubled Company Reporter, the Plan proposes a
10% recovery for allowed general unsecured claims.  Under the
Plan, First Volunteer Bank will retain its lien on the collateral
securing the Debtor's $129,536 prepetition loan until the time the
debt is paid in full, with the secured claim to be paid through
monthly payments of $943 per month; (ii) PNC Bank's $6.2 million
secured claim will be paid through the execution of a new
promissory note to be secured by the same collateral upon which
PNC had a lien prepetition according to its same priority; and
(iii) the Debtor will restructure its $2.2 million and $135,078
secured debt with Southern Development Council, Inc., and will
assume the debt according to the terms and conditions of the
existing finance agreements in place.  SDC will retain its lien on
the collateral securing the debt until the time the debt is paid
in full.

                     About ADEPT Technologies

ADEPT Technologies, LLC, filed a Chapter 11 petition (Bankr. N.D.
Ala. Case No. 12-83490) on Oct. 31, 2012, in Decatur, Alabama.
The Debtor, which has principal assets located in Huntsville,
Alabama, estimated assets of $10 million to $50 million and
liabilities of up to $10 million.  Judge Jack Caddell presides
over the case.  Kevin D. Heard, Esq., at Heard Ary, LLC,
represents the Debtor as counsel.  The petition was signed by Brad
Fielder, managing member.

Creditor PNC Bank is represented by Kevin C. Gray, Esq., Matthew
W. Grill, Esq., and Christine K. Borton, Esq., at Maynard, Cooper
& Gale, P.C., in Birmingham, Alabama.


AEROGROW INTERNATIONAL: Justin Borus Held 15.6% Stake at Dec. 31
----------------------------------------------------------------
Justin B. Borus and his affiliates disclosed in an amended
Schedule 13G filed with the U.S. Securities and Exchange
Commission that as of Dec. 31, 2013, they beneficially owned
919,011 shares of common stock of AeroGrow International, Inc.,
representing 15.6 percent of the shares outstanding.  The
reporting persons previously owned 1,075,911 common shares at
March 31, 2013.  A copy of the regulatory filing is available for
free at http://is.gd/Kl25m7

                          About AeroGrow

Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.

Aerogrow incurred a net loss of $8.25 million for the year ended
March 31, 2013, a net loss of $3.55 million for the year ended
March 31, 2012, and a net loss of $7.92 million for the year
ended March 31, 2011.

The Company's balance sheet at Sept. 30, 2013, showed $4.34
million in total assets, $2.23 million in total liabilities and
$2.10 million in total stockholders' equity.


ALION SCIENCE: Announces Exchange Offer and Units Offering
----------------------------------------------------------
Alion Science and Technology Corporation filed with the U.S.
Securities and Exchange Commission a Form S-1 registration
statement relating to:

   (a) the Company's offer to exchange all of its outstanding
       $235,000,000 10.25 percent Senior Notes due 2015
       for an aggregate of: up to $235,000,000 of its Third-Lien
       Senior Secured Notes due 2019 (together with up to 940,000
       Warrants to Purchase up to 3,127,075 Shares of Common
       Stock) and up to $20,000,400 in Cash (Subject to Proration)
       and the Solicitation of Consents; and

   (b) the offering of up to 9,603 Units consisting of an
       aggregate of up to $9,603,000 of its Third-Lien Senior
       Secured Notes due 2019 (together with up to 38,412 Warrants
       to Purchase up to 145,361 Shares of Common Stock) Available
       to holders of Old Notes.

The Exchange Offer and Consent Solicitation will expire at 9:00
a.m., New York City time, on _____, 2014, unless extended by the
Company.  Holders who tender Old Notes at or prior to 5:00 p.m.,
New York City time, on ______, 2014, unless extended by the
Company, will receive an Early Tender Payment.  Tenders of Old
Notes may be withdrawn at or prior to 5:00 p.m., New York City
time, on _______, 2014, unless extended by the Company, but not
thereafter.

The Unit Offering will expire on the Early Tender Date.  The
election to purchase Units in the Unit Offering cannot be revoked
except that a valid withdrawal of Old Notes in the Exchange Offer
will be deemed to have revoked any election to purchase Units in
the Unit Offering.

A copy of the preliminary prospectus is available for free at:

                        http://is.gd/XA3KUO

                        About Alion Science

Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis.  Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.

Alion Science has been reporting losses for four consecutive years
from Sept. 30, 2010, to Sept. 30, 2013.  This year, Alion Science
incurred a net loss of $36.59 million.

The Company's balance sheet at Sept. 30, 2013, showed $624.62
million in total assets, $793.86 million in total liabilities,
$61.89 million in redeemable common stock, $20.78 million in
common stock warrants, $130,000 in accumulated other comprehensive
loss and a $252.05 million accumulated deficit.

Deloitte & Touche LLP, in McLean, Virginia, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that the Company does not expect to be able to repay its existing
debt at their scheduled maturities.  The Company's financing
needs, its recurring net losses, and its excess of liabilities
over assets raise substantial doubt about its ability to continue
as a going concern, the auditors stated.

                         Bankruptcy Warning

The Company said in the Annual Report for the year ended Sept. 30,
2013, "Management's cash flow projections indicate that absent a
refinancing transaction or series of transactions, the Company
will be unable to pay the principal and accumulated unpaid
interest on its Secured Notes and Unsecured Notes when those
instruments mature in November 2014 and February 2015,
respectively.  Our liabilities exceed our assets and we do not
have sufficient cash flow from operating activities to repay the
Secured and Unsecured Notes at maturity.  Our history of
continuing losses, our financial position, and the substantial
liquidity needs we face, could make refinancing our debt more
difficult and expensive and raises substantial doubt about the
Company's ability to continue as a going concern.  Management is
actively engaged in the process of refinancing our existing
indebtedness, including identifying additional potential sources
of cash to refinance, retire or amend Alion's existing long term
debt agreements."

"We have reached a preliminary understanding with the holders of a
majority of our outstanding Unsecured Notes regarding potential
refinancing transactions involving our outstanding indebtedness
and are negotiating a definitive agreement.  However, management
can provide no assurance that Alion will be able to enter into a
definitive agreement or conclude a refinancing of its Unsecured
Notes or that additional financing will be available to retire or
replace its Secured Notes, and if available, that the terms of any
transaction would be favorable.  Default under the Unsecured Note
Indenture or the Secured Note Indenture could allow our debt
holders to declare all amounts outstanding under the revolving
credit facility, the Secured Notes and the Unsecured Notes to be
immediately due and payable.  Any event of default could have a
material adverse effect on our business, financial condition and
operating results if creditors were to exercise their rights,
including proceeding against substantially all of our assets that
secure the Credit Agreement and the Secured Notes, and possibly
cause us to invoke insolvency proceedings including, but not
limited to, a voluntary case under the U.S. Bankruptcy Code,"
the Company added.


ALLENS INC: Has Until April 26 to Decide on Leases
--------------------------------------------------
The Hon. Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas has extended, at the behest of Allens, Inc.,
and its affiliate, the time within which the Debtors may assume,
assume and assign, or reject unexpired non-residential real
property leases until April 26, 2014.

On Feb. 12, 2014, the Court entered the order (i) authorizing and
approving the sale of substantially all of the assets of the
Debtor Allens, Inc., to Sager Creek Acquisition Corp., free and
clear of all liens, claims, encumbrances, and interests; and
(ii) approving the assumption and assignment of certain Of the
Debtor's executory contracts and unexpired leases.  The Debtors
expect the Sale to close on Feb. 28, 2014.

In connection with the Sale, the Sager Creek will be assuming
certain executory contracts and unexpired leases.  The Debtors
intend to assume and assign to Sager Creek certain of the Leases;
however, the Sale is not likely to close prior to the previous
Feb. 25, 2014 deadline to assume or reject unexpired leases of
nonresidential real property.  The Debtors will need additional
time to determine whether to assume or reject certain of the other
Leases.

On Feb. 6, 2014, creditor SourceGas Arkansas Inc. filed an
objection to the Debtor's Jan. 27, 2014 supplemental notice of
(i) potential assumption of additional executory contracts and
unexpired leases, cure amounts, and deadline to object thereto for
additional contracts and leases and (ii) the removal of certain
executor contracts and unexpired leases from list of potential
assumed contracts and leases.

The Supplemental Notice listed Arkansas Western Gas, predecessor
entity to SourceGas, as a potential party to an executory
contract, which may or may not be assumed by a successful bidder.
The Supplemental Notice identified the agreement with SourceGas as
an April 1, 2004 "Utilities Agreement".  It further listed the
cure amount owed to SourceGas as $0.  SourceGas claimed that
contrary to the Debtors' assertion, the cure amount owed to
SourceGas under the identified contract is $37,803.24 as of
Oct. 28, 2013: (a) Section 503(b)(9) claim: $1,338.53; and
(b) pre-petition unsecured: $36,464.71.

SourceGas said in its Feb. 6 court filing that in the event the
contract at issue is assumed by a successful bidder, SourceGas
insists that the correct cure amount of $37,803.24 be utilized.
SourceGas concedes the cure amount could be less in the event that
its Chapter 11 Section 503(b)(9) claim is paid in full.

SourceGas is represented by:

         CHISENHALL, NESTRUD & JULIAN, P.A.
         Mark W. Hodge, Esq.
         400 West Capitol Avenue, Suite 2840
         Little Rock, Arkansas 72201
         Tel: (501) 372-5800
         Fax: (501) 372-4941
         E-mail: mhodge@cnjlaw.com

                        About Allens Inc.

Siloam Springs, Arkansas-based Allens, Inc., a maker of canned and
frozen vegetables in business since 1926, filed for bankruptcy
(Bankr. W.D. Ark. Case No. 13-73597) on Oct. 28, 2013, seeking to
sell some divisions or reorganize as a new company.

The Debtors' proposed counsel are Stan D. Smith, Esq., Lance R.
Miller, Esq., and Chris A. McNulty, Esq., at Mitchell, Williams,
Selig, Gates & Woodyard, P.L.L.C., in Little Rock, Arkansas; and
Nancy A. Mitchell, Esq., Maria J. DiConza, Esq., and Matthew L.
Hinker, Esq., at Greenberg Traurig, LLP, in New York.

Jonathan Hickman of Alvarez & Marsal North America, LLC, serves as
the Debtors' chief restructuring officer.  Cary Daniel, Nick
Campbell and Markus Lahrkamp of A&M serve as assistant CROs.

Lazard Freres & Co. LLC and Lazard Middle Market LLC serve as
investment bankers, while GA Keen Realty Advisors, LLC, serves as
real estate advisor to the Debtors.

The Official Committee of Unsecured Creditors has tapped
Eichenbaum Liles P.A.'s Martha Jett McAlister, Esq.; and Cooley
LLP's Cathy Hershcopf, Esq., Jeffrey L. Cohen, Esq., Seth Van
Aalton, Esq., and Robert B. Winning, Esq., as counsel.


ALLENS INC: Court Extends Exclusive Plan Filing Period
------------------------------------------------------
The Hon. Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas entered a bridge order on Feb. 19, 2014,
extending through and until the time the Court has entered an
order determining Allens, Inc., and its affiliate's motion seeking
extension of their exclusive periods.

On Feb. 15, 2014, the Debtors asked the Court to extend (i) the
period within which only the Debtors may file a plan of
reorganization through and including May 26, 2014, and (ii) the
period within which only the Debtors may solicit acceptances of
the plan through and including July 25, 2014.

The Debtors believe that an extension of the Exclusive Periods is
necessary to continue to resolve the various issues in their
Chapter 11 cases to afford the Debtors a meaningful and reasonable
opportunity to propose and confirm a plan of reorganization or
liquidation.

Since the commencement of the cases, the Debtors have been
addressing various issues that are crucial to maximizing the value
of the Debtors' estates.  The Debtors have spent significant time
and effort pursuing a sale of substantially all of Allens' assets,
which sale was approved by this Court on Feb. 11, 2014.  In
addition, the Debtors have devoted substantial time to: (i) filing
various motions necessary to maintain Allens' business and
maximize value for the Debtors' estates, (ii) developing a working
relationship with the Official Committee of Unsecured Creditors,
(iii) filing their schedules of assets and liabilities and
statements of financial affairs, and (iv) conducting a review of
their executory contracts and unexpired leases in an effort to
eliminate unnecessary expenses.

                        About Allens Inc.

Siloam Springs, Arkansas-based Allens, Inc., a maker of canned and
frozen vegetables in business since 1926, filed for bankruptcy
(Bankr. W.D. Ark. Case No. 13-73597) on Oct. 28, 2013, seeking to
sell some divisions or reorganize as a new company.

The Debtors' proposed counsel are Stan D. Smith, Esq., Lance R.
Miller, Esq., and Chris A. McNulty, Esq., at Mitchell, Williams,
Selig, Gates & Woodyard, P.L.L.C., in Little Rock, Arkansas; and
Nancy A. Mitchell, Esq., Maria J. DiConza, Esq., and Matthew L.
Hinker, Esq., at Greenberg Traurig, LLP, in New York.

Jonathan Hickman of Alvarez & Marsal North America, LLC, serves as
the Debtors' chief restructuring officer.  Cary Daniel, Nick
Campbell and Markus Lahrkamp of A&M serve as assistant CROs.

Lazard Freres & Co. LLC and Lazard Middle Market LLC serve as
investment bankers, while GA Keen Realty Advisors, LLC, serves as
real estate advisor to the Debtors.

The Official Committee of Unsecured Creditors has tapped
Eichenbaum Liles P.A.'s Martha Jett McAlister, Esq.; and Cooley
LLP's Cathy Hershcopf, Esq., Jeffrey L. Cohen, Esq., Seth Van
Aalton, Esq., and Robert B. Winning, Esq., as counsel.


ALVARION(R) LTD: TASE Trading Will Continue to Be Suspended
-----------------------------------------------------------
Alvarion(R) Ltd. (in receivership and interim liquidation)
disclosed that by letter dated February 10, 2014, the Company was
notified that the Board of Directors ("BOD") of the Tel Aviv Stock
Exchange ("TASE") has determined, that in light of the trading
suspension in the Company's ordinary shares on NASDAQ and in
accordance with the TASE's rules, trading in the Company's
ordinary shares on the TASE will continue to be suspended.

Furthermore, if the Company's ordinary shares are delisted from
NASDAQ, the suspension of the trading in the Company's ordinary
shares on the TASE will continue due to the receivership
proceedings.  If conditions to renew trading on the TASE will not
be met within 24 months from the commencement of the suspension of
trading on the TASE (namely, by January 15, 2016), the Company's
ordinary shares will be delisted from the TASE, without further
deliberation by the TASE BOD.  Prior to being delisted from TASE,
the TASE will allow for four (4) days of trading, unless the
general manager of the TASE, or his/her representative, decides
otherwise.

                         About Alvarion

With headquarters in Tel Aviv, Israel, Alvarion Ltd. provides
optimized wireless broadband solutions addressing the
connectivity, coverage and capacity challenges of telecom
operators, smart cities, security, and enterprise customers.

The Company reported a net loss of $55.9 million on $49.9 million
of revenue in 2012, compared with a net loss of $33.8 million on
$69.5 million of revenue in 2011.

In July 2013, Alvarion said it has agreed to the appointment of a
receiver and won't contest an attempt by Silicon Valley Bank to
secure a winding up order from theDistrict Court of Tel-Aviv -
Yaffo.

Mr. Yoav Kfir, CPA, has been named as the company's receiver.

The District Court of Tel Aviv -- Yaffo's on July 21, 2013,
approved an operating plan to allow the normal business operation
of the company.


AMERICAN APPAREL: S&P Lowers CCR to 'CCC' on Weak Liquidity
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating to 'CCC' from 'B-' on Los Angeles-based American Apparel
Inc.  The outlook is developing.

S&P also lowered its issue-level ratings on the company's
$200 million senior secured notes due 2020 to 'CCC-' from 'B-',
and revised the recovery rating to '5' from '4'.  The '5' recovery
rating indicates S&P's expectation of modest recovery (10% to 30%)
in the event of a payment default.

"We believe the company could lose access to funding under its
revolving credit facility as a result of noncompliance with
financial covenants if it cannot secure an amendment to the
facility," said Standard & Poor's credit analyst Linda Phelps.

Standard & Poor's continues to view American Apparel's financial
profile as "highly leveraged," given its expectation for credit
measures to remain in line with indicative ratios for that
descriptor, which includes debt to EBITDA of more than 5x and
funds from operations to debt cash flow of less than 12%.  S&P
believes American Apparel's business risk profile continues to be
"vulnerable," given its still weak profitability, narrow business
focus, and participation in a highly competitive and volatile
specialty apparel segment, which is subject to fashion risk and
still-weak consumer spending.

The rating outlook is developing, reflecting S&P's concerns
regarding the company's weak liquidity and the possibility that
the company could lose access to funding if it fails to amend its
credit facility.  S&P could lower its rating if that transpires
and liquidity becomes constrained.


AMERICAN AXLE: Ameriprise Financial Holds 6.5% Equity Stake
-----------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Ameriprise Financial, Inc., and Columbia Management
Investment Advisers, LLC, disclosed that as of Dec. 31, 2013, they
beneficially owned 4,883,368 shares of common stock of American
Axle & MFG Holdings representing 6.46 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/zro9O8

                         About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.

The Company's balance sheet at Sept. 30, 2013, showed
$3.11 billion in total assets, $3.16 billion in total liabilities
and a $46.8 million total stockholders' deficit.

                           *     *     *

In September 2012, Moody's Investors Service affirmed the 'B1'
Corporate Family Rating (CFR) and Probability of Default Rating
(PDR) of American Axle.

American Axle carries a 'BB-' corporate credit rating from
Standard & Poor's Ratings Services.  "The 'BB-' corporate credit
rating on American Axle reflects the company's 'weak' business
risk profile and 'aggressive' financial risk profile, which
incorporate substantial exposure to the highly cyclical light-
vehicle market," S&P said, as reported by the TCR on Sept. 6,
2012.

As reported by the TCR on Sept. 5, 2013, Fitch Ratings has
affirmed the 'B+' Issuer Default Ratings of American Axle &
Manufacturing Holdings, Inc. (AXL) and its American Axle &
Manufacturing, Inc. (AAM) subsidiary.  The ratings and Positive
Outlook for AXL and AAM are supported by Fitch's expectation that
the drivetrain and driveline supplier's credit profile will
strengthen over the intermediate term, despite some deterioration
over the past year.


ANACOR PHARMACEUTICALS: T. Rowe Price No Longer Owns Shares
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, T. Rowe Price Associates, Inc., disclosed
that as of Dec. 31, 2013, it has ceased to be the beneficial owner
of more than five percent of Anacor Pharmaceuticals Inc common
stock.  A copy of the regulatory filing is available for free at:

                         http://is.gd/8klnLZ

                    About Anacor Pharmaceuticals

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

As reported in the TCR on Mar 25, 2013, Ernst & Young LLP, in
Redwood City, California, in its report on the Company's financial
statements for the year ended Dec. 31, 2012, expressed substantial
doubt about the Company's ability to continue as a going concern,
citing the Company's recurring losses from operations and its need
for additional capital.

The Company's balance sheet at Sept. 30, 2013, showed $44.88
million in total assets, $52.15 million in total liabilities,
$4.95 million in redeemable common stock and a $12.22 million
total stockholders' deficit.


ANAREN INC: S&P Assigns 'B' CCR Following Leveraged Buyout
----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to East Syracuse, N.Y.-based Anaren Inc.
The outlook is stable.

S&P also assigned its 'B+' issue-level rating and '2' recovery
rating to the company's $165 million senior secured first-lien
credit facility, which consists of a $145 million senior secured
first-lien term loan due 2021 and a $20 million revolving credit
facility due 2019.  The '2' recovery rating indicates S&P's
expectations for substantial (70%-90%) recovery in the event of
payment default.  S&P also assigned its 'CCC+' issue-level rating
and '6' recovery rating to the $70 million senior secured second-
lien term loan due 2021.  The '6' recovery rating indicates S&P's
expectations for negligible (0%-10%) recovery in the event of
payment default.

"The ratings on Anaren reflect the company's 'weak' business risk
profile (as defined by our criteria), incorporating the company's
limited scale, customer and end-market concentration, and highly
leveraged financial profile, reflecting pro forma leverage in the
mid-6x area and our view that the company's purchase by a
financial sponsor is likely to preclude sustained deleveraging
over the longer term," said Standard & Poor's credit analyst David
Tsui.

S&P views the industry risk as "moderately high" and the country
risk as "low".  Anaren is a provider of microelectronics and
electric components serving the space and defense (S&D) and
wireless end markets.

Anaren's "weak" business risk profile reflects the firm's limited
scale and reliance on a small number of customers in both the S&D
and wireless businesses.  Anaren's principal S&D customers are
large defense contractors that typically arrange single-supplier
contracts with Anaren for components used in their direct
government contracts.  The wireless business provides components
and assemblies to large telecom original equipment manufacturers
(OEMs) used primarily in cellular base stations and other wireless
infrastructure applications.  Although Anaren has several long-
term single-supplier contracts in the S&D group, it is reliant on
three large defense contractors -- Lockheed Martin, Raytheon, and
Northrop Grumman -- for over half of S&D revenues.

The outlook is stable, reflecting S&P's expectation that the
company's involvement in high priority military radar and
communication modernization contracts along with growing
investment in 4G cellular networks will support moderate revenue
and EBITDA growth over the next 12 months.

S&P could lower the rating if delays and reduced orders on key
defense contracts or slow adoption of 4G infrastructure outside
the U.S. lead to EBITDA declines and sustained leverage over 7x.

Ratings upside is limited by Anaren's highly leveraged financial
profile and an ownership structure that is likely to preclude
sustained deleveraging.


API TECHNOLOGIES: Incurs $7.2 Million Net Loss in Fiscal Q4
-----------------------------------------------------------
API Technologies Corp. reported a net loss of $7.24 million on
$59.13 million of net revenue for the three months ended Nov. 30,
2013, as compared with a net loss of $12.30 million on $53.36
million of net revenue for the same period during the prior year.

For the 12 months ended Nov. 30, 2013, the Company incurred a net
loss of $7.22 million on $244.30 million of net revenue as
compared with a net loss of $148.70 million on $242.38 million of
net revenue last year.

As of Nov. 30, 2013, the Company had $304.57 million in total
assets, $147.14 million in total liabilities, $26.32 million in
redeemable preferred stock and $131.10 million in shareholders'
equity.

"Over the past twelve months we have successfully de-levered our
balance sheet, driven operational efficiencies, and introduced
innovative and differentiated products, resulting in design wins
and sales funnel growth in both our defense and commercial end
markets.  Notwithstanding a challenging defense budget
environment, we have grown our defense revenue year over year, a
testament to our technologically advanced solutions and ability to
adapt to a changing defense landscape," said Bel Lazar, president
and chief executive officer of API Technologies.

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

                         http://is.gd/szg5n1

                      About API Technologies

API Technologies designs, develops and manufactures electronic
systems, subsystems, RF and secure solutions for technically
demanding defense, aerospace and commercial applications.  API
Technologies' customers include many leading Fortune 500
companies.  API Technologies trades on the NASDAQ under the symbol
ATNY.  For further information, please visit the Company Web site
at www.apitech.com.

For the nine months ended Aug. 31, 2013, the Company reported net
income of $15,000 on $185.16 million of net revenue.  For the 12
months ended Nov. 30, 2012, the Company reported a net loss of
$148.70 million, as compared with a net loss of $17.32 million
during the prior year.

                           *     *     *

As reported by the TCR on Feb. 14, 2013, Moody's Investors Service
has withdrawn all ratings of API Technologies Corp., including its
Caa1 Corporate Family Rating and negative outlook due to the
repayment of all rated debt.  On Feb. 6, 2013, API Technologies
Corp. completed a refinancing of its previously outstanding rated
bank debt.  All ratings of API have been withdrawn since the
company has no rated debt outstanding.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services said that it lowered its corporate credit rating
on API Technologies Corp. to 'B-' from 'B'.

"The downgrade reflects weaker-than-expected credit metrics
resulting from less-than-expected improvements in operating
performance and higher debt, including a modest increase from the
recent refinancing," said Standard & Poor's credit analyst Chris
Mooney.


APPLIED MINERALS: Berylson Master Stake at 6.6% as of Dec. 31
-------------------------------------------------------------
Berylson Master Fund, LP, Berylson Capital Partners, LLC, and
James Berylson disclosed in an amended Schedule 13G filed with the
U.S. Securities and Exchange Commission that as of Dec. 31, 2013,
they beneficially owned 6,434,524 shares of common stock of
Applied Minerals Inc. representing 6.6 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/4R5FHh

                       About Applied Minerals

New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications.  The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere.  Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.

Applied Minerals incurred a net loss of $9.73 million in 2012 as
compared with a net loss of $7.43 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $16.90 million in total
assets, $13.25 million in total liabilities and $3.64 million in
total stockholders' equity.

                         Bankruptcy Warning

"The Company has had to rely mainly on cash flow generated from
the sale of stock and convertible debt to fund its operations.  If
the Company is unable to fund its operations through the
commercialization of its minerals at the Dragon Mine, it may have
to file bankruptcy, as there is no assurance of the foregoing,"
the company said in its annual report for the year ended Dec. 31,
2012.


ARMAND ASSANTE: GA Keen to Auction Real Estate Properties
---------------------------------------------------------
GA Keen Realty Advisors, the real estate division of Great
American Group, Inc., has been retained by Paul Banner, Chapter 7
Trustee of debtor Armand Assante, to market and auction his
residential farm estate and related properties.  The properties
are located in Campbell Hall, NY (Orange County).

"This unique real estate is located in an upscale rural location
with ample land and breathtaking views," said GA Keen Realty
Advisors Co-President, Matthew Bordwin.  "The massive estate,
located near Stewart Airport in New Windsor, NY, offers an
outstanding home and/or endless redevelopment opportunities."

Located at 435, 451 and 467 Hulsetown Road in Campbell Hall, NY,
the properties include:

The properties are being marketed as part of a bankruptcy auction
process, which is subject to court approval.  The deadline for
submitting qualified bids is May 2 and an auction will be held on
May 6 for qualified bidders.

For more information about the properties, call 646-381-9222 or
email Matthew Bordwin at mbordwin@greatamerican.com Chris Mahoney
at cmahoney@greatamerican.com or Stacy Garofalo at
sgarofalo@greatamerican.com

               About GA Keen Realty Advisors, LLC

Located in New York, GA Keen Realty Advisors --
http://www.greatamerican.com/keen-- provides real estate
analysis, valuation and strategic planning services, brokerage,
M&A, auction services, lease restructuring services and real
estate capital market services.

            About Great American Group, Inc.

Great American Group -- http://www.greatamerican.com-- is a
provider of asset disposition and auction solutions, advisory and
valuation services, capital investment, and real estate advisory
services for an extensive array of companies.  A trusted strategic
partner at every stage of the business lifecycle, 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.  The company has in-depth experience within the
retail, industrial, real estate, healthcare, energy and technology
industries.  The corporate headquarters is located in Woodland
Hills, Calif. with additional offices in Atlanta, Boston,
Charlotte, N.C., Chicago, Dallas, Melville, N.Y., New York,
Norwalk, Conn., San Francisco, London, Milan and Munich.


AS SEEN ON TV: Posts $2.3 Million Net Income in Dec. 31 Quarter
---------------------------------------------------------------
As Seen On TV, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $2.26 million on $502,507 of revenues for the three months
ended Dec. 31, 2013, as compared with a net loss of $15.14 million
on $5.83 million of revenues for the same period last year.

For the nine months ended Dec. 31, 2013, the Company reported a
net loss of $9.12 million on $1.88 million of revenues as compared
with a net loss of $13.70 million on $6.87 million of revenues for
the same period during the prior year.

The Company's balance sheet at Dec. 31, 2013, showed $6.51 million
in total assets, $4.22 million in total liabilities and $2.29
million in total shareholders' equity.

                          Bankruptcy Warning

"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
Company said in the Quarterly report.

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

                        http://is.gd/05q3mN

                        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.

As Seen On TV disclosed net income of $3.69 million on $10.10
million of revenues for the year ended March 31, 2013, as compared
with a net loss of $8.07 million on $8.16 million of revenues
during the prior year.

EisnerAmper LLP, in Edison, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended March 31, 2013.  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.


ATLANTIC & PACIFIC: Moody's Keeps 'Caa2' CFR & 'B3' Sr. Debt Rtng
-----------------------------------------------------------------
Moody's Investors Service changed the ratings outlook of The Great
Atlantic & Pacific Tea Company, Inc. ("A&P") to stable from
negative and affirmed the company's Caa2 corporate family rating
and Caa2-PD probability of default rating. Additionally the B3
rating on A&P's $235 million first lien senior secured term loan
facility was also affirmed.

"Although we still think that A&P's capital structure is
unsustainable, it's operating performance and liquidity have
demonstrated some improvement as management initiatives have had a
positive impact on profitability, cash flow and traffic", Moody's
Senior Analyst Mickey Chadha stated. "However, same store sales
growth continues to underperform and reversing the company's brand
erosion due to an extended period of underperformance will
continue to be challenging in light of stiff competition and a
sluggish economy", Chadha further stated.

Ratings Rationale

The Caa2 corporate family rating reflects A&P's weak operating
performance, very weak credit metrics and our opinion that A&P's
cash interest coverage and free cash flow will remain weak over
the next year. For fiscal 2014, we expect debt/EBITDA and
EBITA/interest (including Moody's standard adjustments) of about
8.5 times and less than 1 times, respectively.

The company's liquidity over the next year is expected to be
adequate. The company's cash balance has been enhanced through
improved cash flow generation as well as asset sales and sale
lease back transactions consummated in 2013. The company also has
ample cushion under the financial covenants in its ABL and term
loan facilities. The rating also reflects the challenges faced by
management to reverse an extended period of decline in the
company's sales, profitability and competitive position. The
rating gives favorable consideration to the company's good
regional market presence and our view that management is
proactively addressing operations with new initiatives which are
gaining traction.

The following ratings are affirmed and point estimates updated:

Corporate Family Rating at Caa2

Probability of default rating at Caa2-PD

$235 million First Lien Term Loan maturing March 2017 at B3 (LGD2,
27% from LGD2, 28%)

The stable outlook reflects Moody's expectation that A&P's
liquidity will remain adequate, and operating performance will not
deteriorate in the next 12 months. We also expect same store sales
growth to modestly improve, though remain negative, over the next
12 months.

Given the very weak credit metrics and the challenging food
retailing environment, a rating upgrade is unlikely in the near
term. Ratings could be upgraded in the medium to longer term if
the company demonstrates sustained improvement in liquidity, same
store sales growth and a substantial improvement in credit metrics
along with a sustainable capital structure.

Ratings could be downgraded if there is no improvement in credit
metrics in the near to medium term. Ratings could also be
downgraded if liquidity materially deteriorates or if same store
sales do not reverse their declining trend.

The principal methodology used in this rating was the Global
Retail Industry 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.

The Great Atlantic and Pacific Tea Company, Inc. (A&P),
headquartered in Montvale, N.J., is a supermarket chain operating
301 supermarkets under the A&P, The Food Emporium, Pathmark,
Superfresh, Waldbaums and Foodbasics banners and 18 liquor stores
in the Northeast US concentrated in the New York / New Jersey /
Pennsylvania markets. The company's annual sales are about $5.8
billion.


ATLANTIC COAST: Appoints John Lent EVP & Chief Financial Officer
----------------------------------------------------------------
Atlantic Coast Financial Corporation named John C. Lent, 55, as
executive vice president and chief financial officer of the
Company and its wholly owned subsidiary Atlantic Coast Bank,
contingent upon receipt of regulatory non-objection from the
Office of the Comptroller of the Currency and the Federal Reserve
Bank of Atlanta.  While awaiting regulatory non-objection, Mr.
Lent has joined the Company and the Bank as a financial analyst.

Prior to joining the Company, since 2012, Mr. Lent served as the
president of Temenos Advisory, an independent registered
investment advisory firm.  He served from 2011 to 2012 as
president and chief executive officer of Union Savings Bank, a
$2.5 billion mutual bank.  Mr. Lent also served as Union Savings
Bank's chief operating officer from 2006 to 2011, and chief
financial officer from 2000 to 2006.  Prior to joining Union
Savings Bank, Mr. Lent served in executive positions at one
international bank and two community banks between 1988 and 2000.
Mr. Lent began his career in 1980 at Coopers & Lybrand (now
PricewaterhouseCoopers), an international accounting and
consulting firm.  Mr. Lent is a Certified Public Accountant and
holds a Bachelor of Science degree in Business Administration from
Quinnipiac University and a Master of Business Administration
degree with a concentration in Finance from the University of
Connecticut.

Mr. Lent will receive an annual base salary of $180,000, and in
connection with his relocation to the Jacksonville, Florida area,
the Company will pay for 90 days of temporary housing, as well as
all reasonable moving expenses.  As of Feb. 13, 2014, Mr. Lent
held no securities in the Company.

Mr. Lent will succeed James D. Hogan who will retire as interim
executive vice president and interim chief financial officer of
the Company and the Bank, effective upon Mr. Lent's receipt of
regulatory non-objection from the Office of the Comptroller of the
Currency and the Federal Reserve Bank of Atlanta.

                        About Atlantic Coast

Jacksonville, Florida-based Atlantic Coast Financial Corporation
is the holding company for Atlantic Coast Bank, a federally
chartered and insured stock savings bank.  It is a community-
oriented financial institution serving northeastern Florida and
southeastern Georgia markets through 12 locations, with a focus on
the Jacksonville metropolitan area.

McGladrey LLP, in Jacksonville, Florida, 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 suffered recurring losses from operations that have
adversely impacted capital at Atlantic Coast Bank.  The failure to
comply with the regulatory consent order may result in Atlantic
Coast Bank being deemed undercapitalized for purposes of the
consent order and additional corrective actions being imposed that
could adversely impact the Company's operations.  This raises
substantial doubt about the Company's ability to continue as a
going concern.

The Company incurred a net loss of $11.40 million in 2013
following a net loss of $6.66 million in 2012.  The Company's
balance sheet at Dec. 31, 2013, showed $733.63 million in total
assets, $668.10 million in total liabilities and $65.52 million in
total stockholders' equity.


BACKWEB TECH: Sets March 6 Vote for Shareholders to OK Liquidation
------------------------------------------------------------------
BackWeb Technologies Ltd. will hold an Extraordinary General
Meeting of Shareholders (EGM) on March 6, 2014 to approve the
Board's recommendation to liquidate the Company, cease operations
and appoint a liquidator who will wind up the Company and return
all remaining cash to shareholders.  A proxy statement and card is
being distributed to shareholders and should be received in mid-
February.

Approval requires the affirmative vote of at least 75% of the
Ordinary Shares present and voting, in person or by proxy, at the
Meeting.  The Board has set January 29, 2014 as the record date
for voting at the EGM.  Only shareholders of record at the close
of business on that date will be entitled to vote at, or attend
the Meeting.

To prevent any delay or additional expenses - the Board urges
shareholders to mark, sign, date and return their proxy card as
soon as possible.

BackWeb continues to expect a net cash distribution to
shareholders, net of anticipated liquidation expenses, of
approximately $9.7 million - $10.2 million, or $0.22 to $0.23 per
share, based on an estimated 43.5 million shares outstanding,
including in-the-money options.  BackWeb's advisors indicate the
liquidation process in Israel typically takes 6-12 months
following shareholder approval (at the EGM).

"Shareholder approval is the final step required to put the
liquidation process into motion," said BackWeb's acting CEO, Bill
Heye.  "We believe the company is reasonably prepared for the
process and look forward to the liquidator completing the process
and making distributions in a timely manner following the
shareholder vote."

BackWeb (R) Technologies Ltd. -- http://www.backweb.com-- has
suspended operations, divested its patents and is proceeding
toward its liquidation.  BackWeb retains a limited corporate
presence in Santa Clara, CA and Israel.


BMB MUNAI: Incurs $389,520 Net Loss in Dec. 31 Quarter
------------------------------------------------------
BMB Munai, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $389,520 on $0 of revenues for the three months ended Dec. 31,
2013, as compared with a net loss of $781,394 on $0 of revenues
for the same period during the prior year.

For the nine months ended Dec. 31, 2013, the Company reported a
net loss of $1.53 million on $0 of revenues as compared with a net
loss of $2.56 million on $0 of revenues for the same period a year
ago.

The Company's balance sheet at Dec. 31, 2013, showed $8.67 million
in total assets, $8.66 million in total liabilities, all current,
and $15,719 in total shareholders' equity.

"The Company does not anticipate generating revenue until such
time as it is able to identify and exploit new business
opportunities.  No assurance can be given that the Company will be
able to identify or exploit any new business opportunity, or that
the Company will have the funds then available to it that will
enable it to seek to take advantage of any such opportunity.
These factors raise substantial doubt about the Company's ability
to continue as a going concern," the Company said in the Quarterly
Report.

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

                         http://is.gd/W6cfCw

                            About BMB Munai

Based in Almaty, Kazakhstan, BMB Munai, Inc., is a Nevada
corporation that originally incorporated in the State of Utah in
1981.  Since 2003, its business activities have focused on oil and
natural gas exploration and production in the Republic of
Kazakhstan through its wholly-owned operating subsidiary Emir Oil
LLP.  Emir Oil holds an exploration contract that allows the
Company to conduct exploration drilling and oil production in the
Mangistau Province in the southwestern region of Kazakhstan until
January 2013.  The exploration territory of its contract area is
approximately 850 square kilometers and is comprised of three
areas, referred to herein as the ADE Block, the Southeast Block
and the Northwest Block.

BMB Munai incurred a net loss of $3.08 million for the year ended
March 31, 2013, as compared with a net loss of $139.21 million for
the year ended March 31, 2012.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued
a "going concern" qualification on the consolidated financial
statements for the year ended March 31, 2013.  The independent
auditors noted that BMB Munai has no continuing operations that
result in positive cash flow.  This situation raises substantial
doubt about its ability to continue as a going concern.


BROWN MEDICAL: Replacement CROs Appointed for Non-Debtor Entities
-----------------------------------------------------------------
The Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas approved the appointment of replacement chief
restructuring officers for certain non-debtor entities; and (ii)
extended the bar date for replacement CRO entities to file proofs
of claim.

The Court ordered that, among other things:

   1. Allison D. Byman is appointed as CRO and will have
      authority to act on behalf of these entities (the Byman
      Entities) namely:

      -- Achilles Foot & Ankle Specialists, LLC (FLA)
      -- Achilles Foot & Ankle Specialists, LLC (NV)
      -- Achilles Foot & Ankle Specialists, LLC (AZ)
      -- Allied Orthopedics, Phoenix, PA
      -- Rehabilitation & Oain Center, Phoenix, LLC
      -- St. Michael's Center for Special Surgery, Ltd.
      -- Texas Hand Therapy Center, Inc.

   2. Trent L. Rosenthal is appointed as CRO for the Rosenthal
      entities, namely:

      -- Allied Center for Special Surgery Austin, LLC
      -- Allied Center for Special Surgery DFW, LLC
      -- Allied Center for Special Surgery Las Vegas, LLC
      -- Allied Center for Special Surgery San Antonio, LLC
      -- Allied Center for Special Surgery Scottsdale, LLC
      -- Allied Orthopedics & Hand, Phoenix, LLC
      -- Barrett Foot & Ankle Centers, Phoenix, LLC

The Court also ordered that the deadline for Byman Entities and
the Rosenthal Entities to file proofs of claim against Brown
Medical Center will be Feb. 28, 2014.

The so-called Barrett Creditors and Manuel Guyot filed papers in
response to the appointment of CROs for the non-debtor entities.
They said it is likely that the Bankruptcy Court does not have the
jurisdiction to appoint a CRO for business entities that are not
debtors in bankruptcy; and only a Texas state court or a federal
district court may appoint a CRO, receiver, or other officers to
manage the non-debtor business entities.

The Barrett Creditors are Stephen A. Barrett, individually and
derivatively as representative of Brown Surgical Investments
Partners, Austin, LLC, Brown Surgical Investments Partners, DFW,
LLC, Brown Surgical Investments Partners, Las Vegas, LLC, Brown
Surgical Investments Partners, San Antonio, LLC, and Brown
Surgical Investments Partners, Scottsdale, LLC; Stephen Barrett,
DPM, P.A.; Stephen Barrett, DPM, Austin, P.A.; Stephen Barrett,
DPM, DFW, P.A.; Stephen Barrett, DPM, San Antonio, P.A.; Barrett
Foot and Ankle, P.C.; Charles "Ed" Singleton, individually and
derivatively as representative of Brown Surgical Investments
Partners, DFW, LLC, and Paul V. Ledesma, individually and
derivatively as representative of Brown Surgical Investments
Partners, Scottsdale, LLC; and Stephen Barrett, DPM, P.A.

Manuel Guyot serves as representative of Brown Executive Partners,
Austin, LLC, Brown Executive Partners, DFW, LLC, Brown Executive
Partners, Las Vegas, LLC, Brown Executive Partners, San Antonio,
LLC, and Brown Executive Partners, Scottsdale, LLC.

Raleigh "Ro" Jackson, a creditor and party-in-interest, adopted
the response filed by Barrett Creditors and Manuel Guyot in its
entirety.

The respondents also asked the Court to allow Elizabeth M. Guffy,
Chapter 11 trustee, to resign as CRO.  If the Court cannot appoint
a CRO that is suitable to the equity holders in the business
entities, the Bankruptcy Court should leave the management of the
nondebtor business entities to a court that clearly has
jurisdiction to do so, they said.

The Barrett Creditors also have requested that the Court deny the
appointment of Allison D. Byman as CRO of non-debtor entities
because:

   1. the trustee has conflicts that preclude her from serving
      as CRO of non-debtor entities that have claims against
      the Brown Medical Center Estate, the trustee must not be
      recommending her replacement.

   2. The Barrett Creditors and other similarly situated
      creditors -- persons who have an equity interests in some
      of the non-debtor entities -- must have a voice in who
      serves as CRO.  Their interests largely have been ignored
      by the trustee, who represents an Estate that has no equity
      interest in the non-debtor entities.

Previously, the trustee sought to have Allison D. Byman replace
her as the CRO of non-debtor entities that may have claims against
the BMC estate.  Certain parties-in-interest have raised concerns
over a potential conflict of interest in the trustee concurrently
serving as the CRO of entities which may have claims against BMC.

                        About Brown Medical

Houston, Texas-based Brown Medical Center, Inc., is a management
company that historically served as the epicenter of the operating
business enterprise directly or indirectly owned or controlled by
Michael Glyn Brown, including six surgery centers and related
facilities.  The Company sought protection under Chapter 11 of the
Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr.
S.D.Tex.).  The case is assigned to Judge Marvin Isgur.

Brown Medical Center is represented by Spencer D. Solomon, Esq.,
at Nathan Sommers Jacobs, P.C., in Houston, Texas.

In November 2013, the Bankruptcy Court approved the appointment of
Elizabeth M. Guffy as Chapter 11 trustee.  The trustee hired
Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F.
Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas,
Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel.
The trustee tapped The Claro Group, LLC, as financial advisor and
consultant.

In its schedules, Brown Medical listed $13,807,746 in assets and
$27,716,168 in liabilities.  Brown Medical owes Crown Financial
Funding, LP, the primary secured creditor, pursuant to a pre-
bankruptcy promissory note in the original principal amount of $2
million, which indebtedness is secured by a security agreement
from Allied Center for Special Surgery, Scottsdale, LLC covering
accounts and accounts receivable which the Debtor has the right to
collect.


BROWN MEDICAL: Engagement of CRO, Pendergraft & SHM Firms Okayed
----------------------------------------------------------------
In the Chapter 11 case of Brown Medical Center Inc., the U.S.
Bankruptcy Court for the Southern District of Texas approved
engagement agreements with (i) Trent L. Rosenthal, chief
restructuring officer for the Rosenthal Entities; and (ii) the law
firms of Pendergraft & Simon LLP and Simon, Herbert, McClelland &
Stiles, LLP.

Mr. Rosenthal was appointed as the CRO of these entities:

   * Allied Center for Special Surgery Austin, LLC
   * Allied Center for Special Surgery DFW, LLC
   * Allied Center for Special Surgery Las Vegas, LLC
   * Allied Center for Special Surgery San Antonio, LLC
   * Allied Center for Special Surgery Scottsdale, LLC
   * Allied Orthopedics & Hand, Phoenix, LLC
   * Barrett Foot & Ankle Centers, Phoenix, LLC

The Entities are owned, in part, and managed by entities owned by
Ron Sommers, as trustee of the bankruptcy estate of Debtor Michael
G. Brown and which were managed pursuant to a Management Services
Agreement with Brown Medical Center.

The Court further ordered that Ron Sommers and Elizabeth Guffy,
failing to object to the relief sought, are deemed to have
ratified and approved the CRO engagement agreements.

Creditors and parties-in-interest Page Crown Financial, LLC, and
Crown Financial Funding, LP objected to the motion stating that
they have previously put certain of the Rosenthal Entities on
notice that they do not have the authority to utilize cash or cash
collateral that may have been generated from the accounts and
accounts receivable.

The parties objected to the motion to the extent that the trustee
seeks to utilize for payment any of the funds received by BMC from
the DFW, San Antonio or Scottsdale entities or disbursed by BMC
back to the DFW, San Antonio or Scottsdale entities.

On Feb. 5, 2014, William P. Haddock, Esq., at Pendergraft & Simon,
LLP, filed a bench brief regarding conflict of interest issues
raised by Crown Financial and Crown Financial Funding, stating
that there is no conflict in the present case because the surgical
centers are nominal defendants, the claims the derivative
plaintiffs have been making on their behalf clearly mean that the
real parties in interest that stand to benefit are the surgical
centers.

                  Terms of Engagement Agreements

The CRO Engagement Agreement provides, inter alia, that a retainer
in the amount of $50,000 (or possibly $57,500 if the entities'
rights in the license to the San Antonio facility are sold) will
be remitted to the CRO as retainer for services to be rendered by
the CRO and expenses.  The CRO's current hourly rate for this
engagement is $375 per hour (reduced from his published rate of
$510 per hour), and assistants to the CRO of between $90 and $150
per hour.  The CRO will be reimbursed for his expenses.  The
source of the retainer is funds in the accounts of the Rosenthal
CRO Entities currently under the control of the BMC Trustee and
the proceeds from the sale of any rights, if any, that one of the
Rosenthal CRO Entities has to the license for the Austin facility,
without representation or warranty.  The CRO is granted broad
authority to act on behalf of the Rosenthal CRO Entities, and the
Rosenthal CRO Entities have agreed to indemnify the CRO and his
law firm.

The P&S Engagement Agreement provides, inter alia, that P&S will
have overall responsibility for the representation of the
Rosenthal CRO Entities.  However, other attorneys and paralegals
at the firm may work on the matter.  The firm will attempt to use
personnel charging the lowest hourly rate, provided that the
quality and timing of the work is not compromised.  The firm's
current hourly rates for attorneys and paraprofessionals are:

         Robert L. Pendergraft              $425
         Leonard H. Simon                   $425
         William P. Haddock & other
           associates                       $225
         Senior Paralegals                  $150
         Junior Paralegals                   $75

The SHMS Engagement Agreement provides that SHMS will have overall
responsibility for the representation of the Rosenthal CRO
Entities.  However, other attorneys and paralegals at the firm may
work on the matter.  The firm will attempt to use personnel
charging the lowest hourly rate, provided that the quality and
timing of the work is not compromised.  The firm's current hourly
rates for attorneys and paraprofessionals are:

         Paul Simon                         $375
         Shane McClelland                   $325
         Rachel Berkley & other
            associates                      $250
         Senior Paralegals                  $110
         Junior Paralegals                   $85

The bankruptcy issues will be primarily handled by P&S, who has
substantial experience in the area and practice before the Court.
Nonetheless, the knowledge of SHMS will be indispensable to the
CRO and allow the CRO to save untold hours of attorneys' fees.

                       About Brown Medical

Houston, Texas-based Brown Medical Center, Inc., is a management
company that historically served as the epicenter of the operating
business enterprise directly or indirectly owned or controlled by
Michael Glyn Brown, including six surgery centers and related
facilities.  The Company sought protection under Chapter 11 of the
Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr.
S.D.Tex.).  The case is assigned to Judge Marvin Isgur.

Brown Medical Center is represented by Spencer D. Solomon, Esq.,
at Nathan Sommers Jacobs, P.C., in Houston, Texas.

In November 2013, the Bankruptcy Court approved the appointment of
Elizabeth M. Guffy as Chapter 11 trustee.  The trustee hired
Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F.
Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas,
Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel.
The trustee tapped The Claro Group, LLC, as financial advisor and
consultant.

In its schedules, Brown Medical listed $13,807,746 in assets and
$27,716,168 in liabilities.  Brown Medical owes Crown Financial
Funding LP, the primary secured creditor, pursuant to a pre-
bankruptcy promissory note in the original principal amount of
$2 million, which indebtedness is secured by a security agreement
from Allied Center for Special Surgery, Scottsdale, LLC covering
accounts and accounts receivable which the Debtor has the right to
collect.


BROWN MEDICAL: Ch.11 Trustee Seeks Order on Porter Hedges Fee Hike
------------------------------------------------------------------
Elizabeth M. Guffy, the Chapter 11 trustee of Brown Medical
Center, Inc., asks the Bankruptcy Court for a supplemental order
authorizing the employment of Porter Hedges LLP to reflect the
firm's rate increase for 2014.

Porter Hedges is preparing its fee statement for the month of
January 2014.  The rates used for the month of January 2014 will
be the same rates used during 2013.

On an annual basis, Porter Hedges reviews its hourly rates in
comparison to the rates charged by peer firms in the Houston
market.  As a result of this regular review, Porter Hedges
increased its billing rates for 2014.

A chart showing the 2013 and 2014 hourly rates for the attorneys
at Porter Hedges that have, or may in the future, bill time to
this case. These increases apply to all clients and matters of
Porter Hedges and are not specifically related to this case.
Porter Hedges intends to begin billing the estate at the 2014
rates effective Feb. 1, 2014.

                            2013                  2014
   Professional         Hourly Rate           Hourly Rate
   ------------         -----------           -----------
   Joshua W. Wolfshohl      $425                 $450
   John F. Higgins          $565                 $585
   James Matthew Vaughn     $510                 $550
   Aaron J. Power           $330                 $355
   Whitney W. Ables         $300                 $335
   Kim D. Steverson         $195                 $200
   Nick D. Nicholas         $635                 $660
   J. Patrick LaRue         $435                 $515
   Craig M. Bergez          $620                 $650
   Mandy L. Diaz            $350                 $395
   Maria Bair Hadjialexiou  $300                 $300
   Jim Castro               $195                 $200
   Elena R. Fitzgerald      $200                 $205
   Nick H. Sorensen         $575                 $600
   Jason T. Lloyd           $400                 $475
   Beverly A. Young         $500                 $525
   Ray Torgerson            $450                 $475
   Carey Sakert             $200                 $220
   Daniela E. Bravo         $150                 $160
   Scott M. Kelly           $375                 $390
   Jonna N. Summers         $325                 $365

Porter Hedges can be reached at:

       Joshua W. Wolfshohl, Esq.
       PORTER HEDGES LLP
       1000 Main Street, 36th Floor
       Houston, TX 77002
       Tel: (713) 226-6695
       Fax: (713) 226-6295

                       About Brown Medical

Houston, Texas-based Brown Medical Center, Inc., is a management
company that historically served as the epicenter of the operating
business enterprise directly or indirectly owned or controlled by
Michael Glyn Brown, including six surgery centers and related
facilities.  The Company sought protection under Chapter 11 of the
Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr.
S.D.Tex.).  The case is assigned to Judge Marvin Isgur.

Brown Medical Center is represented by Spencer D. Solomon, Esq.,
at Nathan Sommers Jacobs, P.C., in Houston, Texas.

In November 2013, the Bankruptcy Court approved the appointment of
Elizabeth M. Guffy as Chapter 11 trustee.  The trustee hired
Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F.
Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas,
Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel.
The trustee tapped The Claro Group, LLC, as financial advisor and
consultant.

In its schedules, Brown Medical listed $13,807,746 in assets and
$27,716,168 in liabilities.  Brown Medical owes Crown Financial
Funding LP, the primary secured creditor, pursuant to a pre-
bankruptcy promissory note in the original principal amount of
$2 million, which indebtedness is secured by a security agreement
from Allied Center for Special Surgery, Scottsdale, LLC covering
accounts and accounts receivable which the Debtor has the right to
collect.


C&K MARKET: Adequate Protection Payments to Banc of America OK'd
----------------------------------------------------------------
The Hon. Frank R. Alley of the U.S. Bankruptcy Court for the
District of Oregon entered on Feb. 24, 2014, a stipulated order
allowing C&K Market, Inc., to make adequate protection payments to
creditor Banc of America Leasing and Capital, LLC.

The Debtor and BALC entered into a Master Lease Agreement in
December 2006 and a Schedule to Master Lease Agreement in April
2007 secured by certain equipment, most of which is located in
Sisters, Oregon.  The Debtor continues to use the Equipment with
the exception of three items that have been liquidated post-
petition in connection with store closing sales.

In a Feb. 5, 2014 court filing, the Debtor stated that BALC
demanded that it receive adequate protection payments from Debtor.
The Debtor and BALC reached an agreement as to adequate protection
payments to BALC and Debtor on Feb. 5 sought entry of a court
order reflecting that agreement.

The Court has authorized the Debtor to make these payments to
BALC:

      (i) $4,398.47, on the entry of the court order, as the
          equivalent of the value of the three items of Equipment
          that were liquidated by Debtor post-petition in
          connection with Court-approved store closing sales; and

     (ii) $24,322.03, on the first day of each month, beginning
          with payment due on or before the later of Feb. 1, 2014,
          or entry of the court order, for the duration of the
          order as adequate protection for its continued use of
          the Equipment securing Debtor's Master Lease Agreement
          and Schedule to Master Lease Agreement with BALC dated
          April 13, 2007.

The adequate protection payments will be delivered to:

          Banc of America Leasing & Capital, LLC
          2059 Northlake Parkway
          Tucker, Georgia 30084

          or via wire transfer to:

          Bank of America
          ABA # 0260-0959-3
          100 North Tyron Street
          Charlotte, NC
          Banc of America Leasing & Capital LLC
          Account # 12334-01992
          2059 Northlake Parkway
          Tucker, Georgia

The Debtor may retain the use of the Equipment that remains in its
possession during the term of the Feb. 24 court order.  BALC will
retain the same lien rights in the Equipment as it had on the
Petition Date.  Default will occur if (a) Debtor fails to pay when
due any monthly adequate protection payment and fails to cure the
making of the payment within five business days after receiving
notice thereof, or (b) if Debtor fails to maintain adequate
insurance on the Equipment and fails to cure the lack of adequate
insurance within five business days after receiving notice
thereof, or (c) if the case is converted to Chapter 7.

If a default occurs and is not cured, BALC may move the Court for
relief from the automatic stay to proceed with its remedies,
including repossession and sale of the Equipment, pursuant to the
terms of the Master Lease Agreement and Schedule to Master Lease
Agreement with Debtor, and applicable state law.


                         About C&K Market

C&K Market Inc., a 57 year-old grocery store chain, sought
bankruptcy protection from creditors with a plan to sell or close
some of its stores, on Nov. 19, 2013 (Bankr. D. Ore. Case No.
13-64561).  The case is assigned to Judge Frank R. Alley, III.

C&K Market scheduled $157,696,921 in total assets and $101,604,234
in total liabilities.

The Debtor is represented by Albert N. Kennedy, Esq., Timothy J.
Conway, Esq., Michael W. Fletcher, Esq., and Ava L. Schoen, Esq.,
at Tonkon Torp LLP, in Portland, Oregon.  Edward Hostmann has been
tapped as chief restructuring officer, and The Food Partners, LLC,
serves as the Debtor's financial advisor.  Kieckhafer Schiffer &
Company LLP serves as advisors and consultants to communicate with
lenders, brokers, attorneys and other professionals.  Henderson
Bennington Moshofsky, P.C., serves as accountants.  Watkinson
Laird Rubenstein Baldwin & Burgess PC serves as labor counsel.
The Debtor hired Great American Group, LLC, to conduct store
closing sales.  Kurtzman Carson Consultants is the Debtor's
noticing agent.

An Official Committee of Unsecured Creditors appointed in the
Debtor's case has retained Scott L. Hazan, Esq., David M. Posner,
Esq., and Jenette A. Barrow-Bosshart, Esq., at Otterbourg P.C. as
lead co-counsel, and Tara J. Schleicher, Esq., at Farleigh Wada
Witt as local co-counsel; and Protiviti, Inc. as financial
consultant.

C&K Market has filed a Chapter 11 plan and accompanying disclosure
statement dated Jan. 31, 2014, which provide that each holder of
an allowed general unsecured claim will receive one share of
common stock of the reorganized debtor in exchange for each $10 of
the holder's allowed general unsecured claim and a subscription
right in the event the Debtor elects to consummate a rights
offering.  The Plan provides for the payment in full on the
Effective Date of all Allowed Administrative Expense Claims,
Priority Tax Claims, Other Priority Claims and the Allowed Secured
Claim of U.S. Bank.  The Plan provides for the payment in full
over time, with interest, of all other Secured Claims.  In
general, Secured Creditors with personal property collateral will
be paid in 60 equal amortizing payments, with interest at 5%, and
Secured Creditors with real property collateral will be paid in 84
equal amortizing payments with interest at 5% based on a 25-year
amortization with a balloon payment in seven years.


CAMCO FINANCIAL: AQR Capital Stake at 5.6% as of Dec. 31
--------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, AQR Capital Management, LLC, disclosed that
as of Dec. 31, 2013, it beneficially owned 791,805 shares of
common stock of Camco Financial Corp. representing 5.6 percent of
the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/K88vLL

                       About Camco Financial

Cambridge, Ohio-based Camco Financial Corporation is a bank
holding company that was organized under Delaware law in 1970.
Camco is engaged in the financial services business in Ohio,
Kentucky and West Virginia, through its wholly-owned subsidiary,
Advantage Bank, an Ohio bank.  On March 31, 2011, Camco divested
activities related to Camco Title Agency and decertified as a
financial holding company.  Camco remains a bank holding company
and continues to be regulated by the Federal Reserve Board.

Plante & Moran PLLC, in Auburn Hills, Michigan, in their report on
the consolidated financial statements for the year ended Dec. 31,
2012, noted that the Corporation's bank subsidiary is not in
compliance with revised minimum regulatory capital requirements
under a formal regulatory agreement with the banking regulators,
and that failure to comply with the regulatory agreement may
result in additional regulatory enforcement actions.

Camco's wholly-owned subsidiary Advantage Bank's Tier 1 capital
does not meet the requirements set forth in the 2012 Consent
Order.  As a result, the Corporation will need to increase capital
levels.

Camco Financial reported net earnings of $7.83 million on $27.91
million of total interest income for the 12 months ended
Dec. 31, 2013, as compared with net earnings of $4.16 million on
$31.62 million of total interest income for the 12 months ended
Dec. 31, 2012.

As of Dec. 31, 2013, the Company had $774.38 million in total
assets, $704.13 million in total liabilities and $70.24 million in
stockholders' equity.


CHA CHA ENTERPRISES: Has Until June 17 to Decide on Hayward Lease
-----------------------------------------------------------------
The Hon. Arthur S. Weissbrodt of the U.S. Bankruptcy Court for the
Northern District of California approved Cha Cha Enterprises,
LLC's stipulation with Bedford Plaza Associates to extend through
June 17, 2014, the time for the Debtor to assume or reject the
lease for the Mi Pueblo Store #01, 20812 Hesperian Boulevard,
Hayward, California.

As reported by the Troubled Company Reporter on Feb. 17, 2014, the
Court authorized the Debtor to enter into stipulations with its
lessors to extend the deadline to assume or reject certain
unexpired leases of nonresidential real property for up to 120
days, and to enter into similar stipulations to further extend any
future agreed deadlines.

The Court approved the Stipulations with:

      a. Albertsons, LLC, extending until March 31, 2014, the time
         to assume or reject the lease of Mi Pueblo Store #12,
         320 N. Capitol Avenue, San Jose;

      b. Estate of Marion Flapan, extending until June 17, 2014,
         the time to assume or reject the lease of the property
         at 1745 Story Road, San Jose;

      c. 1630 High Sreet, LLC, extending until June 17, 2014, the
         time to assume or reject the lease of Mi Pueblo Store
         #10, 1630 High Street, Oakland;

      d. Capitol Square Partners, extending until March 31, 2014,
         the time to assume or reject the lease of Mi Pueblo Store
         #12 -- additional space at 2735 McKee Road, San Jose;

      e. Fleming Business Park LLC, extending until June 17, 2014,
         the time to assume or reject the lease of Mi Pueblo
         Distribution Center, 1025 Montague Ct, Milpitas; and

      f. Overaa Associates, LLC, extending until June 17, 2014,
         the time to assume or reject the lease of Mi Pueblo Store
         #13, 2107 Solano Ave, Vallejo.

                     About Cha Cha Enterprises

Cha Cha Enterprises, LLC, is a California limited liability
company formed in 1998 to purchase a fee interest in property
located at 1775 Story Road, San Jose, California and a leasehold
interest in  property located at 1745 Story Road in San Jose.  Cha
Cha's primary business is the rental of real property.

Cha Cha filed a Chapter 11 petition (Bankr. N.D. Cal. Case
No. 13-53894) on July 22, 2013.  The Debtor estimated at least
$10 million in assets and liabilities.

An affiliate, Mi Pueblo San Jose, Inc., sought Chapter 11
protection (Case No. 13-53893) on the same day.  The cases are not
jointly administered.

Steven H. Felderstein, Esq., at Felderstein Fitzgerald Willoughby
& Pascuzzi LLP serves as counsel.

Nicolas De Lancie, Esq., at Jeffer Mangels Butler & Mitchell LLP
Robert B. Kaplan, P.C. represents secured creditor Wells Fargo
Bank, N.A.


CHESAPEAKE OILFIELD: Moody's Puts Ba2 CFR on Review for Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed Chesapeake Oilfield Operating,
L.L.C.'s (COO) Ba2 Corporate Family Rating (CFR) and Ba3 senior
unsecured notes rating under review for downgrade. This rating
action follows Chesapeake Energy Corporation's (CHK, Ba2 stable)
announcement that it is pursuing strategic alternatives for its
oilfield services division, including a potential spin-off to CHK
shareholders or an outright sale.

"The potential separation from Chesapeake Energy has negative
consequences to Chesapeake Oilfield's ratings," commented Pete
Speer, Moody's Vice-President. "COO's ratings have received
explicit uplift from its ownership by and strategic importance to
Chesapeake."

On Review for Downgrade:

Issuer: Chesapeake Oilfield Operating

Probability of Default Rating, Placed on Review for Downgrade,
currently Ba2-PD

Corporate Family Rating, Placed on Review for Downgrade,
currently Ba2

Senior Unsecured Regular Bond/Debenture Nov 15, 2019, Placed on
Review for Downgrade, currently Ba3

Outlook Actions:

Issuer: Chesapeake Oilfield Operating

Outlook, Changed To Rating Under Review From Stable

Ratings Rationale

COO's Ba2 CFR reflects the company's Ba3 stand-alone credit
profile and a one-notch ratings lift for its strategic importance
to CHK and the contractual commitments between the companies. CHK
has made significant investments in drilling rigs and other
oilfield services assets to control the availability of these
assets to meet its development needs. CHK has contractually
committed to a minimum level of drilling rig and pressure pumping
equipment utilization to provide COO with a base level of cash
flows to reduce, but not eliminate, the inherent cyclicality of
its earnings. COO has a large asset base that is comparable in
quality and geographic diversification with other Ba3 rated
oilfield services and B1 rated drilling peers.

The separation from Chesapeake would remove the ratings uplift,
resulting in a likely downgrade of the ratings. Moody's review for
downgrade will focus on COO's strategy as an independent company
and its competitive market position. The review will also evaluate
its long-term capital structure, financial policies and its
ongoing contractual relationships with CHK following the
separation. COO's debt levels have been on a declining trend
because of reduced growth capital expenditures and the company has
made significant inroads in adding third party customers to reduce
its dependence on Chesapeake. These favorable fundamental
developments to the company's stand-alone credit profile will also
be factored into the ratings review.

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

Chesapeake Oilfield Operating, L.L.C. provides land drilling,
pressure pumping, rig mobilization, oil and water handling and
other oilfield services in multiple basins in the United States.
It's owner and primary customer is Chesapeake Energy Corporation.


CLEAR CHANNEL: Asset Sales Provide Liquidity, Fitch Says
--------------------------------------------------------
Clear Channel Communications, Inc.'s recent asset sales for total
proceeds of over $420 million are in line with Fitch's expectation
that the company will utilize several levers at its disposal to
support its liquidity position.  Clear Channel's 'CCC' issuer
default rating (IDR) and Negative Rating Outlook remain unchanged
despite the asset sales transaction providing positive near-term
liquidity.

Clear Channel has agreed to sell its 50% stake in Australian Radio
Network (ARN) to APN News & Media Limited for approximately $220
million in net proceeds. Fitch believes that ARN provided $10
million to $15 million in annual distributions to Clear Channel.
In addition, Clear Channel sold approximately half of its 14%
senior notes due 2021 position (12% per annum cash coupon plus a
2% per annum PIK), held at an unrestricted subsidiary, for
approximately $200 million in proceeds.

We believe the bolstering of liquidity from these proceeds is
favorable to the credit profile, despite the loss of annual
distributions from ARN and increase in cash interest, which will
further pressure free cash flow (FCF). Fitch expects FCF will be
negative over the next few years. The ratings and Negative Rating
Outlook reflect the limited room within the credit profile to
endure any material deterioration in operations.

Fitch believes that Clear Channel has sufficient liquidity to
cover its 2014 and 2015 maturities, totaling $461 million and $250
million, respectively. However, Clear Channel will need to rely on
the credit markets and bank lenders to extend a material portion
of its 2016 maturities totaling $2.4 billion in aggregate.
Upcoming maturities include $461 million 5.5% notes due 2014; $250
million 4.9% notes due 2015; and $2.4 billion in aggregate,
consisting of $250 million 5.5% notes, $1.9 billion in term loans,
and $222 million in cash pay and toggle notes due 2016. As of Dec.
31, 2013, Clear Channel had total consolidated debt of $20.5
billion.

An inability by Clear Channel to extend maturities would result in
a rating downgrade. This inability may derive from a prolonged
consolidated cash burn, whether driven by cyclical or secular
pressures, reducing Clear Channel's ability to fund debt service
and near-term maturities. Additionally, cyclical or secular
pressures on operating results that further weaken credit metrics
could result in negative rating pressure. Lastly, indications that
a distressed debt exchange DDE is probable in the near term would
also drive a rating downgrade.

At Dec. 31, 2013, Clear Channel had approximately $813 million in
cash (pro forma for sale proceeds discussed above), excluding $315
million of cash held at Clear Channel Outdoor Holdings (CCOH).
Liquidity is further supported by a $535 million asset asset-
backed loan (ABL) facility (subject to an undisclosed borrowing
base), $247 million outstanding as of Dec. 31, 2013. The ABL
facility matures in December 2017 and is subject to springing
maturities (with the earliest springing date starting in October
2015).

Fitch expects Clear Channel will continue to explore asset sales
(including monetization of repurchased and outstanding notes) and
debt-funded dividends from Clear Channel Worldwide Holdings, Inc.
(CCWH) to support Clear Channel's liquidity. Fitch estimates that
CCWH could issue approximately $500 million-$550 million in order
to fund a dividend to its equity holders. Fitch's estimates are
based on CCWH's consolidated leverage ratio of 6.3x as of Dec. 31,
2013 and maximizing CCWH's 7.0x incurrence limitation. Net
proceeds to Clear Channel would be approximately $444 million-
$488million.

                          *     *     *

As previously reported by The Troubled Company Reporter on
Nov. 29, 2013, Fitch affirmed the 'CCC' senior secured term loans
for Clear Channel Communications, Inc. as well as the company's
'CCC' ratings for senior secured term loans and senior secured
priority guarantee notes.


COLOSSUS MINERALS: Creditors Approve Amended Bankruptcy Proposal
----------------------------------------------------------------
Colossus Minerals Inc. disclosed that the resolution approving the
Company's amended proposal pursuant to the Bankruptcy and
Insolvency Act (Canada) was approved by the requisite majority of
creditors at the meeting of creditors held on Feb. 25.

Pursuant to the requirements of the BIA and the proposal trustee,
Duff & Phelps Canada Restructuring Inc., the Colossus intends to
seek an order from the Ontario Superior Court of Justice
(Commercial List) approving the Proposal at a hearing to take
place on March 13, 2014.  Implementation of the Proposal is
subject to receipt of the Order and to satisfaction or waiver of
certain other conditions precedent set forth in the Proposal.

Assuming satisfaction or waiver of the conditions within the
expected time frames, the Company anticipates implementing the
Proposal in March 2014.

All inquiries regarding the Proposal and BIA proceeding should be
directed to the Proposal Trustee (Noah Goldstein, 416-932-6207).
A copy of the Proposal, as approved, will be available on the
website of the Proposal Trustee at
http://www.duffandphelps.com/intl/en-
ca/Pages/RestructuringCases.aspx?caseId=941

Headquartered in Toronto, Canada, Colossus Minerals Inc. --
http://www.colossusminerals.com/-- is a development-stage mining
company.  Colossus is focused on its Serra Pelada project into
production.  The Serra Pelada Project is located in the mineral
prolific Carajas region in Para, Brazil, is host to high grade
gold and platinum group metals deposit.


COMARCO INC: T. Rowe Price No Longer a Shareholder as of Dec. 31
----------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, T. Rowe Price Associates, Inc., and T. Rowe
Price Small-Cap Value Fund, Inc., disclosed that as of Dec. 31,
2013, they did not beneficially own shares of common stock of
Comarco, Inc.  They previously reported beneficial ownership of
674,623 common shares at Dec. 31, 2012.  A copy of the regulatory
filing is available for free at http://is.gd/eq4dpC

                         About Comarco Inc.

Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO)
-- http://www.comarco.com/-- is a provider of innovative,
patented mobile power solutions that can be used to power and
charge notebook computers, mobile phones, and many other
rechargeable mobile devices with a single device.

Comarco disclosed a net loss of $5.59 million on $6.33 million of
revenue for the year ended Jan. 31, 2013, as compared with a net
loss of $5.31 million on $8.06 million of revenue for the year
ended Jan. 31, 2012.  As of Oct. 31, 2013, the Company had $2.39
million in total assets, $9.78 million in total liabilities and a
$7.39 million total shareholders' deficit.

Squar, Milner, Peterson, Miranda & Williamson, LLP, 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 suffered recurring losses and
negative cashflow from operations, has negative working capital
and uncertainties surrounding the Company's ability to raise
additional funds.  These factors, among others, raise substantial
doubt about its ability to continue as a going concern.


COMMUNITY HOME: Ch.11 Trustee's Hiring of Jones Walker Challenged
-----------------------------------------------------------------
William D. Dickson, for himself and for Community Home Financial
Services, Inc., objected to the application of Kristina M.
Johnson, the Chapter 11 trustee of the Debtor's estate, to employ
Jones Walker, LLP as counsel.  Mr. Dickson stated that the firm
lacks disinterestedness.

As reported in the Troubled Company Reporter on Feb. 11, 2014, the
trustee, in her motion, needs Jones Walker to:

   (a) prepare and file any amendments to the Schedules of Assets
       and Liabilities, and Statement of Financial Affairs;

   (b) advise the Trustee with respect to her powers and duties as
       Trustee and in the continued management operation of the
       Debtor's business;

   (c) advise the Trustee with respect to the administration of
       the Debtor's estate;

   (d) attend meetings and negotiate with representatives of
       creditors, counter parties to executory contracts and
       unexpired leases to which the estate is a party, and other
       parties in interest;

   (e) advise the Trustee and consult on the conduct of the case,
       including all of the legal and administrative requirements
       of operating in Chapter 11;

   (f) take all necessary action to protect and preserve the
       Chapter 11 estate, including investigation of potential
       causes of action possessed by the estate, the prosecution
       of civil actions by the estate, defense of any civil
       commenced against the estate, adversary proceedings and
       contested matters involving the estate, negotiating
       concerning all litigation in which the Chapter 11 estate is
       involved, evaluations of claims and liens of various
       creditors, and, where appropriate, to object to such claims
       or liens against the estate or its property;

   (g) prepare on behalf of the Trustee all motions, applications,
       responses, answers, orders, and other pleadings, as well as
       agreements, reports, accounts, and other documents and
       papers necessary for the administration of the estate;

   (h) advise and consult with the Trustee and other professionals
       she may retain in connection with any sale of the Debtor's
       assets, as well as with any disclosure statement and plan
       of reorganization or liquidation, and to represent the
       Trustee in any matter arising out of, related to or in
       connection with such plan, disclosure statement, and all
       related agreements or documents, as well as any matters
       that are necessary for the confirmation, implementation or
       consummation of such plan; and

   (i) perform all other necessary legal services and provide all
       other necessary legal advice to the Trustee in connection
       with all aspects this Chapter 11 case.

The Chapter 11 Trustee proposes to pay Jones Walker these hourly
rates:

       Patrick R. Vance, Partner (New Orleans)      $450
       Elizabeth J. Futrell, Partner (New Orleans)  $415
       Ellis Brazeal, Partner (Birmingham)          $390
       Jeffrey R. Barber, Partner (Jackson)         $340
       Kristina M. Johnson, Partner (Jackson)       $340
       Patrick McCune, Associate (Baton Rouge)      $250
       Lindsey Dowdle, Associate (Jackson)          $220
       Kilby Brabston, Legal Assistant (Jackson)    $155

Jones Walker will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Jeffrey R. Barber, partner of Jones Walker, 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.

The Court for the Southern District of Mississippi will hold a
hearing on the engagement on March 4, 2014, at 2:30 p.m.

                      About Community Home

Community Home Financial Services, Inc., filed a Chapter 11
petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012.
Community Home Financial is a specialty finance company located in
Jackson, Mississippi, providing contractors with financing for
their customers.  CHFS operates from one central location
providing financing through its dealer network throughout 25
states, Alabama, Delaware, and Tennessee.  The Debtor scheduled
$44,890,581 in total assets and $30,270,271 in total liabilities.
Judge Edward Ellington presides over the case.

The Debtor was first represented by Roy H. Liddell, Esq., and
Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as
Chapter 11 counsel.  Wells Marble was terminated Nov. 13, 2013.
The Debtor is now being represented by Derek A. Henderson, Esq.

In 2013, the Debtor sought to employ David Mullin, Esq., at Mullin
Hoard & Brown LLP, as special counsel.

On Aug. 8, 2013, the Court approved the Disclosure Statement
explaining the Debtor's Plan of Reorganization dated Jan. 29,
2013.


COMMUNITY HOME: Mullin Hoard to Withdraw as Special Counsel
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
will convene a hearing on March 18, 2014, at 2:30 p.m., to
consider the motion of Derek A. Henderson, and David Mullin of the
law firm of Mullin, Hoard & Brown, to withdraw as special counsel
for Community Home Financial Services, Inc.

Messrs. Henderson and Mullin stated that there were no obligations
remaining for them and requested that they be relived of any
additional obligations to the estate, and be allowed to
participate as necessary for finalizing fee applications.

As reported in the Troubled Company Reporter on Dec. 18, 2013,
the Court authorized on Nov. 26, to employ Mr. Mullin of Mullin
Hoard & Brown LLP, as special counsel.  However, the Court on
Nov. 27 issued an order holding the matter in abeyance.

As reported in the TCR on Dec. 5, 2013, Edwards Family Partnership
and Beher Holdings Trust objected to Community Home's application
to employ the Mullin firm as special counsel, and asked that the
Court deny the motion or hold it in abeyance pending the outcome
of a motion to appoint a trustee in this case.

The Debtor sought to retain Mr. Mullin, an out of state attorney,
as special counsel to represent it in adversary proceedings and
contested matters in its bankruptcy proceeding; and proposed to
pay Mr. Mullin at the rate of $325 per hour plus costs with a
retainer of $50,000.

EFP and BHT, which claim to hold 99.9% of the claims in the
Chapter 11 case, argued that employment of counsel from out-of-
state will necessarily increase the administrative costs of the
case and there has been no showing that additional counsel, if
necessary, could not be obtained from Mississippi.

                      About Community Home

Community Home Financial Services, Inc., filed a Chapter 11
petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012.
Community Home Financial is a specialty finance company located in
Jackson, Mississippi, providing contractors with financing for
their customers.  CHFS operates from one central location
providing financing through its dealer network throughout 25
states, Alabama, Delaware, and Tennessee.  The Debtor scheduled
$44,890,581 in total assets and $30,270,271 in total liabilities.
Judge Edward Ellington presides over the case.

The Debtor was first represented by Roy H. Liddell, Esq., and
Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as
Chapter 11 counsel.  Wells Marble was terminated Nov. 13, 2013.
The Debtor is now being represented by Derek A. Henderson, Esq.,
in Jackson, Miss.  In 2013, the Debtor sought to employ David
Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel.

On Aug. 8, 2013, the Court approved the Disclosure Statement
explaining the Debtor's Plan of Reorganization dated Jan. 29,
2013.


CONSTAR INTERNATIONAL: March 25 Hearing on BDO USA Employment
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on March 25, 2014, at 10:00 a.m., to consider
Constar International Holdings LLC, et al.'s bid to employ BDO USA
LLP as tax services provider.  Objections, if any, were due Feb.
25, at 4:00 a.m.

James M. Lewis, Esq., partner at BDO USA, filed an affidavit with
the Bankruptcy Court, stating that BDO will:

   a) prepare the 2013 tax returns for the entities; and

   b) provide any additional tax services for the Debtors pursuant
      to an addendum to the engagement letter.

Mr. Lewis said that the base fee for tax return preparation
services is $85,000, which includes the preparation of tax returns
and entities.  If additional tax returns are required, BDO USA
will charge the debtors an additional $2,500, for each federal pro
forma 1120 return, $1,000 for each additional unitary state
return, and $1,000 for each non-unitary state return.

The hourly rates of the firm's personnel are:

         Partner                               $600
         Senior Director/Director           $460 - $500
         Senior Manager/Manager             $325 - $450
         Senior Associate                   $215 - $300
         Associate/Staff                    $100 - $185

Mr. Lewis assured the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                    About Constar International

Privately held Constar International Holdings and nine affiliated
debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case
No. 13-13281) on Dec. 19, 2013.

This is Constar International's third bankruptcy.  Constar, which
manufactures plastic containers, first filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13432) in December
2008, with a pre-negotiated Chapter 11 Plan and emerged from
bankruptcy in May 2009.  Constar and its affiliates returned to
Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan.
11, 2011, with a pre-negotiated Chapter 11 plan and emerged from
bankruptcy in June 2011.

The 2013 petition listed assets worth less than $100 million
against $123 million on three layers of secured debt.

Judge Christopher S. Sontchi oversees the 2013 case.

Constar is represented by Michael J. Sage, Esq., Brian E. Greer,
Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq.,
at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher,
Esq., at Young Conaway Stargatt & Taylor, LLP.  Prime Clerk LLC
serves as Constar's claims and noticing agent, and administrative
advisor.  Lincoln Partners Advisors LLC serves as the Debtors'
financial advisor.

Attorneys at Brown Rudnick LLP represent the official committee of
unsecured creditors.

Counsel to Wells Fargo Capital Finance, LLC, the revolving loan
agent, is Andrew M. Kramer, Esq., at Otterbourg P.C.

In February 2014, the Bankruptcy Court authorized Constar to sell
certain assets to Plastipak Packaging, Inc., a global manufacturer
of rigid plastic packaging.  The Court determined that Plastipak's
$102,450,000 offer for the Debtors' U.S. assets bested the offers
from Amcor Rigid Plastics USA, Inc., and Envases Universales De
Mexico S.A.P.I. De C.V. during a Feb. 6 auction.

Separately, the Court authorized Constar to sell a facility in
Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for
$3 million.  There was no other bidder for the Maryland facility.


CONSTAR INTERNATIONAL: UK Assets Sold to Sherburn for GBP3.5MM
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware on Feb. 11
authorized Constar International Holdings LLC, et al., to sell
certain of the Debtors' assets outside the ordinary course of
business, pursuant to a purchase agreement between the Debtor
Constar International U.K. Limited, purchaser Sherburn Acquisition
Limited, and acting joint administrators Daniel Francis Butters
and Nicholas Guy Edwards of Deloitte LLP, in accordance with
Insolvency Act 1986, as amended, and the Insolvency Rules 1986, as
amended.

The purchaser is the successful bidder for substantially all
assets of Constar U.K.  Upon completion, the purchaser will pay
the administrators GBP3,532,000, being the agreed pounds sterling
equivalent to the agreed sale consideration of US$7,046,000 less
deposit.

Secured lender Black Diamond Commercial Finance, LLC, as DIP note
agent, and Wells Fargo Capital Finance, LLC, as DIP revolving
agent and agent under the revolving loan facility, consented to
the administration of Constar U.K. and the appointment of the
Joint Administrators.

                    About Constar International

Privately held Constar International Holdings and nine affiliated
debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case
No. 13-13281) on Dec. 19, 2013.

This is Constar International's third bankruptcy.  Constar, which
manufactures plastic containers, first filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13432) in December
2008, with a pre-negotiated Chapter 11 Plan and emerged from
bankruptcy in May 2009.  Constar and its affiliates returned to
Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan.
11, 2011, with a pre-negotiated Chapter 11 plan and emerged from
bankruptcy in June 2011.

The 2013 petition listed assets worth less than $100 million
against $123 million on three layers of secured debt.

Judge Christopher S. Sontchi oversees the 2013 case.

Constar is represented by Michael J. Sage, Esq., Brian E. Greer,
Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq.,
at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher,
Esq., at Young Conaway Stargatt & Taylor, LLP.  Prime Clerk LLC
serves as Constar's claims and noticing agent, and administrative
advisor.  Lincoln Partners Advisors LLC serves as the Debtors'
financial advisor.

Attorneys at Brown Rudnick LLP represent the official committee of
unsecured creditors.

Counsel to Wells Fargo Capital Finance, LLC, the revolving loan
agent, is Andrew M. Kramer, Esq., at Otterbourg P.C.

In February 2014, the Bankruptcy Court authorized Constar to sell
certain assets to Plastipak Packaging, Inc., a global manufacturer
of rigid plastic packaging.  The Court determined that Plastipak's
$102,450,000 offer for the Debtors' U.S. assets bested the offers
from Amcor Rigid Plastics USA, Inc., and Envases Universales De
Mexico S.A.P.I. De C.V. during a Feb. 6 auction.

Separately, the Court authorized Constar to sell a facility in
Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for
$3 million.  There was no other bidder for the Maryland facility.


COOPER-BOOTH WHOLESALE: Must Decide on Bardon Lease by July 15
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
extended until July 15, 2014, the time for Cooper-Booth Wholesale,
L.P., et al. to assume, assign or reject an unexpired lease of
non-residential real property.

Bardon Development, L.L.P., as its landlord, consents to the
extension of the Debtor's lease decision period.

The Debtor entered into the lease agreement, as tenant, with
Bardon, as its landlord, prior to the Petition Date.

                  About Cooper-Booth Wholesale

Cooper-Booth Wholesale Company, L.P. and two affiliates sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 13-14519) in
Philadelphia on May 21, 2013, after the U.S. government seized the
Company's bank accounts to recover payments made by a large
customer caught smuggling Virginia-stamped cigarettes into New
York.

Serving the mid-Atlantic region, Cooper is one of the top 20
convenience store wholesalers in the country.  Cooper supplies
cigarettes, snacks, beverages and other food items from Hershey's,
Lellogg's, Bic, and Mars to convenience stores.  Cooper has been
in the wholesale distribution business since 1865 when the Booth
Tobacco Company was incorporated in Lancaster, Pennsylvania.  The
Company has been family owned and operated for three generations.

Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer
Karalis, P.C., in Philadelphia, serve as the Debtors' bankruptcy
counsel.  Executive Sounding Board Associates, Inc., is the
financial advisor.  SSG Advisors, LLC, serves as investment
bankers.  Blank Rome LLP represents the Debtor in negotiations
with federal agencies concerning the seizure warrant.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to the Official Unsecured Creditors' Committee in
the Chapter 11 case.

Cooper-Booth disclosed $58,216,784 in assets and $35,054,482 in
liabilities as of the Chapter 11 filing.  As of the Petition Date,
the Debtors' total consolidated funded senior debt obligations
were approximately $10.7 million and consisted of, among other
things, $7.72 million owing on a revolving line of credit
facility, $2.83 million owing on a line of credit for the purchase
of equipment, and $166,000 due on a corporate VISA Card.  PNC Bank
asserts that a letter of credit facility is secured by all
personal property owned by Wholesale.  Unsecured trade payables
totaled $22.8 million as of May 21, 2013.


CRAFT INTERNATIONAL: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Craft International LLC
          aka The Craft
          aka Craft
        3824 Cedar Springs Road, #357
        Dallas, TX 75219

Case No.: 14-30918

Chapter 11 Petition Date: February 24, 2014

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

Judge: Hon. Barbara J. Houser

Debtor's Counsel: Seymour Roberts, Jr.
                  Patrick J. Neligan, Esq.
                  NELIGAN FOLEY LLP
                  325 N. St. Paul, Suite 3600
                  Dallas, TX 75201
                  Tel: 214-840-5300
                  Fax: 214-840-5301
                  Email: sroberts@neliganlaw.com
                         pneligan@neliganlaw.com

Debtor's          SUMMER, SCHICK & PACE, LLP
Litigation
Counsel:

Estimated Assets: $50,000 to $100,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Steven Young, chief executive officer.

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


DARA BIOSCIENCES: Regains Compliance with NASDAQ Bid Price
----------------------------------------------------------
DARA BioSciences, Inc., an oncology supportive care pharmaceutical
company dedicated to providing health care professionals a
synergistic portfolio of medicines to help cancer patients adhere
to therapy and manage side effects arising from cancer treatment,
on Feb. 25 disclosed that the Company received notice from the
NASDAQ Listing Qualifications Staff that it has regained
compliance with the minimum $1.00 bid price per share requirement.
The previously disclosed NASDAQ delisting matter related to the
Company's bid price compliance is now closed.

"We believe, based on the recent orphan drug designation granted
by the FDA for KRN5500 for parenteral treatment of painful,
chronic, chemotherapy-induced peripheral neuropathy; the expansion
of our sales organization launched in January; and our expanded
marketing campaigns and synergistic product portfolio, the stage
has been set for an exciting 2014 for DARA and our shareholders,"
said David J. Drutz, MD, DARA's Chief Executive Officer and Chief
Medical Officer.  "We are very pleased that our recent reverse
stock split has enabled the Company to regain compliance with
NASDAQ listing requirements, eliminating the overhang of
uncertainty and allowing the Company's management to focus its
attention on the execution of our business plan."

                  About DARA BioSciences, Inc.

DARA BioSciences Inc. of Raleigh, North Carolina, is an oncology
supportive care pharmaceutical company dedicated to providing
healthcare professionals a synergistic portfolio of medicines to
help cancer patients adhere to their therapy and manage side
effects arising from their cancer treatments.


DELTONA CHIROPRACTIC: Files for Chapter 7 in Central Florida
------------------------------------------------------------
The Orlando Sentinel reports that Deltona Chiropractic & Advanced
Pain Management Center LLC filed a Chapter 7 petition (Bankr. M.D.
Fla.) on Jan. 30, 2014.

The Debtor disclosed $53,448 in assets and $283,539 in
liabilities.  The major creditors are:

   -- Lester & Gloria Levine in Longwood with $98,159 claims;
   -- Fifth Third Bank in Cincinnati with $50,000 claims;
   -- Citibusiness Card in Des Moines, Iowa with $12,000 claims.

The creditors' meeting is set for March 12.

The company, also known as Deltona Advanced Medical Wellness
Center, also doing business as Deltona Advanced Wellness Center is
located at 1240 E. Normandy Blvd., Deltona, Florida.


DESIGN DISTRICT: Cymbal Asks Court to Liquidate Project
-------------------------------------------------------
Brian Bandell at the South Florida Business Journal reports that
developer Asi Cymbal wants a judge to liquidate a project in
Miami's Design District where he's embroiled in a dispute with his
former partners.

BH18 LLC, which is managed by Cymbal, filed a lawsuit Feb. 6 in
Miami-Dade County Circuit Court against Design District
Development Partners, seeking to dissolve DDDP and place its
Design 41 project into receivership, according to South Florida
Business Journal.  The complaint was drafted by Coral Gables
attorneys Alvin Lodish and Scott D. Kravetz.

Reached by phone, Mr. Cymbal told the news agency that he intends
to acquire sole ownership of the property after the liquidation
process and develop it with his own money, not the EB-5 visa
financing plan that DDDP was based on.

In a statement through its law firm, Greenberg Traurig, DDDP said
the lawsuit would not affect the ongoing development of the
project, which it said would resume construction at the end of
this month with a new contractor, the report relates.

According to Mr. Cymbal's complaint, he was the owner in a
partnership that previously controlled the property at 112-130
N.E. 41st St. and, in 2010, Benjamin R. Norton told Mr. Cymbal he
could help him secure financing through the EB-5 visa program to
develop the site, the report notes.

Mr. Cymbal's company sold the project to DDDP for $1.86 million in
2011.  According to the complaint, DDDP's board is led by five
managers: three from Fortech Investment, one from Suncoast
Community Partners and one from BH18, which appointed Cymbal.
Mr. Norton was one of the managers appointed by Fortech.

Mr. Norton, the report notes, secured partial financing for the
project in June 2012, and A&C Builders, also known as Cymbal
Development, started building it, the lawsuit said.

"By June of 2013, Benjamin R. Norton had apparently exhausted the
financing he secured for the project," Cymbal's lawsuit said, the
report relays.  "As a result, DDDP defaulted on payments due to
A&C Builders for work performed.  DDDP failed to pay Cymbal
Development for four consecutive months."

In September, the report recalls that Cymbal Development filed a
lawsuit against DDDP, seeking to foreclose on $1.2 million in
construction liens for its work on the project.  That case remains
pending.

DDDP said in its statement that Cymbal Development was terminated
for nonperformance, mismanagement and Cymbal misrepresenting
himself as the owner of the project to contractors.  Cymbal
Development denies violating any terms of the construction
contract.

On Dec. 9, 2013, the report recalls that several members of the
DDDP board, including Norton, voted to remove Cymbal as a member;
however, Cymbal wasn't given notice of that meeting, his lawsuit
said.  The board must unanimously vote on all changes to its
operating agreement, so this violated that provision, Cymbal's
lawsuit said.  The report says that it claims that DDDP refused to
return Cymbal to his position and share the company's books and
records with him.  The lawsuit alleges that Norton improperly
claimed complete control of DDDP.

Because Mr. Cymbal is at a deadlock with Norton over these issues,
DDDP should be dissolved, and a receiver or custodian should be
appointed to liquidate the company's property and other assets,
the Cymbal complaint requests, the report notes.  Mr. Cymbal said
he hopes to reacquire control of the property and develop it
through that process, the report adds.

Brian Bandell covers banking, finance, health care and education.


DETROIT, MI: Fitch Says Plan of Adjustment Hostile to Bondholders
-----------------------------------------------------------------
Fitch Ratings believes the recent Detroit plan of adjustment (the
plan) filed with the Bankruptcy Court on Friday, Feb. 21, 2013, if
confirmed, would set a troubling precedent in the municipal
market.  The plan not only classifies unlimited tax general
obligation (ULTGO) bonds as 'unsecured,' but further degrades
ULTGO value by giving other similarly classed 'unsecured'
creditors preferential treatment, including unfunded pension and
retiree healthcare liabilities.  The city's choice to treat ULTGO
bonds as unsecured is particularly concerning, as they are backed
by a separate property tax approved by the voters for the sole
purpose of paying debt service on the bonds.

The judge in the case ruled last month that nothing distinguishes
pensions from other debts, but the city and state are taking a
different tack.  The plan calls for pension creditors to receive a
higher recovery, based upon approximately $830 million of
contributions from private foundations, the Detroit Institute of
Art (DIA) and the state.  These contributions are proposed in
order to avoid the liquidation of a particular city asset, the DIA
art.  These payments, however, are restricted for the benefit of
only one class of unsecured creditor, the pension creditors,
rather than for all creditors, as might have been expected.

Fitch also finds troubling the city's legal attempt to invalidate
the certificate of participation (COP) debt, which would further
skew the equitableness of the plan away from debtholders'
interests. The plan includes reducing COPs recovery to zero while
remaining silent on whether or not the pension system, which
benefited from the sale of the COPs, would return any of the
borrowed assets.

Fitch considers Detroit's plan of adjustment to be hostile to GO
bondholders. If this priority of creditors is upheld, Fitch
expects that this disregard for the rights of bondholders will
factor into higher borrowing costs for local issuers, and
ultimately for local property taxpayers, in Michigan.


EASYMED TECHNOLOGIES: In Default of CSE Requirements
----------------------------------------------------
EasyMed Technologies Inc. is in default of CSE requirements.
Effective immediately, EasyMed is suspended pursuant to CSE
Policy 3.  The suspension is considered a Regulatory Halt as
defined in National Instrument 23-101 Trading Rules.

Date: Effective Immediately, February 25, 2014
Symbol: EZM

Easymed Technologies Inc, formerly EasyMed Services Inc., --
http://easymedmobile.com-- is a Canada-based medical and health
technology services company.  The Company based on an Internet and
mobile phone platform offers a range of services and applications
for individuals, families, medical and health care professionals,
pharmaceutical manufacturers and insurance companies.  The main
service features provided by the Company include medical and
health reminders, on-line and mobile phone access and
interactivity, telemedicine, and an international medical and
health information service and its life science portal.


EDUCATION MANAGEMENT: S&P Lowers CCR to 'CCC+'; Outlook Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Pittsburgh-based for-profit post-secondary school
operator Education Management LLC to 'CCC+' from 'B-'.  The rating
outlook is negative.

At the same time, S&P lowered the issue-level rating on the
company's senior secured credit facilities to 'CCC+' from 'B-', in
accordance with its notching criteria for a '3' recovery rating,
reflecting S&P's expectation for meaningful (50% to 70%) recovery
for lenders in the event of default.

S&P also lowered its issue-level rating on the company's senior
unsecured notes to 'CCC-' from 'CCC', in conjunction with the
corporate credit rating downgrade. The recovery rating on this
debt remains '6', signifying S&P's expectation for negligible
(0% to 10%) recovery.

"The downgrade reflects our expectation that enrollment declines
will continue over the near term," said Standard & Poor's credit
analyst Christopher Thompson.  "Given the fixed costs of the
business, we expect this will lead to weaker credit metrics and
lower cash flow generation, which heightens the risk for a
covenant violation."

The negative outlook on Education Management reflects Standard &
Poor's view that average enrollment declines will persist in the
intermediate term, resulting in an increase in leverage.  The
outlook also reflects the company's increasing probability of a
covenant violation, deteriorating liquidity position, and pressure
to refinance the revolver, which is currently undrawn but is
partially utilized to issue letters of credit and expires in June
2015.


ELCOM HOTEL: Revised Joint Liquidation Plan Declared Effective
--------------------------------------------------------------
Elcom Hotel & Spa, LLC, et al., notified the U.S. Bankruptcy Court
for the Southern District of Florida that the Effective Date of
their Revised First Amended Joint Plan of Liquidation occurred on
Feb. 10, 2014.

As reported in the Troubled Company Reporter, Judge Robert A. Mark
confirmed on Jan. 24, 2014, the Revised First Amended Joint Plan,
after determining that the Plan satisfies the confirmation
requirements laid out in the Bankruptcy Code.

All objections that have not been withdrawn, waived, or settled,
and all reservations of rights pertaining to confirmation of the
Plan, are overruled on the merits for reasons stated on the record
of the confirmation hearing.

Michael Goldberg, Esq., has been appointed as the initial
liquidating trustee, and was required to post a bond in the amount
of 150% of Cash on hand, with the expenses of the bond authorized
to be paid by the Trust.

                       About Elcom Hotel

Elcom Hotel & Spa LLC and Elcom Condominium LLC sought Chapter 11
protection (Bankr. S.D. Fla. Case Nos. 13-10029 and 13-10031) on
Jan. 2, 2013, with plans to sell their hotel and condominium
property.

Elcom Condominium owns nine of the hotel condominium units at the
One Bal Harbor Resort & Spa.  The resort is located on five acres
of land in Bal Harbor, Florida.  The building and improvements
consist of 185 luxury residential condominium units and 124 hotel
condominium units.  Elcom Hotel owns the hotel lot.

Elcom Hotel disclosed $10,378,304 in assets and $20,010,226 in
liabilities as of the Chapter 11 filing.  The Debtor owes OBH
Funding, LLC, $1.8 million on a mortgage and F9 Properties, LLC,
formerly known as ANO, LLC, $9 million on a mezzanine loan secured
by a lien on the ownership interests in the project's owner.  OBH
Funding and ANO are owned by Thomas D. Sullivan, the manager of
the Debtors.

Corali Lopez-Castro, Esq., of Kozyak Tropin & Throckmorton, P.A.,
represent the Debtors as bankruptcy counsel.  Duane Morris LLP is
the special litigation, real estate, and hospitality counsel.
Algon Capital, LLC, d/b/a Algon Group's Troy Taylor is the
Debtors' chief restructuring officer.  Barry E. Mukamal and
Marcum, LLP, serve as accountants and financial advisors.  The
Barthet Firm is the special litigation collections counsel.  Barry
E. Somerstein and Greenspoon Marder Law serve as special real
estate counsel.

Elcom Hotel & Spa and Elcom Condominium have submitted a revised
disclosure statement filed in conjunction with the proposed
liquidating plan. The revised disclosure statement indicates that
unsecured creditors are still divided into two classes under the
Plan.  The Plan contemplates that holders of general unsecured
claims (expected to total $14 million to $79.1 million) will have
a recovery of 0% to 18%, which will be funded from the pro rata
distribution of "net free cash" and proceeds of causes of action
and remaining assets.  Holders of general unsecured vendor claims
(estimated at $500,000 to $971,000) -- those vendors who have
unsecured claims who agree to continue do business with the
Debtors -- will have a recovery of 50%, which will be funded from
the 50% distribution from "net free cash."

In December 2013, the Florida bankruptcy judge signed off on a
$13.4 million sale of the building's common areas to the
homeowners' association.  U.S. Bankruptcy Judge Robert A. Mark
approved the result of the auction in which the One Bal
Harbour residential association beat out an entity owned by Thomas
Sullivan, who is the largest shareholder of Elcom Hotel, and
stalking horse bidder Stoneleigh Capital LLC.

Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern
District of Florida, Miami Division, confirmed on Jan. 24, 2014,
the Revised First Amended Joint Plan of Liquidation of Elcom Hotel
after determining that the Plan satisfies the confirmation
requirements laid out in the Bankruptcy Code.


FAIRMONT GENERAL: Has Until April 1 to Decide on Unexpired Leases
-----------------------------------------------------------------
The Hon. Patrick M. Flatley of the U.S. Bankruptcy Court for the
Northern District of West Virginia extended until April 1, 2014,
the time for Fairmont General Hospital, Inc., et al. to assume or
reject nonresidential real property leases.

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

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

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

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

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

The Debtors are engaged in the process of locating a buyer or
strategic partner for the hospital, through the Debtors'
investment bankers.  The Debtors believe that by the end of
March 2014 that process will be complete and a plan can be filed.

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


FAIRMONT GENERAL: Ombudsman Taps Bowles Rice as Local Counsel
-------------------------------------------------------------
Suzanne Koenig, the patient care ombudsman appointed in the
Chapter 11 cases of Fairmont General Hospital, Inc., et al.,
ask the Bankruptcy Court for permission to employ the law firm of
Bowles Rice LLP, as local, West Virginia counsel to the ombudsman,
nunc pro tunc as of Dec. 2, 2013.

Bowles Rice will render services to the ombudsman, including:

   a) to the extent that an appearance of local counsel is
      required, representing the ombudsman in any proceeding
      or hearing in the Bankruptcy Court, and in any action in
      other courts where the rights of the patients may be
      litigated or affected as a result of the cases;

   b) advising the ombudsman and her lead counsel, Greenberg
      Traurig, concerning local practice and procedure in the
      Bankruptcy Court and in any action in other courts where
      the rights of the patients may be litigated or affected
      as a result of the cases; and

   c) advising the ombudsman and her lead counsel, Greenberg
      Traurig, concerning the requirements of the Office of the
      Assistant United States Trustee for West Virginia relating
      to the discharge of her duties under Section 333 of the
      Bankruptcy Code.

To the best of the ombudsman's knowledge, Bowles Rice is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Bowles Rice has advised the ombudsman that the primary
professionals who will likely provide services to the ombudsman
and Greenberg Traurig throughout the course of the cases, and
their respective usual and customary hourly rates are:

     Professional                           Rate Per Hour
     ------------                           -------------
Richard M. Francis, partner                     $350
Julia A. Chincheck, partner                     $350
Daniel J. Cohn, associate                       $175
Annette W. Jones, legal assistant                $95

Bowles Rice has agreed to discount all of its professional fees in
thee cases by 15 percent, yielding the following hourly rates to
be used to calculate professional fees in the cases; (i) Mr.
Francis -- $297; (ii) Ms. Chincheck -- $297; (iii) Mr. Cohn --
$148; and (iv) Ms. Jones -- $80.

                    About Fairmont General

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

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

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

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

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

The Debtors are engaged in the process of locating a buyer or
strategic partner for the hospital, through the Debtors'
investment bankers.  The Debtors believe that by the end of
March 2014 that process will be complete and a plan can be filed.

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


FAIRMONT GENERAL: Taps Integra Realty as Valuation Expert
---------------------------------------------------------
Fairmont General Hospital, Inc., et al., ask the U.S. Bankruptcy
Court for the Northern District of West Virginia for permission to
employ Integra Realty Resources - Pittsburgh as valuation expert.

Integra will, among other things:

   a. provide the market value of property owned in fee simple
      by FGH, including Unit 4 of the HealthPlex located in
      Fairmont, Marion County, West Virginia;

   b. provide an estimate of the market rent of Units 1, 2,
      and 3 of the HealthPlex Condominium, for the purpose of
      determining if a leasehold interest exists; and

   c. provide other necessary matters in relation to the
      Bankruptcy Cases.

The Debtors' estate will pay Integra $5,150 for the valuation
assignment.

                    About Fairmont General

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

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

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

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

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

The Debtors are engaged in the process of locating a buyer or
strategic partner for the hospital, through the Debtors'
investment bankers.  The Debtors believe that by the end of
March 2014 that process will be complete and a plan can be filed.

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


FIRST SECURITY: EJF Capital Stake at 6.6% as of Dec. 31
-------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, EJF Capital LLC and its affiliates disclosed
that as of Dec. 31, 2013, they beneficially owned 4,391,481 shares
of common stock of First Security Group, Inc., representing 6.6
percent of the shares outstanding.  EJF Capital previously
reported beneficial ownership of 6,080,000 common shares as of
April 12, 2013.  A copy of the regulatory filing is available for
free at http://is.gd/0vxw1f

                    About First Security Group

First Security Group, Inc., is a bank holding company
headquartered in Chattanooga, Tennessee, with $1.2 billion in
assets as of Sept. 30, 2010.  Founded in 1999, First
Security's community bank subsidiary, FSGBank, N.A., has 37 full-
service banking offices, including the headquarters, along the
interstate corridors of eastern and middle Tennessee and northern
Georgia and 325 full-time equivalent employees.  In Dalton,
Georgia, FSGBank operates under the name of Dalton Whitfield Bank;
along the Interstate 40 corridor in Tennessee, FSGBank operates
under the name of Jackson Bank & Trust.

In the auditors' report accompanying the financial statements for
year ended Dec. 31, 2011, Joseph Decosimo and Company, PLLC, in
Chattanooga, Tennessee, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has recently incurred substantial
losses.  The Company is also operating under formal supervisory
agreements with the Federal Reserve Bank of Atlanta and the Office
of the Comptroller of the Currency and is not in compliance with
all provisions of the Agreements.  Failure to achieve all of the
Agreements' requirements may lead to additional regulatory
actions.

First Security incurred a net loss of $37.57 million in 2012,
a net loss of $23.06 million in 2011, and a net loss of $44.34
million in 2010.

The Company's balance sheet at Sept. 30, 2013, showed $1.01
billion in total assets, $928.46 million in total liabilities and
$83.38 million in total shareholders' equity.


FOX TROT: Wants Exclusive Plan Filing Period Extended to May 12
---------------------------------------------------------------
Fox Trot Corporation is asking the Hon. Tracey N. Wise of the U.S.
Bankruptcy Court for the Eastern District of Kentucky to extend by
90 days the exclusive periods within which it may (i) file its
plan and disclosure statement, up to and including, May 12, 2014,
and (ii) solicit acceptances of the plan, up to and including
July 9, 2014.

The Debtor stated in its Feb. 4, 2014 court filing that the Debtor
is close to being in a position to receive significant royalty
income from an affiliate, which will enable the Debtor to obtain
exit financing in an amount that the Debtor believes will be
sufficient to propose a confirmable plan of reorganization or even
potentially satisfy the claims of all of its creditors.

As of the Petition Date, the Debtor held interests in three
limited liability companies and owns certain real property in
Fayette County.  The first of these limited liability companies,
Fox Trot Properties, LLC, is a Kentucky limited liability company
that owns and leases approximately 600 acres of real property in
Estill County.  FT Properties leases and subleases the Estill
Property to BRC Alabama No. 5, LLC, and BRC Greenfuels, LLC.  The
Tenants have constructed certain refined coal production
facilities on the Estill Property.  Bowie Refined Coal, LLC, has
contracted with FT Properties and the Tenants to purchase refined
coal from the Estill Property.  "Once fully operational, the
Production Facilities are expected to produce significant royalty
payments for FT Properties, which should enable the Debtor to
service debt obligations through bankruptcy exist financing in an
amount sufficient to satisfy the claims of all creditors in this
Chapter 11 case," the Debtor stated.

The Debtor believes that an extension is warranted so that FT
Properties has adequate time to ensure that full production begins
at the Production Facilities and that the royalty streams are in
place to enable the Debtor to obtain bankruptcy exist financing.
The Debtor said that its discussions with a potential lender have
also been positive and are anticipated to continue in February
2014 with a possible March 2014 closing date.

FT Properties intends to liquidate excess materials and equipment
at the Estill Property over the next 30 days and provide the net
proceeds from this liquidation to the Debtor to assist in
stabilizing and continuing its operations.  It is believed that
the sale of this material and equipment will produce between
$100,000 and $200,000, which is more than enough to provide for
the Debtor's postpetition operations through confirmation, the
Debtor said.

                    About Fox Trot Corporation

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

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


GALILEE MEMORIAL GARDENS: Sent by Tennessee to Receivership
-----------------------------------------------------------
The Commercial Appeal reports that a Davidson County judge on
Monday granted the state of Tennessee's request to place the
troubled Galilee Memorial Gardens in Bartlett in state
receivership, with former U.S. attorney David Kustoff likely to be
appointed receiver.

Chancellor Carol McCoy said the receiver's immediate priorities
are sifting through the business's financial records, determining
who is buried where in the Bartlett cemetery and ensuring that
people who have bought pre-need services there are properly
served, according to The Commercial Appeal.

The report relates that the judge gave the receiver authority to
disinter and reinter the remains of people who may have been
buried improperly, including in single graves where multiple
bodies may be buried.  The report relates that Chancellor McCoy
ordered the state Department of Commerce and Insurance to return
with an initial, non-comprehensive progress report in 30 days.

"This is not an exercise in study.  I anticipate the receiver will
go out there and do some digging and find if there are two bodies
in a plot, determine who it is and have a plan for what to do with
the remains ? either reburying elsewhere in the cemetery or making
arrangements for burial somewhere else," the report quoted
Mr. McCoy as saying.

The report notes that at the request of their Nashville attorney,
William J. Haynes III, the judge also gave the cemetery's owners,
the Lambert family, authority to continue their sales of funeral
products like tombstones ? as long as it does not interfere with
the receiver's work.  McCoy agreed with Haynes' request that
allowing such sales would produce revenue needed to help
rehabilitate the cemetery, the report adds.


GENERAL AUTO BUILDING: Seeks Final Decree Closing Chapter 11 Case
-----------------------------------------------------------------
General Auto Building LLC asked the U.S. Bankruptcy Court for the
District of Oregon to enter a final decree closing its bankruptcy
case.

The company said its Chapter 11 plan of reorganization has been
"substantially" consummated, and that all matters that needed to
be completed upon its emergence from bankruptcy protection have
already been completed.

The bankruptcy court on July 11, 2013, confirmed General Auto's
restructuring plan, which offered to pay all creditors in full or
in part over time from revenue generated by operations, cash
savings, and from the new investment in the company.

The restructuring plan also called for the cancellation of all
membership interests in General Auto upon its emergence from
bankruptcy.  Pursuant to the plan, membership interests in the
reorganized company would be allocated pro rata among all new
investors.

                    About General Auto Building

General Auto Building, LLC, filed for Chapter 11 bankruptcy
(Bankr. D. Ore. Case No. 12-31450) on March 2, 2012.  The Debtor
is an Oregon limited liability company formed in 2007 with its
principal place of business in Spokane, Washington.  It was formed
to renovate and lease its namesake commercial property located at
411 NW Park Avenue, Portland, Oregon.  As of the Petition date,
the Debtor has developed virtually all of the General Automotive
Building and has leased approximately 98% of the building's space
to retail and commercial tenants.  The Debtor continues to seek
tenants for the remaining spaces.

Judge Elizabeth L. Perris presides over the case.  Michael W.
Fletcher, Esq., Albert N. Kennedy, Esq., and Ava L. Schoen, Esq.,
at Tonkon Torp LLP, serve as the Debtor's counsel.

The Debtor has scheduled $10,010,620 in total assets and
$13,519,354 in total liabilities.

The U.S. Trustee was unable to appoint an official committee of
unsecured creditors in the case.

As reported in the TCR on Aug. 1, 2013, the Court confirmed the
Debtor's Fifth Amended Plan.  A copy of the confirmation order is
available at http://bankrupt.com/misc/generalauto.doc440.pdf

Thereafter, Judge Perris denied Park & Flanders LLC's motion to
reconsider the order confirming the Fifth Amended Plan, dated
Feb. 11, 2013.  Judge Perris said she is not convinced that Park &
Flanders has demonstrated a basis for reconsideration of the
confirmation order.


GENERAL MOTORS: Expands Ignition Switch Recall to 1.6MM Cars
------------------------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that
General Motors Co. more than doubled the size of a recall, to 1.6
million vehicles world-wide, after consumer complaints pushed the
company to expand a replacement of faulty ignition switches to
additional models.

According to the report, on Feb. 25, GM said the recall would
include 2003 to 2007 model year Saturn Ions, 2006 to 2007
Chevrolet HHRs, and 2006 to 2007 Pontiac Solstice and Saturn Sky
vehicles.

"We are deeply sorry and we are working to address this issue as
quickly as we can," GM North America President Alan Batey said in
a statement, the report cited.  GM asked customers to use just a
single key on their key rings.

GM two weeks ago said it would recall 778,562 of its 2005 to 2007
Chevrolet Cobalt and 2007 Pontiac G5 compact cars, the report
related.  In all the vehicles, heavy key chains or a sudden impact
could cause ignition switches to move out of the "on" position,
shut off the engine and power systems?and disable air bags.

"The only question now is will [regulators] hit GM with the
maximum civil fine or go after them for criminal penalties. It was
clearly a safety defect and GM knew about it [earlier]," said
Clarence Ditlow, executive director of consumer advocate group
Center for Auto Safety, the report cited.  "They are doing the
right thing but they are doing it too late. I also question NHTSA
here, they have evidence and they did nothing about it until now."

                     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.


GLOBAL AVIATION: Cerberus et al., Agree to Extend Challenge Period
------------------------------------------------------------------
Cerberus Business Finance, LLC, said the company and the first-
lien lenders have agreed to further extend the deadline for the
unsecured creditors' committee to bring a challenge under the
final order, which authorized Global Aviation Holdings Inc. to
obtain post-petition financing.

Cerberus is represented by:

         Michael R. Nestor, Esq.
         Margaret Whiteman Greecher, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR LLP
         Rodney Square
         1000 North King Street
         Wilmington, Delaware 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253
         E-mail: mnestor@ycst.com
                 mgreecher@ycst.com

               - and -

         Michael L. Tuchin, Esq.
         Thomas E. Patterson, Esq.
         David M. Guess, Esq.
         KLEE, TUCHIN, BOGDANOFF & STERN LLP
         1999 Avenue of the Stars, 39th Floor
         Los Angeles, California 90067
         Tel: (310) 407-4000
         Fax: (310) 407-9090
         E-mail: mtuchin@ktbslaw.com
                 tpatterson@ktbslaw.com
                 dguess@ktbslaw.com

                   About Global Aviation Holdings

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

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

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

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

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

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

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


GLOBAL AVIATION: Obtains Approval to File Exit Plan Until May 12
----------------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath extended the period of time
during which Global Aviation Holdings Inc. alone holds the right
to file a plan to exit Chapter 11 protection.

The bankruptcy judge extended the company's exclusive right to
submit a plan in court to May 12, and to solicit votes on the plan
to July 11.

Judge Walrath approved last month a sale process that will be
implemented through Global Aviation's bankruptcy plan.

Under the sale process, Global Aviation proposes selling the
business to Cerberus Business Finance LLC, as agent for first-lien
lenders, unless there's a better offer at an auction on March 19.

The lenders group offered to sponsor a bankruptcy plan if it wins
the auction and buy Global Aviation's assets through the
forgiveness of debt.

                   About Global Aviation Holdings

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

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

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

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

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

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

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


GLOBAL AVIATION: Asks Court to Approve Plan Support Agreement
-------------------------------------------------------------
Global Aviation Holdings Inc. has filed a motion seeking court
approval to enter into a plan support agreement with Cerberus
Business Finance, LLC and the unsecured creditors' committee.

The agreement incorporates a plan term sheet, which outlines the
structure of Global Aviation's reorganization plan.  It allows the
company to seek better offers for the sale of its business in
accordance with the process approved by the U.S. Bankruptcy Court
in Delaware last month.

Global Aviation proposes selling the business to Cerberus, as
agent for first-lien lenders, unless there's a better offer at an
auction on March 19.  The lenders group offered to sponsor a
bankruptcy plan if it wins the auction and buy the assets through
the forgiveness of debt.

Christopher Ward, Esq., at Polsinelli PC, in Wilmington, Delaware,
said the agreement is a "critical step in moving these cases to
successful resolution."

"The debtors do not wish to undertake the expensive and time-
consuming process of proceeding to propose and seek to confirm a
plan of reorganization without the support of their major
constituencies," Mr. Ward said.

According to Mr. Ward, both the unsecured creditors' committee and
Cerberus have agreed to support approval of the plan as well as
the so-called disclosure statement.

Cerberus will also help get all regulatory approvals to effectuate
the transactions under the plan support agreement, he further
said.

                         Plan Term Sheet

Global Aviation's reorganization plan would effectuate, among
other things, the preservation of its business as a going concern
through cancellation of the existing equity interests of the
company or its subsidiaries, and issuance of new equity interests
to Cerberus.

Under the plan, all administrative and priority claims will be
paid in full in cash on or after the effective date of the plan,
or in deferred cash payments unless the claimant agrees to a
different treatment.

The proposed plan is subject to overbid pursuant to the sale
process approved by the court.  It will be funded through a
combination of cash on hand, debtor-in-possession loan and net
proceeds from operations.

The term sheet also contains a provision regarding labor cost
savings.  It specifies that the reorganization of World Airways
Inc., a debtor-affiliate, is conditioned upon the company
obtaining $7.5 million in additional annual savings from its
pilots and flight attendants.

A full-text copy of the plan support agreement and the term sheet
is available for free at http://is.gd/6Grj3i

              Court Asked to Overrule IBT Objection

In a separate filing, Global Aviation asked the court to overrule
the objection filed by the International Brotherhood of Teamsters,
which questioned the condition regarding labor cost savings.

IBT had said the additional $7.5 million in labor cost savings
"may approximately double the already burdensome wage and benefit
cuts" that were imposed upon pilots and flight attendants at World
Airways who are represented by the group.

According to Global Aviation, the condition regarding labor cost
savings "does not impair or prejudice" IBT's rights under section
1113 and that the plan support agreement doesn't implicate such
provision.

Section 1113 of the Bankruptcy Code mandates that "all creditors,
the debtor and all of the affected parties are treated fairly and
equitably."

                   About Global Aviation Holdings

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

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

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

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

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

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

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


GLOBAL AVIATION: Committee Wins Court Approval to Hire Morrison
---------------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath authorized the committee
representing Global Aviation Holdings Inc.'s unsecured creditors
to hire Morrison & Foerster LLP as its legal counsel.

                   About Global Aviation Holdings

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

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

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

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

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

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

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


GLOBALSTAR INC: Whitebox Stake at 5.4% as of Dec. 31
----------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Whitebox Advisors, LLC, and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
26,552,200 shares of common stock of GlobalStar Incorporated
representing 5.4 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/kgHGH6

                         About Globalstar

Covington, Louisiana-based Globalstar Inc. provides mobile
satellite voice and data services.  Globalstar offers these
services to commercial and recreational users in more than 120
countries around the world.  The Company's products include mobile
and fixed satellite telephones, simplex and duplex satellite data
modems and flexible service packages.

Globalstar incurred a net loss of $112.19 million in 2012, a net
loss of $54.92 million in 2011 and a net loss of $97.46 million in
2010.  The Company's balance sheet at Sept. 30, 2013, showed $1.38
billion in total assets, $1.12 billion in total liabilities and
$266.60 million in total stockholders' equity.

Crowe Horwath LLP, in Oak Brook, Illinois, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that Globalstar has suffered recurring losses from operations and
is not in compliance with certain financial and nonfinancial
covenants under certain long-term debt agreements.  This creates a
liquidity deficiency that raises substantial doubt about its
ability to continue as a going concern.


GRAND CENTREVILLE: Has Access to Cash Collateral Until March 11
---------------------------------------------------------------
Grand Centreville, LLC, in mid-February obtained entry of a third
interim order authorizing its use of cash collateral of secured
creditors owed $24.5 million in outstanding principal.

As adequate protection, the Debtor will grant, among other things,
adequate protection payments to Wells Fargo Bank, N.A., as trustee
for holders of commercial mortgage pass-through certificates.

Wells Fargo is represented by attorneys at Akerman LLP, in
Washington D.C.

Objections to the Debtor's further use of cash collateral are due
March 4, 2014.  In the event of objections, the court will hold a
final hearing on the Debtor's motion to use cash collateral on
March 11, 2014, at 11:00 a.m.

                       About Grand Centreville

Grand Centreville, LLC, filed a Chapter 11 petition (Bankr. E.D.
Va. Case No. 13-13590) on Aug. 2, 2013.  The petition was signed
by Michael L. Schuett, principal of Black Creek Consulting Ltd.,
the receiver.  Judge Robert G. Mayer presides over the case.
Paula S. Beran, Esq., and Lynn L. Tavenner, Esq., at Tavenner &
Beran, PLC, in Richmond, Va., represent the Debtor as counsel.

The Debtor owns the real property located at 13810-13860 Braddock
Road, Centreville, Virginia.  In its schedules, the Debtor
disclosed $40,550,046 in assets and $26,247,602 in liabilities as
of the petition date.


GRAND CENTREVILLE: Case Dismissal Hearing Continued to March 11
---------------------------------------------------------------
The hearing to consider the request for dismissal of the Chapter
11 case of Grand Centreville, LLC, has been continued to March 11,
2014, at 11:00 a.m., according to a docket entry.

As reported in the Nov. 6, 2013 edition of the TCR, Wells Fargo
Bank, N.A. -- as trustee for the registered holders of JP Morgan
Chase Commercial Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2005-CIBC13, the secured
creditor of Grand Centreville, LLC -- filed a motion to dismiss
the chapter 11 case of the Debtor.

According to Wells Fargo, the Debtor's bankruptcy proceeding
should be dismissed for cause, pursuant to 11 U.S.C. Sec.  1112(b)
for several reasons:

     -- the Receiver did not have authority to initiate the
        Bankruptcy Proceeding;

     -- Even if the Receiver did have such authority, the
        bankruptcy is both objectively futile and subjectively
        filed in bad faith for the reasons:

        (1) the Debtor is a financially healthy entity that has
            no need to reorganize;

        (2) the Debtor's only asset is the Shopping Center and
            its associated property, which is the Secured
            Creditor's Collateral;

        (3) the Debtor has few unsecured creditors, whose
            claims are small in comparison to those of the
            Secured Creditor, the only secured creditor in
            the case;

        (4) the Shopping Center and its associated property
            are subject to a foreclosure action as a result
            of the Debtor's default on the Loan;

        (5) the Debtor's financial condition is, in essence,
            a two-party dispute between the Debtor and the
            Secured Creditor which can be resolved in state
            court proceedings;

        (6) the timing of the Debtor's Bankruptcy Proceeding
            indicates the Debtor's intent to delay or frustrate
            the Secured Creditor's enforcement of its rights
            under the Loan Documents; and

        (7) the Debtor intended to use the automatic stay
            provided by the Bankruptcy Code to prevent the
            Secured Creditor from enforcing its rights under
            the Loan Documents and as a litigation tactic
            against Secured Creditor.

                       About Grand Centreville

Grand Centreville, LLC, filed a Chapter 11 petition (Bankr. E.D.
Va. Case No. 13-13590) on Aug. 2, 2013.  The petition was signed
by Michael L. Schuett, principal of Black Creek Consulting Ltd.,
the receiver.  Judge Robert G. Mayer presides over the case.
Paula S. Beran, Esq., and Lynn L. Tavenner, Esq., at Tavenner &
Beran, PLC, in Richmond, Va., represent the Debtor as counsel.

The Debtor owns the real property located at 13810-13860 Braddock
Road, Centreville, Virginia.  In its schedules, the Debtor
disclosed $40,550,046 in assets and $26,247,602 in liabilities as
of the petition date.


GRAND CENTREVILLE: Wells Fargo Opposes More Exclusivity
-------------------------------------------------------
Wells Fargo Bank, N.A., filed an objection to Grand Centreville,
LLC's second motion for an extension of its exclusive periods to
propose a Chapter 11 plan.

Grand Centreville is asking the U.S. Bankruptcy Court for the
Eastern District of Virginia to extend its exclusive periods to
file a Chapter 11 Plan until July 31, 2014, and solicit
acceptances for that Plan until Sept. 29.

Wells Fargo objects to more exclusivity on the same grounds in its
objection to the Debtor's initial motion for an extension.

Wells Fargo -- the trustee for the registered holders of JP Morgan
Chase Commercial Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2005-CIBC13 -- pointed out that
the bankruptcy proceeding is subject to a motion to dismiss.

In the motion to dismiss, Wells Fargo argues that the receiver
lacked authority to file the bankruptcy proceeding because neither
the court order approving the receiver nor the Debtor's corporate
documents authorized the Receiver to place the Debtor into
bankruptcy.  Furthermore, Wells Fargo argued that the bankruptcy
proceeding was filed in bad faith.

                          *     *     *

According to a Feb. 11 docket entry, a hearing has been held and
the judge has approved the motion.  The order has yet to be
submitted.  The order/disposition was due Feb. 26, 2014, according
to the docket entry.

                       About Grand Centreville

Grand Centreville, LLC, filed a Chapter 11 petition (Bankr. E.D.
Va. Case No. 13-13590) on Aug. 2, 2013.  The petition was signed
by Michael L. Schuett, principal of Black Creek Consulting Ltd.,
the receiver.  Judge Robert G. Mayer presides over the case.
Paula S. Beran, Esq., and Lynn L. Tavenner, Esq., at Tavenner &
Beran, PLC, in Richmond, Va., represent the Debtor as counsel.

The Debtor owns the real property located at 13810-13860 Braddock
Road, Centreville, Virginia.  In its schedules, the Debtor
disclosed $40,550,046 in assets and $26,247,602 in liabilities as
of the petition date.


GREAT BASIN: Van Eck Associates No Longer a 5% Shareholder
----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Van Eck Associates Corporation disclosed that
as of Dec. 31, 2013, it has ceased to be the beneficial owner of
more than five percent of the common stock of Great Basin Gold
Ltd.  Van Eck previously reported beneficial ownership of
40,178,947 common shares or 7.27 percent equity stake as of Feb 8,
2013.  A copy of the regulatory filing is available for free at:

                        http://is.gd/b00nDB

                         About Great Basin

Canada-based The Great Basin Gold Ltd and its subsidiaries are
engaged in the exploration, development, and operation of high-
quality gold properties.  The GBG Group's primary projects are a
trial mine and a recently constructed start-up mine, both of which
are located in rich gold-producing regions: the Hollister trial
mine in Nevada and the Burnstone start-up mine in South Africa.
The GBG Group also holds interests in early-stage mineral
prospects located in Canada and Mozambique.

Great Basin's balance sheet at June 30, 2012, showed
C$888.03 million in total assets, C$403.41 million in total
liabilities, and stockholders' equity of $484.62 million.

On Sept. 18, 2012, the GBG Group's primary South African operating
subsidiary and owner of the Burnstone Start-up Mine, Southgold
Exploration (Pty) Ltd., commenced business rescue proceedings
under chapter 6 of the South African Companies Act, 2008.

On Sept. 19, 2012, Great Basin Gold Ltd., the ultimate parent
company, applied for protection from its creditors in Canada
pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985,
c. C-36 in the Supreme Court of British Columbia Vancouver
Registry.  GBG arranged -- and the U.S. debtors cross-guaranteed
-- DIP financing from Credit Suisse and Standard Chartered Bank in
the amount of $51 million, of which $10 million was made available
to the U.S. subsidiaries and $25 million for South Africa.

The British Columbia Court appointed KPMG Inc. as monitor of the
business and financial affairs of the Company in the CCAA
proceedings.

On Feb. 25, 2013, Rodeo Creek Gold Inc., which operates and owns
the Hollister Trial-Mine, along with other U.S. subsidiaries of
Great Basin, filed petitions for Chapter 11 protection (Bankr. D.
Nev. Case No. 13-50301), in Reno, Nevada, as cash ran out before
they could complete the sale of the mine.

Rodeo Creek estimated assets worth less than $100 million and debt
in excess of $100 million.  Credit Suisse is the agent under the
Debtors' secured prepetition credit facilities: (i) the Existing
Hollister Credit Facility, under which the Debtors had $52.5
million outstanding at the end of 2012 and (ii) the Canadian DIP
Facility, under which the Debtors had guaranteed $35 million
outstanding as of the Petition Date.  The Debtors also had
$13.5 million in outstanding trade debt, in addition to certain
intercompany obligations.


GULF PROPERTIES: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Gulf Properties Associates, LLC
          dba Bay Pointe Golf Club
          fdba Gulf Properties Associates, GP, a Michigan
          General Partnership
          dba Bay Pointe Golf & Country Club
          dba Bay Pointe Golf
          dba Bay Pointe
        12723 82 Terrace North
        Seminole, FL 33776

Case No.: 14-01923

Chapter 11 Petition Date: February 24, 2014

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Joel S Treuhaft, Esq.
                  PALM HARBOR LAW GROUP, P.A.
                  2997 ALT 19 STE B
                  Palm Harbor, FL 34683-1907
                  Tel: 727-797-7799
                  Fax: 727-213-6933
                  Email: jstreuhaft@yahoo.com

Total Assets: $871,665

Total Liabilities: $1.73 million

The petition was signed by Wayne T. Wallrich, managing member.

A list of the Debtor's 14 largest unsecured creditors is available
for free at:

           http://bankrupt.com/misc/flmb14-1923.pdf


HAAS ENVIRONMENTAL: EisnerAmper Okayed as Committee Fin'l Advisor
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey
authorized the Official Committee of Unsecured Creditors in the
Chapter 11 case of Haas Environmental, Inc., to retain EisnerAmper
LLP as its financial advisor effective Jan. 1, 2014.

As reported in the Troubled Company Reporter on Feb. 14, 2014,
EisnerAmper is expected to:

   (a) gain an understanding of the Debtor's corporate structure,
       including non-debtor entities;

   (b) perform a preliminary assessment of the Debtor's cash needs
       and related projections;

   (c) establish reporting procedures that will allow for the
       monitoring of the Debtor's post-petition operations;

   (d) develop and evaluate alternative sale and liquidation
       strategies;

   (e) prepare a preliminary dividend analysis to determine
       potential return to unsecured creditors;

   (f) gain an understanding of the Debtor's accounting systems;

   (g) scrutinize proposed sale transactions, if any, including
       the assumption and rejection of executory contracts;

   (h) identify, analyze and investigate transactions with non-
       Debtor entities and other related parties;

   (i) monitor the Debtor's weekly operating results, availability
       and borrowing base certificates;

   (j) analyze the Debtor's budget-to-actual results on an ongoing
       basis for reasonableness and cost control;

   (k) communicate findings to the Committee;

   (l) investigate and analyze all potential avoidance action
       claims;

   (m) assist the Committee in negotiating the key terms of a Plan
       of Reorganization/Liquidation;

   (n) review and analyze any proposed Plan of
       Reorganization/Liquidation and Disclosure Statement; and

   (o) render such assistance as the Committee and its counsel may
       deem necessary.

EisnerAmper will be paid at these hourly rates:

       Director/Partners               $425-$590
       Manager/Senior Managers         $280-$420
       Staff/Senior Staff              $160-$275
       Paraprofessional                $130-$160

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

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

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.  Jerrold
N. Poslusny, Jr., Esq., at Cozen O'Connor, in Cherry Hill, New
Jersey, serves as the Debtor's counsel.

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.


HAAS ENVIRONMENTAL: Panel Balks Asset Sale, Landlord Settlement
---------------------------------------------------------------
Mary E. Seymour, Esq., at Lowenstein Sandler LLP, on behalf of the
Official Committee of Unsecured Creditors, filed an objection and
reservation of rights to Haas Environmental, Inc.'s motion to (i)
sell its inventory to Anadarko; and (ii) approve a settlement with
Cummings Land Management and Development Company.

The Committee does not oppose the Debtor's efforts to sell its
inventory, provided that the proposed sale price to Anadarko is
actually greater than the original prices paid by the Debtor for
the inventory.  The Debtor should also provide more information on
the actual labor costs and any other costs (transportation
charges, etc.) that may be incurred by the estate in connection
with the sale of the inventory.

The Committee also has questions and concerns with the proposed
settlement with the landlord, given the Committee's understanding
that the Debtor was effectively locked out of the premises prior
to the Petition Date; the landlord had improperly exercised self-
help by retaining the inventory in violation of Pennsylvania state
law; and the landlord does not have a valid landlord's lien on the
inventory.

                  About Haas Environmental, Inc.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor disclosed $10,127,069 in assets and
$11,595,611 in liabilities as of the Chapter 11 filing.  Jerrold
N. Poslusny, Jr., Esq., at Cozen O'Connor, in Cherry Hill, New
Jersey, serves as the Debtor's counsel.

Mary E. Seymour, Esq., at Lowenstein Sandler LLP, serves as
counsel for the Official Committee of Unsecured Creditors.


HAMPTON ROADS: Fir Tree No Longer a Shareholder
-----------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Fir Tree Inc., disclosed that as of Dec. 31,
2013, it ceased to be the beneficial owner of more than five
percent of Hampton Roads Bankshares, Inc.'s common stock.  Fir
Tree previously reported beneficial ownership of 16,284,406 common
shares as of Dec. 31, 2012.  A copy of the regulatory filing is
available for free at http://is.gd/Wiawvq

                   About Hampton Roads Bankshares

Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) --
http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001 and is headquartered in Norfolk,
Virginia.  The Company's primary subsidiaries are Bank of Hampton
Roads, which opened for business in 1987, and Shore Bank, which
opened in 1961.  Currently, Bank of Hampton Roads operates twenty-
eight banking offices in the Hampton Roads region of southeastern
Virginia and twenty-four offices in Virginia and North Carolina
doing business as Gateway Bank & Trust Co.  Shore Bank serves the
Eastern Shore of Maryland and Virginia through eight banking
offices and 15 ATMs.

Effective June 17, 2010, the Company and its banking subsidiary,
Bank of Hampton Roads ("BOHR"), entered into a written agreement
with the Federal Reserve Bank of Richmond and the Bureau of
Financial Institutions of the Virginia State Corporation
Commission.  The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.

Under the terms of the Written Agreement, among other things, BOHR
agreed to develop and submit for approval plans to (a) strengthen
board oversight of management and BOHR's operations, (b)
strengthen credit risk management policies, (c) improve BOHR's
position with respect to loans, relationships, or other assets in
excess of $2.5 million which are now, or may in the future become,
past due more than 90 days, are on BOHR's problem loan list, or
adversely classified in any report of examination of BOHR, (d)
review and revise, as appropriate, current policy and maintain
sound processes for determining, documenting, and recording an
adequate allowance for loan and lease losses, (e) improve
management of BOHR's liquidity position and funds management
policies, (f) provide contingency planning that accounts for
adverse scenarios and identifies and quantifies available sources
of liquidity for each scenario, (g) reduce the Bank's reliance on
brokered deposits, and (h) improve BOHR's earnings and overall
condition.

Hampton Roads incurred a net loss of $21.54 million in 2012,
a net loss of $98 million in 2011, and a net loss of $210.35
million in 2010.  The Company's balance sheet at Sept. 30, 2013,
showed $1.98 billion in total assets, $1.80 billion in total
liabilities and $184.99 million in total shareholders' equity.


HEALTH NET: Fitch Affirms BB+ IDR & BB Rating on Unsecured Notes
----------------------------------------------------------------
Fitch Ratings affirmed Health Net Inc.'s 'BB+' Issuer Default
rating, 'BB' senior unsecured notes rating and the 'BBB' Insurer
Financial Strength (IFS) ratings of its insurance company
subsidiaries. The Rating Outlook is Stable.

Key Rating Drivers

Improved earnings in 2013 were an important consideration in
today's affirmation of Health Net's ratings. The affirmation also
considers Health Net's overall 'medium' market position and
size/scale features, which typically span the 'A' and 'BBB' IFS
rating categories. Further, most of Health Net's capitalization
metrics are comparable with Fitch's median guidelines for the 'A'
IFS rating category or higher.

Balanced against these ratings positives are uncertainties
regarding the Affordable Care Act's (ACA) effect on the
composition and profitability of the health insurance market which
led Fitch to assign a Negative Sector Outlook to health insurers
in Dec. 2013 and the impact of Health Net's shrinking commercial
enrollment and growing Medicaid enrollment. Fitch views Medicaid
enrollment as lower margin and lower credit-quality than
commercial business.

Health Net reported improved earnings in 2013 with an EBITDA
margin of 3.1%, consistent with Fitch's 'BBB' IFS rating category
guideline, and up from 0.9% in 2012. The company's return on
average capital was 8.1% in 2013, up from 6.2% in 2012 and
comparable to Fitch's 'A' IFS guidelines.

Importantly, earnings disruptions that created material volatility
in past years were absent from 2013's results. The company's
ability to sustain profitability at 2013 levels, could favorably
impact the company's rating outlook and ultimately ratings. Net
income from continuing operations was $170 million in 2013, up
from $26 million in 2012 due to re-pricing efforts in the
company's commercial business and growth in Medicaid earnings.

Fitch considers Health Net's market position consistent with its
'medium' categorization given the company mix of commercial,
Medicaid, and Medicare enrollment and large market share in
California, and expanding presence in three other Western states.
Health Net's size and scale metrics are also considered consistent
with Fitch's 'medium' categorization when measured by medical
membership of 5.3 million individuals and total revenue of
approximately $11 billion for the full year 2013.

Health Net's year-end 2013 NAIC RBC ratio is expected to be near
200% of the company action level. Management targets an NAIC RBC
ratio of 200% excluding its community solutions segment, for its
underwriting subsidiaries. This RBC ratio remains consistent with
Fitch's median guideline of 175% for the 'BBB' IFS rating
category.

The company's ratio of debt to EBITDA was 1.5x and operating
EBITDA to interest expense was 10.5x during 2013. Both ratios
showed significant improvement from 2012's 5.2x debt-to-EBITDA and
1.8x EBITDA to-interest expense. The 2013 ratios were better than
Fitch's median guidelines for the current rating category.

RATING SENSITIVITIES

If Health Net's first half 2014 earnings are comparable to 2013's
levels and there is no further deterioration in Fitch's macro view
of the Health Insurance Sector, Fitch is likely to revise the
rating outlook to positive during the second half of 2014.
Specific Health Net measurements include: EBITDA margin exceeding
3%, return on average capital in the high single digits, and the
absence of restructuring and reserve charges that materially
disrupt earnings.

If the above conditions are met and maintained through the
subsequent 12 to 24 months, and the following conditions are met,
Fitch believes that a rating upgrade is possible:

-- Maintenance of consolidated Risk-Based Capital (RBC) above 200%
   of the Company Action Level (CAL) and debt-to-EBITDA below
   2.5x;

-- Flat-to-favorable reserve development.

Key ratings triggers that could lead to a downgrade for Health Net
include:

-- Poor earnings results or significant volatility in earnings;

-- Deterioration in commercial membership relative to relative to
   year-end 2013 levels.

-- A significant decline in consolidated Risk-Based Capital (RBC)
   below 175% of the CAL or debt-to-EBITDA greater than 3.0x.

Fitch has affirmed the following ratings with a Stable Rating
Outlook:

Health Net Inc.

-- Long-term IDR at 'BB+';

-- 6.375% senior notes due June 2017 at 'BB';

Health Net Of California, Inc
Health Net of Arizona, Inc
Health Net Health Plan of Oregon, Inc

-- IFS at 'BBB'.


HELIA TEC: Parent Wants Case Conversion or Trustee Appointment
--------------------------------------------------------------
Party-in-interest HSC Holdings Co., Ltd., formerly known as GE&F
Co., Ltd., filed with the Bankruptcy Court an amended motion,
seeking to convert the Chapter 11 case of Helia Tec Resources
Inc., to one under Chapter 7 of the Bankruptcy Code; or
alternatively, to appoint a Chapter 11 trustee.

GE&F is the parent company and majority shareholder of Helia Tec
Resources.  According to GE&F, it ratified the bankruptcy
proceeding, but not the authority of Cary E. Hughes, the alleged
president of HTR.

GE&F also said cause exists for converting the case or appointing
a Chapter 11 trustee because of, among other things:

   a. inherent conflicts involving the Debtor's purported
      management, compounded with evidence of fraud, dishonesty,
      and breach of fiduciary duties;

   b) conflicting interests between the Debtor in the arbitration
      and the Hughes group in a Federal District Court action;
      and

   c) the estate's potential claims against the Hughes group.

                      About Helia Tec Resources

Helia Tec Resources, Inc. filed a Chapter 11 petition (Bankr. S.
D. Tex. Case No. 13-36251) on Oct. 3, 2013 in Houston, Texas,
represented by Richard L. Fuqua, II, Esq., at Fuqua & Associates,
PC, in Houston, as counsel to the Debtor. The Debtor listed
$16.15 million in assets and $2.24 million in liabilities. The
petition was signed by Cary E. Hughes, president.

Judy A. Robbins, U.S. Trustee for Region 7, was unable to appoint
an official committee of unsecured creditors in the Debtor's case.


HIGHWAY TECH: Ch. 7 Trustee Hires McCarter & English as Counsel
---------------------------------------------------------------
Charles A. Stanziale, Jr., the Chapter 7 trustee of Highway
Technologies, Inc. and HTS Acquisition, Inc., asks for permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ McCarter & English, LLP as counsel to the Trustee, nunc pro
tunc to Dec. 20, 2013.

The services of McCarter & English are necessary to enable the
Chapter 7 Trustee to fully execute his duties under the Bankruptcy
Code.

The professional services McCarter & English will provide include,
but are not limited to:

   (a) providing legal advice with respect to the Chapter 7
       Trustee's powers and duties under the Bankruptcy Code;

   (b) preparing on behalf of the Chapter 7 Trustee all motions,
       applications, orders, reports and papers in connection with
       the administration of the Debtors' estate;

   (c) assisting the Chapter 7 Trustee in investigating the
       financial affairs of the Debtors;

   (d) objecting to the allowance of any claim that the Chapter 7
       Trustee deems improper;

   (e) appearing in Court and representing the interests of the
       Debtors' estate;

   (f) assisting the Chapter 7 Trustee in the liquidation of the
       Debtors' assets in accordance with the Bankruptcy Code, the
       Bankruptcy Rules and the Local Rules;

   (g) taking action to protect and preserve the Debtors' estate,
       including the prosecution of actions on the Chapter 7
       Trustee's behalf, the commencement of actions commenced
       against the Debtors, the negotiation of disputes in which
       the Debtors and the Chapter 7 Trustee are involved; and

   (h) providing any other legal services and litigation services
       to the Chapter 7 Trustee that are appropriate, necessary
       and proper in these chapter 7 cases.

McCarter & English will be paid at these hourly rates:

        Charles A. Stanziale, Jr.        $625
        William F. Taylor, Jr.           $525
        Jeffrey T. Testa                 $495
        Scott H. Bernstein               $395
        Kate Roggio Buck                 $350
        Paralegals                    $195-$205

McCarter & English will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Charles A. Stanziale, Jr., partner of McCarter & English, 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.

McCarter & English can be reached at:

       Charles A. Stanziale, Jr., Esq.
       MCCARTER & ENGLISH, LLP
       Renaissance Centre
       405 N. King Street, 8th Floor
       Wilmington, DE 19801
       Tel: (973) 639-7908
       Fax: (973) 297-6231
       E-mail: cstanziale@mccarter.com

                      About Highway Technologies

Highway Technologies Inc. and affiliate HTS Acquisition Inc.
sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11325 to
13-11326) on May 22, 2013, to conduct an orderly liquidation.

Richard M. Pachuiski, Esq., Debra I. Grassgreen, Esq., Bruce
Grohsgal, Esq., Maria A. Bove, Esq., and John W. Lucas, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as counsel to the
Debtors.  Kurtzman Carson Consultants LLC is the claims and notice
agent.

The prepetition lenders are represented by David M. Hilllman,
Esq., at Schulte Roth & Zabel, in New York.

The Company's balance sheet as of March 31, 2013, showed
$55 million in total assets and $102 million in liabilities.  In
its amended schedules, Highway Technologies disclosed $41,350,616
in assets and $91,780,181 in liabilities.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A.
represents the Official Unsecured Creditors' Committee as counsel.
Gavin/Solmonese LLC serves as the Committee's financial advisor.

At the behest of the Debtors, the Court converted the Chapter 11
cases to liquidation under Chapter 7 of the Bankruptcy Code on
Dec. 20, 2013.


HILTON GARDEN INN: Hotel Bought Out of Receivership
----------------------------------------------------
Rob Roberts at the Kansas City Business Journal reports that an
Iowa firm that owns and operates hotels has purchased the Hilton
Garden Inn in Independence out of receivership.

Hawkeye Hotels, which operates more than 40 hotels, did not
disclose the purchase price for the six-story, 201-room Hilton
Garden Inn, which is located at 19677 E. Jackson Drive.  But
bidding for the hotel was "highly competitive," said Sam
Winterbottom, senior managing director for NGKF Hotels, according
to the Kansas City Business Journal.

The report notes that NGKF arranged the sale on behalf of the
seller, court-appointed receiver First Hospitality Group Inc. of
Chicago.

"A number of investors were eager to bid on this particular hotel,
which houses the Hereford House Steakhouse that has become a
Kansas City icon over the past 50 years," the report quoted
Mr. Winterbottom as saying.  "The buyer gained a first-rate hotel
for well below the cost of new construction, and our client
garnered a healthy selling price that benefited from competition
among the bidders," Mr. Winterbottom said, the report notes.

Hilton Garden Inn was built in 2001 on a site next to the Hartman
Heritage shopping center near Interstate 70 and Little Blue
Parkway.

The report recalls that the hotel went into receivership late last
year after its previous owners fell behind on $14 million in
loans.  One of the previous owners said that the hotel had
operated well but that investors were hampered by the legal
troubles of one partner, the report adds.


HOLT DEVELOPMENT: May Pay 2013 Taxes Using Cash Collateral
----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee
approved a stipulation between Holt Development Co., LLC, and
secured creditor Heritage Bank, authorizing the payment of the
2013 property taxes from Heritage's cash collateral.

Pursuant to the stipulation, the payment of the Debtor's 2013
property taxes to Cheatham County, Tennessee, would protect
Heritage's lien on the Pleasant View Village, and the payment of
the 2013 property taxes prior to Feb. 28, 2014, would avoid
penalties and interest which would be payable under a Plan of
Reorganization as a priority claim.

                       About Holt Development

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

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


HORIZON LINES: Pioneer Global Holds 25.2% of Class A Shares
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Pioneer Global Asset Management S.p.A (PGAM)
and Pioneer Investment Management, Inc (PIM) disclosed that as of
Dec. 31, 2013, they beneficially owned 9,784,235 shares of class A
common stock of Horizon Lines, Inc., representing 25.2 percent of
the shares outstanding.  The reporting persons previously
disclosed beneficial ownership of 14,388,046 Class A shares as of
Dec. 31, 2012.  A copy of the regulatory filing is available for
free at http://is.gd/Fk31jo

                        About Horizon Lines

Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the
nation's leading domestic ocean shipping and integrated logistics
company.  The Company owns or leases a fleet of 20 U.S.-flag
containerships and operates five port terminals linking the
continental United States with Alaska, Hawaii, Guam, Micronesia
and Puerto Rico.  The Company provides express trans-Pacific
service between the U.S. West Coast and the ports of Ningbo and
Shanghai in China, manages a domestic and overseas service partner
network and provides integrated, reliable and cost competitive
logistics solutions.

The Company's balance sheet at Sept. 22, 2013, showed $642.85
million in total assets, $675.01 million in total liabilities and
a $32.16 million total stockholders' deficiency.

                           *     *     *

In June 2012, Moody's Investors Service affirmed Horizon Lines,
Inc.'s Corporate Family Rating (CFR) and Probability of Default
Rating ("PDR") at Caa2 and removed the LD ("Limited Default")
designation from the rating in recognition of the conversion to
equity of the $228 million of Series A and Series B Convertible
Senior Secured notes due in October 2017 ("Notes").

Moody's said the affirmation of the Corporate Family and
Probability of Default ratings considers that total debt has been
reduced by the conversion of the Notes, but also recognizes the
significant operating challenges that the company continues to
face.


HS INVESTMENT: Case Summary & Unsecured Creditor
------------------------------------------------
Debtor: HS Investment Group, Inc.
        3811 South Main Road
        Vineland, NJ 08360

Case No.: 14-13176

Chapter 11 Petition Date: February 25, 2014

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

Judge: Hon. Judith H. Wizmur

Debtor's Counsel: Michael Alan Siddons, Esq.
                  LAW OFFICE OF MICHAEL ALAN SIDDONS ESQ
                  16 W. Front Street
                  P.O. Box 403
                  Media, PA 19063
                  Tel: 484-614-6546
                  Fax: 215-922-1772
                  Email: msiddons@siddonslaw.com

Total Assets: $1.90 million

Total Liabilities: $3.24 million

The petition was signed by Stella Lam, officer.

The Debtor listed City of Vineland, NJ, as its largest unsecured
creditor holding a claim of $55,000.


INTERFAITH MEDICAL: DIP Financing Hiked to $35.1 Million
--------------------------------------------------------
Interfaith Medical Center sought and obtained approval of two
stipulations signed with the Dormitory Authority of the State of
New York, the DIP lender, to amend the terms of the court-approved
DIP financing for the Debtor.

Pursuant to the first stipulation, the parties agree to amend the
Court's Sept. 30, 2013 final order authorizing the Debtor's access
to DIP financing to provide for these terms:

    * The DIP transaction deadline is moved to March 14, 2014.

    * The commitment scheduled annexed to the DIP Credit
      Agreement is modified to increase the initial loan
      commitment to $17,350,000.  The last sentence of the
      Definition of "Commitment(s)" in the DIP Credit Agreement
      is increased to $35,100,000

    * The Debtor and the DIP Lender have agreed in principal,
      subject to Bankruptcy Court approval thereof, to the terms
      set forth in a Term Sheet, provided, however, that the
      Debtor's agreement to such Term Sheet is subject, inter
      alia, to a $10 million increase of the initial loan
      commitment.

    * The DIP Facility shall consist of:

         -- $9.85 million.  Initial Loan Commitment previously
            loaned to Debtor. HCRP loans (with $3.3 million
            of such amount backstopped by HEAL grant to be
            assigned or paid by the Debtor to DASNY as provided
            in the Term Sheet).

         -- $4 million.  Initial Loan Commitment. VAP Award
            (previously awarded and in the possession
            of Debtor).

         -- $3.5 million Initial Loan Commitment.  HCRP loan
            pursuant to this Stipulation and Order.

         -- $10 million Initial Loan Commitment.  HCRP loan and
            other sources pursuant to the Term Sheet to provide
            funding until DIP Transaction Deadline.

         -- $7.75 million.  Subsequent Loan Commitment (with prior
            obligation for Debtor to repay $3.5 million to DIP
            Lender eliminated as provided in the Term Sheet). HRCP
            loan to be funded upon consummation of DIP
            Transaction.

         -- $35.1 million.  Total DIP Facility (net of $3.5
            million de facto repayment of DIP Loan to DASNY).

    * The DIP Lender withdraws without prejudice the Notices of
      DIP Defaults filed by the DIP Lender on January 16, 2014.

    * So long as the Debtor complies with the terms of the Term
      Sheet, the DIP Lender and The New York State Department
      of Health will be precluded from seeking the appointment of
      a trustee pursuant to Section 1104 of the Bankruptcy Code.

Pursuant to the second stipulation, the parties agreed that:

    * The commitment schedule is modified to increase the
      Initial Loan Commitment from $17,350,000 to $27,350,000.
      Accordingly, the last sentence of the Definition of
      "Commitment(s)" in the DIP Credit Agreement is increased
      to $35,100,000.

    * All of the $10 million increase is to be made available
      to the Debtor by the New York State Department of Health
      in the form of Disproportionate Share Hospital payments,
      VAP Awards or other grants, payments and awards.

The New York State Department of Health objected to approval of
the first stipulation to the extent that it incorporates
provisions in the Term Sheet, which, among other things, provide
that that the Debtor will promptly take all actions reasonably
necessary to transfer certain outpatient clinic operations to
KJMC.

The Debtor said in a court filing that negotiations with the DOH
are ongoing.

                  About Interfaith Medical Center

Headquartered in Brooklyn, New York, Interfaith Medical Center,
Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford-
Stuyvesant and an ambulatory care network of eight clinics in
central Brooklyn, in Crown Heights and Bedford-Stuyvesant.

The Company filed for Chapter 11 protection (Bankr. E.D. N.Y.
Case No. 12-48226) on Dec. 2, 2012.  The Debtor disclosed
$111,872,972 in assets and $193,540,998 in liabilities as of the
Chapter 11 filing.  Liabilities include $117.9 million owing to
the New York State Dormitory Authority on bonds secured by the
assets.

Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as
bankruptcy counsel to the Debtor.  Nixon Peabody LLP is the
special corporate and healthcare counsel.  CohnReznick LLP serves
as financial advisor.  Donlin, Recano & Company, Inc. serves as
administrative agent.

The Official Committee of Unsecured Creditors tapped Alston & Bird
LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New
York, LLC as its financial advisor.

Eric M. Huebscher, the patient care ombudsman, tapped the law firm
of DiConza Traurig LLP, as his counsel.


INTERFAITH MEDICAL: EY LLP to Provide Add'l Auditing Services
-------------------------------------------------------------
Interfaith Medical Center filed a supplemental application to
expand the employment and retention of Ernst & Young LLP to
include certain additional services, nunc pro tunc to May 7, 2013,
at no additional charge.

The Debtor won final approval of the original application on
March 22, 2013.

Pursuant to the terms of the additional engagement letter between
the Debtor and EY LLP, dated as of Jan. 24, 2014, the Debtor seeks
to expand the scope of EY LLP's employment to evaluate the
Debtor's compliance with subdivisions (9) and (12) of section
2807-k of the New York State Public Health Law for the year ended
Dec. 31, 2012.

EY LLP has determined not to charge an additional fee for the
additional services, given that the Debtor is already paying a
fixed fee for audit services.

                  About Interfaith Medical Center

Headquartered in Brooklyn, New York, Interfaith Medical Center,
Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford-
Stuyvesant and an ambulatory care network of eight clinics in
central Brooklyn, in Crown Heights and Bedford-Stuyvesant.

The Company filed for Chapter 11 protection (Bankr. E.D. N.Y.
Case No. 12-48226) on Dec. 2, 2012.  The Debtor disclosed
$111,872,972 in assets and $193,540,998 in liabilities as of the
Chapter 11 filing.  Liabilities include $117.9 million owing to
the New York State Dormitory Authority on bonds secured by the
assets.

Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as
bankruptcy counsel to the Debtor.  Nixon Peabody LLP is the
special corporate and healthcare counsel.  CohnReznick LLP serves
as financial advisor.  Donlin, Recano & Company, Inc. serves as
administrative agent.

The Official Committee of Unsecured Creditors tapped Alston & Bird
LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New
York, LLC as its financial advisor.

Eric M. Huebscher, the patient care ombudsman, tapped the law firm
of DiConza Traurig LLP, as his counsel.


INTERFAITH MEDICAL: Plan Filing Exclusivity Extended to March 31
----------------------------------------------------------------
Interfaith Medical Center, Inc. sought and obtained a new 60-day
extension of its exclusive period to propose a Chapter 11 until
March 31, 2014, and the period to solicit acceptances of such plan
until June 2.

In its sixth motion for an extension, the Debtor explained that at
the conclusion of the hearing on the closure and transition
motion, the Court ordered the Debtor and other parties-in-interest
to participate in mediation in an effort to resolve certain
outstanding issues between the parties related to the closure and
transition motion and closure and transition plan.

According to the Debtor, the mediation, combined with the number
of different parties that must be brought to the negotiating
table, further weighs in favor of an extension of the exclusive
periods. Further, New York State Department of Health's (multiple
and last minute) extensions of the time period for the Debtor's
operations also supports extending the exclusive periods to factor
in the changing landscape.

The Debtor added that until a final order is entered by the Court
resolving the closure and transition motion, or an alternative
resolution of IMC's fate is reached through mediation or
otherwise, its ability to finalize and file a chapter 11 plan is
constrained.  Accordingly, the Debtor sought to extend the
exclusive periods to maintain the status quo with respect to the
Debtor's path for emergence from chapter 11.

                  About Interfaith Medical Center

Headquartered in Brooklyn, New York, Interfaith Medical Center,
Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford-
Stuyvesant and an ambulatory care network of eight clinics in
central Brooklyn, in Crown Heights and Bedford-Stuyvesant.

The Company filed for Chapter 11 protection (Bankr. E.D. N.Y.
Case No. 12-48226) on Dec. 2, 2012.  The Debtor disclosed
$111,872,972 in assets and $193,540,998 in liabilities as of the
Chapter 11 filing.  Liabilities include $117.9 million owing to
the New York State Dormitory Authority on bonds secured by the
assets.

Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as
bankruptcy counsel to the Debtor.  Nixon Peabody LLP is the
special corporate and healthcare counsel.  CohnReznick LLP serves
as financial advisor.  Donlin, Recano & Company, Inc. serves as
administrative agent.

The Official Committee of Unsecured Creditors tapped Alston & Bird
LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New
York, LLC as its financial advisor.

Eric M. Huebscher, the patient care ombudsman, tapped the law firm
of DiConza Traurig LLP, as his counsel.


INTERFAITH MEDICAL: Firm Changes Name to Diconza Traurig Kadish
---------------------------------------------------------------
As of Jan. 1, 2014, Diconza Traurig LLP has changed its name to
DiConza Traurig Kadish LLP.

The firm serves as counsel to Eric M. Huebscher, the patient care
ombudsman in the Chapter 11 case of Interfaith Medical Center,
Inc.

As of Jan. 1, 2014, DTK's hourly rate structure is:

         Gerard DiConza (Partner)            $535
         Jeffrey Traurig (Partner)           $465
         Allen G. Kadish (Partner)           $575
         Maura I. Russell (Counsel)          $525
         Richard K. Milin (Counsel)          $550
         Lance A. Schildkraut (Counsel)      $375
         Law Clerk                       $105 to $125
         Paralegal                        $95 to $195

Notwithstanding the standard hourly rates set forth, DTK will
continue to cap the hourly rates at $445 at this time for the
Chapter 11 case, subject to periodic adjustments to reflect
economic and other conditions.

Jeffrey Traurig has changed his e-mail address to
jtraurig@dtklawgroup.com

                  About Interfaith Medical Center

Headquartered in Brooklyn, New York, Interfaith Medical Center,
Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford-
Stuyvesant and an ambulatory care network of eight clinics in
central Brooklyn, in Crown Heights and Bedford-Stuyvesant.

The Company filed for Chapter 11 protection (Bankr. E.D. N.Y.
Case No. 12-48226) on Dec. 2, 2012.  The Debtor disclosed
$111,872,972 in assets and $193,540,998 in liabilities as of the
Chapter 11 filing.  Liabilities include $117.9 million owing to
the New York State Dormitory Authority on bonds secured by the
assets.

Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as
bankruptcy counsel to the Debtor.  Nixon Peabody LLP is the
special corporate and healthcare counsel.  CohnReznick LLP serves
as financial advisor.  Donlin, Recano & Company, Inc. serves as
administrative agent.

The Official Committee of Unsecured Creditors tapped Alston & Bird
LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New
York, LLC as its financial advisor.

Eric M. Huebscher, the patient care ombudsman, tapped the law firm
of DiConza Traurig Kadish LLP, as his counsel.


IRVINGTON COMMUNITY: S&P Lowers 2009A & B Bonds' Rating to 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB-' from 'BB+' on the Indiana Finance Authority's series 2009A
and 2009B educational facilities revenue bonds, issued for
Irvington Community Schools Inc. The outlook is negative.

"The rating action reflects our view of the credit risks
associated with the school, particularly its very weak liquidity
ratios, which we believe will remain low for at least the next two
fiscal years given the school's trend of negative operating
performance," said Standard & Poor's credit analyst Chris
Littlewood.

The outlook reflects S&P's view of the school's continued trend of
an overall weak financial profile in fiscal 2013 despite a fourth
consecutive year of enrollment growth.


JEH COMPANY: May Hire Randy Rabeck to Collect Receivables
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized JEH Company, et al., to enter into an independent
contractor agreement with Randy Rabeck.

As reported in the Troubled Company Reporter on Jan. 24, 2014, the
terms of the employment between the Debtors and Mr. Rabeck are:

   -- Mr. Rabeck would provide to JEHCO consulting services
      mutually agreed upon and modified in writing between the
      parties from time to time;

   -- The services would be primarily in the form of accounts
      receivable collection, preparation of monthly operating
      reports, plan support, distribution support and accounting
      support;

   -- JEHCO would provide access to computers and other equipment
      for the performance of the services under the Consulting
      Agreement.  Mr. Rabeck would employ at his own expense an
      additional employee from time to time as needed by him for
      the performance of these services with no additional expense
      to JEHCO;

   -- The initial term of the agreement will be for the period of
      three months automatically renewing unless terminated in
      writing by either parties prior to the expiration of the
      current period;

   -- Mr. Rabeck will treat the information provided him as
      confidential consistent with this agreement; and

   -- Mr. Rabeck will be paid on an hourly basis at a rate of $100
      as needed.

Mr. Rabeck disclosed that the hourly rate to be charged at $100 is
higher than his current effective rate of $65.  The difference in
the two rates is intended to compensate Mr. Rabeck for the lost
opportunity of not taking other employment, payment at rates that
are more in line with what Mr. Rabeck would be earning from
another company performing similar services, and the rate as the
advantage of limiting the need for Mr. Rabeck to be insured by the
company and providing support for Mr. Rabeck in connection with
the tasks being performed.

As additional benefit to the Debtor entering this consulting
agreement will eliminate the need for payroll reporting and
filings, the payment of taxes, the payment of payroll service
fees, workers compensation and other related costs of
communication, the administrative workload and the attendant
expense will be reduced on a monthly basis, resulting in savings
not only from the decrease in costs, but the related un-itemized
expenses of preparing these reports and returns.

                         About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.

In its schedules, JEH Company disclosed $13,606,753 and
$18,351,290 in liabilities as of the Petition Date.

JEH Stallion Station, Inc., disclosed $364,007 in assets and
$3,982,012 in liabilities as of the Petition Date.

JEH Leasing Company, Inc., disclosed $1,242,187 in assets and
$155,216 in liabilities as of the Petition Date.


JEH COMPANY: Taps Arnold & Arnold to Collect Colorado Receivables
-----------------------------------------------------------------
JEH Company, et al., seek authorization from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Arnold &
Arnold, LLP as special counsel.

The Debtors want to employ the law firm of Arnold & Arnold, LLP to
represent the Debtors as Special Counsel (Ordinary Collection
Colorado-Jean Arnold).  Arnold & Arnold, LLP and Jean Arnold will
assist in collections of accounts receivable that are delinquent.
Ms. Jean Arnold's area of focus will be primarily accounts that
were generated in Colorado, but she will not be limited to those
accounts and the scope of her employment may include other non-
bankruptcy ordinary services related to doing business in the
state of Colorado, local taxes, and collections.

Arnold & Arnold will be paid at these hourly rates:

       Jean C. Arnold                       $290
       Richard M. Arnold                    $275
       Terry Ehrlich                        $275
       Scott H. Havn                        $250
       Kelley G. Shirk                      $200
       Paralegals                           $120
       Legal Assistant                      $75
       Office Clerk                         $35
       Contract Attorney-project specific   $150

Arnold & Arnold will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Jean Arnold 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.

Arnold & Arnold can be reached at:

       Jean C. Arnold, Esq.
       ARNOLD & ARNOLD, LLP
       7691 Shaffer Parkway, Suite A
       Littleton, CO 80127
       Tel: (720) 962-6010
       Fax: (720) 962-6011
       E-mail: jeanarnold@arnoldarnold.com

                        About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.

In its schedules, JEH Company disclosed $13,606,753 and
$18,351,290 in liabilities as of the Petition Date.

JEH Stallion Station, Inc., disclosed $364,007 in assets and
$3,982,012 in liabilities as of the Petition Date.

JEH Leasing Company, Inc., disclosed $1,242,187 in assets and
$155,216 in liabilities as of the Petition Date.


JEH COMPANY: May Sell Vehicles Pledged to Ford Motor Credit
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized JEH Company, et al., to sell assets pledged to Ford
Motor Credit Company, LLC:

   1) 2009 Ford F-350 pickup truck VIN No. 2402 to be sold
      for $11,689; and

   2) Ford 2010 F-250 pickup truck ending in VIN No. 1374 to
      be sold for $10,715.

Additionally, the Debtors are authorized to pay Ford Motor the
proceeds of the sale together with per diem interest accruing
after the payoff amounts described in the sale motion and to pay
the lien claims of Ford Motor, which in the payoff quoted includes
$600 in attorney fees for each vehicle.

As reported in the Troubled Company Reporter on Dec. 18, 2013,
parties-in-interest filed objections to the request of the Debtors
to two vehicles.

Stephen G. Wilcox, Esq., at WILCOX LAW, P.L.L.C., on behalf of
Ford, objected to the sale motion.  PrimeSource Building Products,
Inc. filed a joinder to Ford's objection.

Mansfield ISD, Spring Branch ISD, Hidalgo County, McAllen ISD,
filed a limited objection to the sale motion.  The Taxing Units
hold prepetition ad valorem tax liens.  The Taxing Units requested
that either their liens be paid at the time of sale, or, in the
alternative, a separate escrow or segregated account be created at
closing from the proceeds of the sale in a sufficient amount to
cover the prepetition ad valorem taxes owed to the Taxing Unit.

The Debtor, in its motion, said ad valorem taxing authorities are
being adequately protected by prior Court orders authorizing
replacement liens on other estate assets.

In the order approving the sale, the Court ordered that Dallas
County, City of McAllen, South Texas College, South Texas ISD,
Tarrant County Upshur County, Wood County and other ad valorem tax
lien holders, are granted a replacement lien, to the extent of any
security interest held against any property sold pursuant to the
order, with such replacement lien attaching to the cash of JEH
Company up to the full purchase price of any property sold
pursuant to the order.

                         About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.

In its schedules, JEH Company disclosed $13,606,753 and
$18,351,290 in liabilities as of the Petition Date.

JEH Stallion Station, Inc., disclosed $364,007 in assets and
$3,982,012 in liabilities as of the Petition Date.

JEH Leasing Company, Inc., disclosed $1,242,187 in assets and
$155,216 in liabilities as of the Petition Date.


K.B. PARADISE: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: K.B. Paradise Estates, LLC
        170 Ocean Lane Drive, Apt 509
        Key Biscayne, FL 33149

Case No.: 14-14169

Chapter 11 Petition Date: February 24, 2014

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

Judge: Hon. Laurel M Isicoff

Debtor's Counsel: Paul L. Orshan, Esq.
                  ORSHAN, P.A.
                  150 Alhambra Circle #1150
                  Coral Gables, FL 33134
                  Tel: 305.858.0220
                  Fax: 305.402.0777
                  Email: paul@orshanpa.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Javier Muniz, manager.

A list of the Debtor's 10 largest unsecured creditors is available
for free at:

    http://bankrupt.com/misc/flsb_1-14-bk-14169_643717.pdf


LAKELAND DEVELOPMENT: Seeks to Pay $111,000 in Legal Fees
---------------------------------------------------------
Lakeland Development Company asks the Bankruptcy Court for an
Order permitting it to make payment from cash which may be the
collateral of 12345 Lakeland LLC of those amounts of fees and
costs sought by the Fee Applications of Richard T. Baum and
Glickfeld Fields & Jacobson LLP which are approved by the Court.

As of October 31, 2013, the estate had cash of $1,031,498.38 in
the bank.  The Debtor submitted interim applications for
compensation of Richard T. Baum and Glickfeld, Fields & Jacobson
LLP in the total amount of $111,419.75.

The Debtor contends that the amount of cash which it will hold
after full payment of the professional compensation provides 12345
Lakeland LLC with adequate protection of its interests and further
contends that the sale, when approved and closed, supplies more
than enough funds to pay the claim of 12345 Lakeland in full.
Notwithstanding, the Debtor does not concede that 12345 Lakeland
LLC has any interest in $431,498.38 of its cash since it was not
the product of rents, issues or profits derived from use of the
land upon which 12345 Lakeland LLC has a security interest.

Since the interest of the creditor is adequately protected and the
payment of administrative claims is a requirement of the Debtor,
the payment of the attorneys' fees awarded by the court is a
proper use of funds and the Debtor should be permitted to use cash
collateral to pay these bills.

                About Lakeland Development Company

Santa Fe Springs, California-based Lakeland Development Company is
a privately held subsidiary in a family of companies headed by
Energy Merchant Corp.  Lakeland owns the real property located at
12345 Lakeland Road, Santa Fe Springs, California.  The real
property is composed of 10 parcels totaling roughly 55 acres.

Lakeland filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
12-25842) in Los Angeles on May 4, 2012.  Judge Richard M. Neiter
presides over the case.  Lawrence M. Jacobson, Esq., at Glickfeld,
Fields & Jacobson LLP, and The Law Offices of Richard T. Baum,
Esq., serve as the Debtor's counsel.  The petition was signed by
Michael Egner, chief financial officer.


LAKELAND DEVELOPMENT: Stipulation Okayed on Use of Cash Collateral
------------------------------------------------------------------
Judge Richard Neiter has approved a stipulation for the use of
cash collateral between Lakeland Development Company and 12345
Lakeland LLC.

Under the stipulation, the Debtor may use up to $295,098 from
the $350,170 to fund its actual and necessary expenses through
Dec. 31, 2013.  The Debtor will first exhaust all non-cash
collateral, if any, and non-Goodman funds before using cash
collateral funds or the funds received from Goodman to pay any
actual and necessary expenses under the Budget.

The Debtor may pay expenses within the Budget with a variance of
not more than 10% per each line item in any monthly period, and
not more than 10% overall in any monthly period, but in any event
the Debtor may not expend more than $295,098 through December 31,
2013, without the further consent of 12345 Lakeland or an order of
the Court.  Moreover, the Debtor will not pay any professional
fees and costs without the consent of 12345 Lakeland or an order
of the Court approving the payment of such fees and costs.

As of Oct. 31, 2013, 12345 Lakeland holds an allowed claim for
principal and interest and costs of enforcement, including
attorneys' fees and costs, in the total amount of $3,915,460.11.

The Debtor acknowledges that 12345 Lakeland is entitled to recover
certain costs, including attorneys' fees and costs, associated
with 12345 Lakeland's enforcement of its rights under the
Settlement Documents.  The parties reviewed all appropriate
documentary evidence and negotiated in good faith to agree upon
the costs of enforcement through Oct. 31, 2013.  12345 Lakeland's
allowed claim through Oct. 31, 2013, will include $345,836.39 in
fees and costs, including attorneys' fees and costs.

The amount of 12345 Lakeland's Claim will increase by the interest
that accrues after Oct. 31, 2013, plus additional costs of
enforcement, including attorneys' fees and costs that are incurred
after Oct. 31, 2013.  The parties will negotiate in good faith
regarding any dispute that arises with respect to the amount of
costs incurred after Oct. 31, 2013.

As additional adequate protection for any diminution in the value
of 12345 Lakeland's interest in collateral caused by the Debtor's
use of the collateral, including cash collateral, 12345 Lakeland
is granted replacement liens on all properties of the Debtor and
its estate.

                About Lakeland Development Company

Santa Fe Springs, California-based Lakeland Development Company is
a privately held subsidiary in a family of companies headed by
Energy Merchant Corp.  Lakeland owns the real property located at
12345 Lakeland Road, Santa Fe Springs, California.  The real
property is composed of 10 parcels totaling roughly 55 acres.

Lakeland filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
12-25842) in Los Angeles on May 4, 2012.  Judge Richard M. Neiter
presides over the case.  Lawrence M. Jacobson, Esq., at Glickfeld,
Fields & Jacobson LLP, and The Law Offices of Richard T. Baum,
Esq., serve as the Debtor's counsel.  The petition was signed by
Michael Egner, chief financial officer.


LDK SOLAR: Seeks Provisional Liquidators
----------------------------------------
Reuters reported that debt-laden Chinese solar company LDK Solar
Co Ltd said it filed in the Cayman Islands for the appointment of
provisional liquidators, four days before it is due to make a $197
million bond repayment.

According to the report, LDK Solar, which is incorporated in the
Cayman Islands, has received several reprieves from investors on
interest payments on the bond, which matures on Feb. 28.

S&P Capital IQ analyst Angelo Zino said he believed that LDK Solar
could fail to meet its commitments, the report related.  "As a
result you will eventually see a liquidity crisis ... similar to
what we have seen with Suntech last year," said Zino, who has a
"sell" rating on the stock.

LDK Solar said it has made "considerable progress" in its ongoing
discussions with key offshore creditors, the report further
related.

                           About LDK Solar

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

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

LDK Solar Co disclosed a net loss of $1.05 billion on $862.88
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $608.95 million on $2.15 billion of net sales
for the year ended Dec. 31, 2011.

KPMG, in Hong Kong, China, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Group has
a net working capital deficit and a deficit in total equity as of
Dec. 31, 2012, and is restricted from incurring additional
indebtedness as it has not met a financial covenant ratio as
defined in the indenture governing the RMB-denominated US$-settled
senior notes.  These conditions raise substantial doubt about the
Group's ability to continue as a going concern.


LDK SOLAR: Noteholders Further Extend Forbearance Until Feb. 27
---------------------------------------------------------------
LDK Solar Co., Ltd., has entered into a new 14-day forbearance
arrangement with holders of a majority in aggregate principal
amount of its US$-Settled 10 percent Senior Notes due 2014.  The
new forbearance arrangement, which expires on Feb. 27, 2014,
relates to the interest payment due under the Notes on Aug. 28,
2013.  That interest payment is still unpaid.  It is LDK Solar's
intention to find a consensual solution to its obligations under
the Notes as soon as possible and LDK Solar remains hopeful that
it will be able to achieve that goal.

As reported previously, LDK Solar has engaged Jefferies LLC as a
financial advisor for strategic advice in connection with the
Notes and LDK Solar's other offshore obligations.  Holders of LDK
Solar's offshore debt obligations may contact Augusto King at
aking@Jefferies.com, or Steven Strom at sstrom@Jefferies.com,
Lyndon Norley at lyndon.norley@Jefferies.com, or Richard Klein at
rklein@Jefferies.com with any questions.

Sidley Austin is acting as counsel to LDK Solar, led by Thomas
Albrecht at talbrecht@sidley.com, and Timothy Li at
htli@sidley.com.  LDK Solar understands that Ropes & Gray is
acting as counsel to a group of noteholders, led by Daniel
Anderson (daniel.anderson@ropesgray.com) and Paul Boltz
(paul.boltz@ropesgray.com).  LDK Solar also understands that
Houlihan Lokey has been engaged as financial advisor to that same
group of noteholders; holders of the Notes may contact Brandon
Gale at bgale@hl.com with any questions.

                           About LDK Solar

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

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

LDK Solar Co disclosed a net loss of $1.05 billion on $862.88
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $608.95 million on $2.15 billion of net sales
for the year ended Dec. 31, 2011.

KPMG, in Hong Kong, China, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Group has
a net working capital deficit and a deficit in total equity as of
Dec. 31, 2012, and is restricted from incurring additional
indebtedness as it has not met a financial covenant ratio as
defined in the indenture governing the RMB-denominated US$-settled
senior notes.  These conditions raise substantial doubt about the
Group's ability to continue as a going concern.


LIGHTSQUARED INC: Says Ergen Ordered Icahn to Force Bankruptcy
--------------------------------------------------------------
Tiffany Kary, writing for Bloomberg News, reported that Philip
Falcone's LightSquared Inc. said Dish Network Corp. Chairman
Charles Ergen ordered billionaire Carl Icahn to help force
LightSquared into bankruptcy in 2012 as part of a scheme to gain
control of its wireless spectrum.

According to the report, Ergen initiated the scheme in late 2011,
months before the Chapter 11 filing, LightSquared said in papers
filed in U.S. Bankruptcy Court in Manhattan. LightSquared made the
allegations after a trial over purchases of its debt by SP Special
Opportunities LLP, a fund owned by Ergen.

Ergen knew in May 2012 that Icahn, who had just agreed to sell
$247 million of LightSquared debt to SPSO, intended to vote in
favor of forbearance on the debt, LightSquared said, the report
related.  That would have given LightSquared more time to pursue
an agreement with lenders out of court. Ergen, as the buyer, had
the option of allowing Icahn to vote as he wished, LightSquared
said.

"But Ergen was eager to have Dish get its hands on LightSquared's
spectrum assets, and, with that unique competitor's perspective,
issued instructions to vote against the forbearance, so as to
force a bankruptcy and accelerate a possible sale of the
spectrum," LightSquared said, the report further related.

                      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.


LMI AEROSPACE: S&P Lowers CCR to 'B' on Weak Earnings
-----------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on LMI Aerospace Inc. to 'B' from 'B+'.
S&P also lowered its issue-level rating and recovery rating on the
company's secured first-lien facility, which consists of a
$125 million revolver and a $225 million term loan, to 'B' from
'B+' and to '4' from '3', respectively.  The '4' recovery rating
indicates S&P's expectation of average (30%-50%) recovery in the
event of a payment default.

"The downgrades reflect our view that LMI's credit metrics will
remain weaker than we previously expected due to order deferrals
in the company's aerostructures business and softness in demand
for its engineering services," said Standard & Poor's credit
analyst Tatiana Kleiman.  "We now expect Standard & Poor's
adjusted debt to EBITDA of about 5.5x-6x in 2014, compared with
our previous expectation for about 4.5x-5x."

The outlook is stable.  Given the current climate of order
deferrals, continued setbacks in demand, slower-than-anticipated
acquisition integration, and weak cash flow generation, S&P do not
expect any material improvement in LMI's credit metrics above
current levels for the next 12-18 months.

S&P could lower the rating if continued earnings pressure results
in debt to EBITDA of more than 7x and S&P believes it will remain
at that level or if negative free operating cash flow causes S&P
to revise its liquidity assessment to "less than adequate."

S&P could raise the rating if better-than-expected earnings or
free cash flow results in faster debt reduction such that debt to
EBITDA falls to 5x or lower and FFO to debt improves to more than
15% and remain at that level on a consistent basis.


LONGVIEW POWER: Siemens Objects to $0 Claim Estimation
------------------------------------------------------
Siemens Energy, Inc., and Kvaerner North American Construction,
Inc., each filed with the U.S. Bankruptcy Court for the District
of Delaware objections to Longview Power, LLC's motion for entry
of order (a) estimating the claims of Kvaerner North, Siemens
Energy, and Foster Wheeler North America Corp. in the amount of
zero dollars.

Siemens Energy claims that the Debtors simply seek to strip away
the protection of Siemens Energy's mechanics' lien and preclude
any recovery by Siemens Enery, either under the current, proposed
plan or otherwise.  Kvaerner North insists that the estimation
motion is a misguided attempt by the Debtor against Kvaerner North
and the other contractors to deprive them of their contractual
rights to a full and fair arbitration of their claims.

During construction of the coal plant, a number of disputes arose
among the parties.  On June 24, 2011, Kvaerner North filed a AAA
arbitration demand against the Debtor and Foster Wheeler for
breach of contract, which Siemens Energy then joined.  Proof of
claim No. 412 asserts a secured claim in an amount of not less
than $104,903,670.  Siemens Energy claims that the Debtor does not
directly address the liquidated status of the of Siemens Energy's
total claims of $104,903,670.  According to Siemens Energy, the
claim estimation statute, Section 502(c)(1), applies only to
"contingent or unliquidated claims" that "would unduly delay the
administration of a case."  Siemens Energy said that its claims
"are definite, ascertainable and articulated -- in a word,
liquidated -- and the defined schedule for the arbitration will
resolve the claims within a year."

The Debtor stated in its court filing dated Feb. 6, 2014, that as
a result of collective failures to properly design and construct
the plant, the contractors will likely owe the Debtor a
significant sum if and when the Arbitration finally concludes.

Pursuant to recent procedural order entered in the Arbitration,
hearings are not scheduled to conclude until April 2015, after
which it is anticipated that post-hearing briefing will take
place, which could take several additional months, and presumably
a decision may not follow for several months after that.  "It is
entirely possible, if not probable, that the mechanics' lien
claims will not be resolved in the Arbitration for another two
years or more.  Meanwhile, Longview is suffering the consequences
of the contractors' deficient work.  The plant continues to be
plagued by repeated unplanned outages, an inability to operate at
full capacity, and an inability to obtain top dollar for the power
it does produce.  The administrative costs of Chapter 11 have
further burdened Longview's limited finances and hasten the
depletion of its current credit facility.  Longview cannot
continue to operate under these conditions indefinitely and may
not for the two years plus it may take for the Arbitration to
conclude," the Debtor stated in its Feb. 6, 2014 court filing.

The Debtor said that to operate successfully as a reorganized
company it is necessary for the Debtor to fix the plant, but the
contractors have refused to do so, and, understandably, the
prepetition lenders have been unwilling to fund these repairs
absent some certainty regarding the value of the mechanics' lien
claims.  The Debtor and its affiliates proposed a plan of
reorganization, with the support of their pre-petition lenders,
that is premised on estimation of the mechanics' lien claims.
According to the Debtor, an inability to estimate the mechanics'
lien claims would constitute undue delay because it would deprive
the debtors of the only opportunity they currently have to
successfully reorganize.

Siemens Energy said that it "performed its contract with Longview
and sent invoices to Longview.  Longview refused to pay.  Those
unpaid amounts are textbook examples of liquidated debts . . . .
Longview argues that the plant is defective and therefore that
factual and evidentiary issues somehow change the liquidated
nature of these debts.  But those factual and evidentiary issues
do nothing to determine whether the amounts Longview owes Siemens
are liquidated.  Those issues may create offset rights or have
other legal and financial consequences, but those are matters
precisely within the arbitration to which all four involved
parties here freely agreed.  In the arbitration, Siemens will
contend that Longview's financial troubles were the result of its
own poor business decisions."

Kvaerner North stated in its court filing dated Feb. 2, 2014,
"Over four months ago, Longview told this Court that Longview
could not fund and move these bankruptcy cases forward unless and
until this Court finally adjudicated, on an expedited basis,
disputes over certain Letters of Credit even though such disputes
fall within the sole purview of the Arbitration Tribunal.  Time,
however, has proved Longview's assertions wrong -- the Letters of
Credit are untouched and these cases are funded and have moved
forward."

Kvaerner North is represented by:

         Eric Lopez Schnabel, Esq.
         Robert W. Mallard, Esq.
         Alessandra Glorioso, Esq.
         DORSEY & WHITNEY (DELAWARE) LLP
         300 Delaware Avenue, Suite 1010
         Wilmington, Delaware 19801
         Tel: (302) 425-7171
         Fax: (302) 425-7177
         E-mail: schnabel.eric@dorsey.com
                 mallard.robert@dorsey.com
                 glorioso.alessandra@dorsey.com

               - and -

         Neil E. McDonell, Esq.
         DORSEY & WHITNEY LLP
         51 West 52nd Street
         New York, New York 10019
         Tel: (212) 415-9200
         Fax: (212) 953-7201
         E-mail: mcdonell.neil@dorsey.com

               - and -

         Jocelyn L. Knoll, Esq.
         Eric Ruzicka, Esq.
         DORSEY & WHITNEY LLP
         50 South Sixth Street
         Minneapolis, Minnesota 55204
         Tel: (612) 340-2600
         Fax: (612) 340-2868
         E-mail: knoll.jocelyn@dorsey.com
                 ruzicka.eric@dorsey.com

Siemens Energy is represented by:

         Donald J. Detweiler, Esq.
         PEPPER HAMILTON LLP
         Hercules Plaza, Suite 5100
         1313 N. Market Street
         P.O. Box 1709
         Wilmington, Delaware 19801-1709
         Tel: (302) 777-6500
         Fax: (302) 421-8390
         E-mail: detweilerd@pepperlaw.com

               - and -

         Edward C. Dolan, Esq.
         Robert B. Wolinsky, Esq.
         HOGAN LOVELLS US LLP
         Columbia Square
         555 Thirteenth Street, NW
         Washington, DC 20004
         Tel: (202) 637-5677
         Fax: (202) 637-5910
         E-mail: edward.dolan@hoganlovells.com

               - and -

         Daniel E. Gonzalez, Esq.
         Mark R. Cheskin, Esq.
         Richard C. Lorenzo, Esq.
         HOGAN LOVELLS US LLP
         600 Brickell Avenue, Suite 2700
         Miami, FL 33131
         Tel: (305) 459-6500
         Fax: (305) 459-6550
         E-mail: daniel.gonzalez@hoganlovells.com
                 mark.cheskin@hoganlovells.com
                 richard.lorenzo@hoganlovells.com

                     About Longview Power LLC

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

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

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

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


LONGVIEW POWER: Foster Joins Kvaerner in Stay Relief Motion
-----------------------------------------------------------
Foster Wheeler North America Corp. filed with the U.S. Bankruptcy
Court for the District of Delaware a joinder to Kvaerner North
American Construction, Inc.'s motion for relief from automatic
stay for it to be able to pursue claims under insurance policies
in which Longview Power LLC, et al., may have an interest.

As reported by the Troubled Company Reporter on Feb. 11, 2014,
Kvaerner North wants to (a) pursue claims tendered under the
insurance policies prior to the Petition Date and (b) tender new
claims under the insurance policies, in which the Debtors may have
an interest, on account of damages incurred or that could be
incurred by Kvaerner North and arising out of the power facility
project, including seeking reimbursement, defense costs, and
indemnification as necessary.  In connection with the power
facility project, Kvaerner North has direct insurance claims for
damage caused by others, and insurance claims for third-party
claims brought against Kvaerner.  Prior to the Petition Date,
Kvaerner North tendered insurance claims under the Allianz and
Liberty Mutual Policies as well as the excess policies.

Foster Wheeler seeks to pursue claims under the Insurance
Policies, in which Foster Wheeler may have an interest.  Foster
Wheeler adopts and incorporates the arguments in Kvaerner North's
lift stay motion in their entirety.  Based on stated positions of
Kvaerner North and Longview Power in the arbitration and the
Chapter 11 cases, Foster Wheeler could be construed to be a "sub-
contractor," as defined under the Allianz Policy.

On Feb. 5, 2014, the Debtors filed with the Court an objection to
the stay motion, saying that two of Kvaener North's three pending
claims have already been denied by the insurers.  "In addition, no
relief from stay should be granted as to unidentified future
claims because Kvaerner cannot identify what those claims are, how
they would be triggered, whether they have any merit whatsoever,
or how Longview Power and the bankruptcy estates may be impacted,"
the Debtors stated.

Longview Power's coverage under the Liberty Mutual Policy and the
excess policy has not expired.  Longview Power's interests in the
insurance policies, as well as proceeds therefrom, even if
unmatured or contingent, constitute property of the Debtors'
estates.  Granting relief from the automatic stay would therefore
prejudice the Debtors by permitting Kvaerner North to make claims
that can deplete or impair Longview's insurance coverage, the
Debtors said.

According to the Debtor, Kvaerner North's motion does not
condition relief from stay on a waiver of its claims for any
deductible amounts that may be payable by Longview Power.
Longview Power is the named insured on the Allianz Policy, which
by itself carriers a deductible of $250,000 - $750,000 per
occurrence.  As a result, the Debtors may be required to defend
and make significant payments to the insurers on account of
Kvaerner's claims so that the Debtors can meet the obligations of
and maintain their insurance coverage.

Kvaerner North failed to obtain waivers of subrogation in favor of
Longview Power in the Liberty Mutual Policy and the Excess
Policies, so the insurers may assert claims against or reduce the
amounts of payments owed to the Debtors as a result of the
insurers' payment of any claims asserted by Kvaerner North.  The
Debtors have not been able to confirm any waivers of subrogation
and setoff rights by the insurers under the Liberty Mutual Policy
or excess policies obtained by Kvaerner North.  Relief from stay,
according to the Debtors, would permit Kvaerner North to assert
claims against the insurers, and if paid, allow the insurers to
argue that (i) the Debtors are liable for the payment, or (ii) the
Debtors' claims against the insurers are reduced by setoff.

                     About Longview Power LLC

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

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

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

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


MARGIN LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Margin, LLC
        399 East Enterprise Street
        Ocoee, FL 34761

Case No.: 14-01974

Chapter 11 Petition Date: February 24, 2014

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: R Scott Shuker, Esq.
                  LATHAM SHUKER EDEN & BEAUDINE LLP
                  Post Office Box 3353
                  Orlando, FL 32802
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801
                  Email: bknotice@lseblaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Thomas A. Ginther, manager/member.

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


MCCLATCHY CO: Bluemountain Owns 4% of Class A Shares
----------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Bluemountain Capital Management, LLC, and
Bluemountain GP Holdings, LLC, disclosed that as of Dec. 31, 2013,
they beneficially owned 2,451,207 shares of Class A common stock
of The McClatchy Company representing 4 percent of the shares
outstanding.  The Company's Form 10-Q filed on Nov. 7, 2013,
indicates that the total number of outstanding shares of Class A
Common Stock as of Oct. 31, 2013, was 61,538,608.

Bluemountain previously reported beneficial ownership of 4,614,538
Class A shares at Dec. 31, 2012.

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

                        http://is.gd/Pp4ZtQ

                    About The McClatchy Company

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

The McClatchy incurred a net loss of $144,000 in 2012, as compared
with net income of $54.38 million in 2011.  The Company's balance
sheet at Sept. 29, 2013, showed $2.60 billion in total assets,
$2.54 billion in total liabilities and $60.25 million in
stockholders' equity.

                           *     *     *

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

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


MERCATOR TRANSPORT: Faunus Seeks Receivership for Units
-------------------------------------------------------
Mercator Transport Group Corporation disclosed that Faunus Group
International, Inc. has filed a motion with the Superior Court,
District of Montreal, to have a receivership appointed with
respect to certain of the Corporation's subsidiaries, namely
Mercator Transport International Inc., 6432328 Canada Inc.,
Mercator Canada Inc. and 6936954 Canada Inc.

The motion was filed pursuant to Section 243 of the Bankruptcy and
Insolvency Act (Canada), considering the expiry, as of February
14, 2014, of the previously announced Forbearance Agreement with
FGI.


MISSION NEW ENERGY: Eastwood Trust No Longer Owns Ordinary Shares
-----------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Eastwood Trust reported that as of Feb. 3,
2014, it ceased to beneficially own ordinary shares of Mission
NewEnergy Limited.  Eastwood Trust previously reported beneficial
ownership of 21,136,895 ordinary shares as of Oct. 10, 2013.

On Aug. 24, 2012, the Trust purchased 63,238 of the Issuer's A$65
face-value Series 2 Convertible Notes, which bore interest at a
rate of 4.00 percent per annum, payable semi-annually, and had a
conversion ratio of one note to four Ordinary Shares, resulting in
a conversion price of A$16.50 per share, from SLW International,
LLC, an entity owned by Stephen L. Way, the creator of the Trust
for the benefit of his minor children.  The Trust purchased those
Series 2 Notes for the purchase price of $402,187, 10 percent of
which was paid in cash with funds contributed to the Trust by Mr.
Way and the remaining 90 percent of which was borrowed by the
Trust from Muragai Financial, LLC, an entity also controlled by
Mr. Way.  That loan was evidenced by a promissory note bearing
interest at the rate of 0.25 percent and becoming due on Aug. 1,
2015, and was secured by those Series 2 Notes held by the Trust.

On Nov. 23, 2012, the Issuer and the holders of the Series 2 Notes
effected an exchange of all outstanding Series 2 Notes for newly
issued Series 3 Convertible Notes of the Issuer with a face value
of A$65, which bear no coupon/interest payments and have a
conversion ratio of one note to 433 Ordinary Shares, resulting in
a conversion price of A$0.15 per share, in a transaction approved
by the holders of the Issuer's Ordinary Shares.  As a result of
this exchange, the Trust received 63,238 Series 3 Notes.

On Dec. 20, 2013, the Trust, SLW International, LLC, and Westcliff
Trust entered into a Note Purchase Agreement with Noble Haus Asia
Ltd. pursuant to which the Trust agreed to dispose of all of its
Series 3 Notes to Noble Haus.  That transaction was consummated on
Feb. 3, 2014.

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

                       http://is.gd/7IvZvC

                     About Mission NewEnergy

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

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

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

Mission NewEnergy disclosed net profit of A$10.05 million on
A$8.41 million of total revenue for the year ended June 30, 2013,
as compared with a net loss of A$6.19 million on A$38.20 million
of total revenue during the prior fiscal year.

The Company's balance sheet at June 30, 2013, showed A$20.10
million in total assets, A$32.60 million in total liabilities and
a A$12.50 million total deficiency.

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


MRI SOFTWARE: S&P Assigns B CCR & Rates $165MM 1st Lien Debt B+
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to Cleveland-based MRI Software LLC.  The
outlook is stable.

At the same time, S&P assigned a 'B+' issue-level rating with a
recovery rating of '2' to the company's $165 million senior
secured first-lien credit facilities, comprising a $15 million
revolving credit facility due 2019 and a $150 million first-lien
term loan due 2021.  The '2' recovery rating indicates S&P's
expectation for substantial (70% to 90%) recovery of principal in
the event of a default.

The company used the proceeds from the $150 million senior secured
first-lien term loan and a $65 million second-lien term loan
(unrated) to fund a $187 million dividend to its financial sponsor
and repay existing debt.

"Our ratings on MRI Software reflect its 'weak' business risk
profile and 'highly leveraged' financial risk profile, as defined
by our criteria," said Standard & Poor's credit analyst David
Tsui.

S&P's business risk assessment is based on the company's limited
scale in the enterprise software industry, niche market focus in
the real estate end market, and narrow product offerings.  These
factors are partially offset by the company's low customer
concentration risk, as its top 10 customers account for 13% of
total recurring revenue and no single customer accounts for more
than 3% of total recurring revenue.  Additional factors that
provide partial offsets include high levels of recurring revenue
from long-term customer contracts, a customer retention rate of
about 93%, and good operating profitability with EBITDA margin
near the 40% area.

Other factors that contribute to S&P's assessments of MRI
Software's business risk profile are its "very low" country risk
and "intermediate" industry risk.  Additionally, S&P views the
company's absolute profitability as "average" for the enterprise
and consumer software industry.  S&P views the company's
volatility of profitability as "fair."

The stable outlook reflects S&P's expectation that MRI Software's
high recurring revenue from long-term contracts, strong customer
renewal rates, and the stable operating profitability that S&P
expects will lead to moderately positive FOCF over the next 12
months.

S&P views an upgrade as unlikely, given MRI Software's high debt
to EBITDA of 7x at close and its expectation that leverage will
remain significantly above 5x over the next 12 months.

S&P would consider a downgrade if the company experiences a
decline in customer renewals due to competitive pricing pressure,
resulting in sustained EBITDA declines, leading to leverage in
excess of the mid-7x level.


MT. GOX: Bitcoin Exchange Remains Closed Amidst Problems
--------------------------------------------------------
Mt. Gox, the most prominent exchange for Bitcoin, remained closed
after its chief executive officer resigned from the board of the
Bitcoin Foundation, according to various news reports.

William Alden and Rachel Abrams, writing for The New York Times'
DealBook, reported that the apparent collapse of Mt. Gox spooked
many holders of the virtual currency, as they tried to determine
whether the problems pointed to larger flaws in the Bitcoin
system. But venture capitalist Marc Andreessen, one of Bitcoin's
most vocal cheerleader and whose firm has invested millions of
dollars in Bitcoin-related start-ups, portrayed the turmoil as an
isolated problem.

Robin Sidel, writing for The Wall Street Journal, Mark Karpeles,
Mt. Gox's CEO, resigned from the Bitcoin Foundation over the
weekend, the latest development following a slew of technical
issues that began last summer when Mt. Gox halted customer
withdrawals in U.S. dollars.  The problems became more severe
earlier this month when Mt. Gox halted all customer withdrawals,
saying that a bug in the software for bitcoin allowed some users
to alter transactions, the Journal said.

Edward Hadas, writing for The DeadlBook, pointed out that the
website of the Mt. Gox Bitcoin exchange in Tokyo disappeared from
cyberspace on the morning of Feb. 25, with no explanation
provided.

According to news reports, a document circling widely in the
Bitcoin world pointed to a theft of nearly all of Mt. Gox's
744,000 Bitcoins, although the Journal said the legitimacy of the
document or its claim has not yet been verified.  A number of
leading Bitcoin companies also told the Journal that Mt. Gox,
which handles about 6 percent of all Bitcoins in circulation,
planned to file for bankruptcy after months of problems.


NATIVE WHOLESALE: Hearing on Ch. 7 Conversion Bid Tomorrow
----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of New York
will continue on Feb. 27 the hearing to consider the motion filed
by the U.S. Trustee to convert the Chapter 11 case of Native
Wholesale Supply Company to Chapter 7 liquidation or to dismiss
the case.

As reported by the Troubled Company Reporter on Aug. 28, 2013, the
States of California, Idaho, New Mexico, New York, and Oklahoma
asked the Court to: (i) grant their motion to convert or dismiss
the Debtor's Chapter 11 case; (ii) grant the U.S. Trustee's motion
to the extent that it seeks to convert the Debtor's bankruptcy
case; or (iii) in the alternative to conversion, require the
Debtor to continue through the Chapter 11 plan process in an
expedient manner and reset the dates for preparation of a plan and
disclosure statement if the Debtor believes it can repay all of
its creditors, and not just a single favored entity.

The TCR reported that the U.S. Trustee argued that the Debtor
(1) has an inability to perform the statutory duties of a debtor-
in-possession and to comply with the requirements of the Chapter
11 Operating Guidelines; and (2) has failed to file monthly
financial reports for February and March 2013.

On Jan. 30, 2014, the States of California, Idaho, New Mexico, New
York, and Oklahoma and the United States filed a statement in
support of the U.S. Trustee's motion to convert or dismiss the
Chapter 11 case, stating that while a number of events have
occurred since the original motion of the U.S. Trustee to convert
or dismiss the case was filed, the basic premise of the motion
remains valid.

Craig T. Lutterbein, Esq., at Hodgson Russ LLP, the attorney for
the States, said in the Jan. 30 court filing, "The Debtor has not
proposed a plan within a reasonable time period and the States and
the United States are not convinced there is a reasonable
likelihood of rehabilitation.  As between the two options of
conversion or dismissal, the States and the United States believe
that conversion is the more appropriate option."  The Debtor's
exclusivity period has expired.

The counsel for the States can be reached at:

         Craig T. Lutterbein, Esq.
         HODGSON RUSS LLP
         The Guaranty Building
         140 Pearl Street, Suite 100
         Buffalo, New York 14202
         Tel: (716)856-4000

                - and -

         Karen Cordry, Esq.
         National Association of Attorneys General
         2030 M Street, NW
         Washington DC 20036
         Tel: (202)326-6251

The attorney for the United States can be reached at:

         Charles E. Canter, Esq.
         J. Christopher Kohn, Esq.
         Tracy J. Whitaker, Esq.
         U.S. Department of Justice
         Commercial Litigation Branch
         P.O. Box 875
         Washington, DC 20530
         Tel: (202)616-2236

               About Native Wholesale Supply Company

Native Wholesale Supply Company is engaged in the business of
importing cigarettes and other tobacco products from Canada and
selling them to third parties within the United States.  It
purchases the products from Grand River Enterprises Six Nations,
Ltd., a Canadian corporation and the Debtor's only secured
creditor.  Native is an entity organized under the Sac and Fox
Nation and has its principal place of business at 10955 Logan Road
in Perrysburg, New York.

Native filed for Chapter 11 bankruptcy (Bankr. W.D.N.Y. Case No.
11-14009) on Nov. 21, 2011.  The Chapter 11 filing was triggered
to resolve an ongoing dispute with the United States government
regarding up to $43 million in assessments made by the government
against the Debtor pursuant to the Fair and Equitable Tobacco
Reform Act of 2004 and the Tobacco Transition Payment Program and
to restructure the terms of payment of any obligation determined
to be owing by the Debtor to the U.S. under the Disputed
Assessment.  The issues pertaining to the Disputed Assessment
resulted in two lawsuits, subsequently consolidated, now pending
in the Federal District Court.

Robert J. Feldman, Esq., and Janet G. Burhyte, Esq., at Gross,
Shuman, Brizdle & Gilfillan, P.C., in Buffalo, N.Y., represent the
Debtor as counsel.

The Company disclosed $30,022,315 in assets and $70,590,564 in
liabilities as of the Chapter 11 filing.

The States of California, New Mexico, Oklahoma and Idaho have
appeared in the case and are represented by Garry M. Graber, Esq.,
and Craig T. Lutterbein, Esq., at Hodgson Russ LLP, in Buffalo,
New York, and Karen Cordry, Esq., National Association of
Attorneys General, in Washington, D.C.

No trustee, examiner or creditors' committee has been appointed in
the case.


NATIVE WHOLESALE: Asks Court to Expand Scope of Webster's Services
------------------------------------------------------------------
Native Wholesale Supply Co. asked the U.S. Bankruptcy Court for
the Western District of New York to authorize its special counsel
Webster Szanyi LLP to provide additional services.

Native Wholesale wants the firm to represent the company on
matters pertaining to the preparation of a petition for certiorari
to the U.S. Supreme Court arising from the Nov. 26 decision of the
California Supreme Court, which denied the company's petition for
review of its renewed motion to quash the summons served on it.

The California Supreme Court ruling involves the State of
California's ability to assert personal jurisdiction over an out-
of-state distributor who sells products to a tribe located in
California.

The petition for certiorari must be filed with the U.S. Supreme
Court on or before Feb. 24, Native Wholesale said in court papers
filed this week.

               About Native Wholesale Supply Company

Native Wholesale Supply Company is engaged in the business of
importing cigarettes and other tobacco products from Canada and
selling them to third parties within the United States.  It
purchases the products from Grand River Enterprises Six Nations,
Ltd., a Canadian corporation and the Debtor's only secured
creditor.  Native is an entity organized under the Sac and Fox
Nation and has its principal place of business at 10955 Logan Road
in Perrysburg, New York.

Native filed for Chapter 11 bankruptcy (Bankr. W.D.N.Y. Case No.
11-14009) on Nov. 21, 2011.  The Chapter 11 filing was triggered
to resolve an ongoing dispute with the United States government
regarding up to $43 million in assessments made by the government
against the Debtor pursuant to the Fair and Equitable Tobacco
Reform Act of 2004 and the Tobacco Transition Payment Program and
to restructure the terms of payment of any obligation determined
to be owing by the Debtor to the U.S. under the Disputed
Assessment.  The issues pertaining to the Disputed Assessment
resulted in two lawsuits, subsequently consolidated, now pending
in the Federal District Court.

Robert J. Feldman, Esq., and Janet G. Burhyte, Esq., at Gross,
Shuman, Brizdle & Gilfillan, P.C., in Buffalo, N.Y., represent the
Debtor as counsel.

The Company disclosed $30,022,315 in assets and $70,590,564 in
liabilities as of the Chapter 11 filing.

The States of California, New Mexico, Oklahoma and Idaho have
appeared in the case and are represented by Garry M. Graber, Esq.,
and Craig T. Lutterbein, Esq., at Hodgson Russ LLP, in Buffalo,
New York, and Karen Cordry, Esq., National Association of
Attorneys General, in Washington, D.C.

No trustee, examiner or creditors' committee has been appointed in
the case.


NAVISTAR INTERNATIONAL: Franklin Stake at 17.4% as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Franklin Resources, Inc., and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
14,153,339 shares of common stock of Navistar International
Corporation representing 17.4 percent of the shares outstanding.
Franklin Resources previously reported beneficial ownership of
14,588,520 common shares as of Dec. 31, 2012.  A copy of the
regulatory filing is available for free at:

                        http://is.gd/44PSv2

                    About Navistar International

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

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

The Company's balance sheet at Oct. 31, 2013, showed $8.31 billion
in total assets, $11.91 billion in total liabilities and a $3.60
billion total stockholders' deficit.

                          *     *     *

In the Aug. 3, 2012, edition of the TCR, Moody's Investors Service
lowered Navistar International Corporation's Corporate Family
Rating (CFR), Probability of Default Rating (PDR), and senior note
rating to B2 from B1.  The downgrade of Navistar's ratings
reflects the significant challenges the company will face during
the next eighteen months in re-establishing the profitability and
competitiveness of its US and Canadian truck operations in light
of the failure to achieve EPA certification of its EGR emissions
technology, the significant reductions in military revenues and
substantially higher engine warranty reserves.

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

As reported by the TCR on Jan. 24, 2013, Fitch Ratings has
affirmed the Issuer Default Ratings (IDR) for Navistar
International Corporation and Navistar Financial Corporation at
'CCC' and removed the Negative Outlook on the ratings.  The
removal reflects Fitch's view that immediate concerns about
liquidity have lessened, although liquidity remains an important
rating consideration as NAV implements its selective catalytic
reduction (SCR) engine strategy. Other rating concerns are already
incorporated in the 'CCC' rating.


NEW METAL RECYCLING: Goes Into Temporary Receivership
-----------------------------------------------------
AMM News reports that New Metal Recycling has gone into temporary
receivership under THE Canadian Bankruptcy and Insolvency Act.
Faber & Partners Inc. has been named as interim receivers
overseeing the company's affairs, according to AMM News.


NII HOLDINGS: Vanguard Group Stake at 6.5% as of Dec. 31
--------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, The Vanguard Group disclosed that as of
Dec. 31, 2013, it beneficially owned 11,187,959 shares of common
stock of NII Holdings Inc. representing 6.48 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/vzIKAR

                         About NII Holdings

With headquarters in Reston, Virginia, NII Holdings is an
international wireless operator with more than 7 million largely
post-pay, business subscribers.

                            *    *    *

As reported by the TCR on Jan. 14, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Reston, Va.-based
wireless service provider NII Holdings Inc. (NII) to 'CCC+' from
'B-'.  "The downgrade is based on NII's weak operating and
financial performance and our view that the company's financial
commitments may be unsustainable over the next few years, although
liquidity should remain 'adequate' in 2014," said Standard &
Poor's credit analyst Allyn Arden.

In the May 20, 2013, edition of the TCR, Moody's Investors Service
downgraded the corporate family rating
of NII Holdings Inc. to B3 from B2.  The downgrade reflects the
company's heightened leverage, declining operating performance,
and the high execution risk related to the company's ongoing 3G
network investment cycle. Operating performance will likely remain
weak as the company invests heavily into its 3G network upgrade.


NII HOLDINGS: T. Rowe Price Stake at 1.1% as of Dec. 31
-------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, T. Rowe Price Associates, Inc., disclosed
that as of Dec. 31, 2013, it beneficially owned 1,916,832 shares
of common stock of NII Holdings Inc. representing 1.1 percent of
the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/7FwO2g

                          About NII Holdings

With headquarters in Reston, Virginia, NII Holdings is an
international wireless operator with more than 7 million largely
post-pay, business subscribers.

                            *    *    *

As reported by the TCR on Jan. 14, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Reston, Va.-based
wireless service provider NII Holdings Inc. (NII) to 'CCC+' from
'B-'.  "The downgrade is based on NII's weak operating and
financial performance and our view that the company's financial
commitments may be unsustainable over the next few years, although
liquidity should remain 'adequate' in 2014," said Standard &
Poor's credit analyst Allyn Arden.

In the May 20, 2013, edition of the TCR, Moody's Investors Service
downgraded the corporate family rating
of NII Holdings Inc. to B3 from B2.  The downgrade reflects the
company's heightened leverage, declining operating performance,
and the high execution risk related to the company's ongoing 3G
network investment cycle. Operating performance will likely remain
weak as the company invests heavily into its 3G network upgrade.


NTG CLARITY: Provides Bi-Weekly Default Status Report
-----------------------------------------------------
NTG Clarity Networks Inc. is providing this bi-weekly Default
Status Report in accordance with National Policy 12-203 - Cease
Trade Orders for Continuous Disclosure Defaults.  On February 4,
2014, the Company announced that, following a review by staff of
the Ontario Securities Commission in connection with the filing of
the Company's annual consolidated financial statements, notes and
related Management's Discussion and Analysis for the year ended
December 31, 2012 and the interim consolidated financial
statements, notes and related Management's Discussion and Analysis
for the period ending June 30, 2013, the OSC determined that
Company was in default of its continuous disclosure requirements
under the Securities Act (Ontario).

As a result of this default, on February 14, 2014, the OSC, issued
a management cease trade order, which imposed restrictions on all
trading in securities of the Company by the Chief Executive
Officer and the Chief Financial Officer until the Company re-files
the above Financial Statements and the OSC makes an order revoking
the MCTO.  All other parties are permitted to freely trade the
Company's securities.

The Company will be making the necessary updates and anticipates
that revised Financial Statements will be re-filed by March 28,
2014 in order to remedy the Default.

These changes have no effect on figures previously reported in the
2012 financial statements (the Audited Consolidated Statement of
Financial Position, the Audited Consolidated Statements of Changes
in Shareholders' Equity, the Audited Statement of Comprehensive
Income, or the Audited Consolidated Statement of Cash Flows) or on
figures previously reported in the Interim Q2 2013 (the Condensed
Consolidated Interim Statement of Financial Position, the
Condensed Consolidated Interim Statement of Comprehensive Income,
or the Condensed Consolidated Interim Statement of Changes in
Shareholders' Equity).  For Q2 2013 Cash Flow; Net Cash From
Operations changes to $202,578 from $85,911 (3 months and $615,558
from $474,892 (for 6 months); Cash From Financing changes to
$12,667 from $129,334 (3 months and ($71,031) from ($69,634) (for
6 months); Cash From Investing changes to ($453,227) from
($69,634) (for 6 months).

The Company confirms that since the issuance of the MCTO, there
has not been any material change concerning the affairs of the
Company that has not been disclosed as of the date of this news
release.

Headquartered in Markham, Ontario, NTG Clarity Networks Inc. --
http://www.ntgclarity.com-- is a provider of telecommunications
engineering, networking and related software solutions. NTG is
engaged in developing niche software products directed at the
telecom service providers market.  NTG works in partnership with
its clients to provide a source of design, documentation and
implementation on an outsourcing or consulting basis.  The Company
provides network, telecom, information technology (IT) and
infrastructure solutions to medium and large network service
providers.  The Company's operations are located in North America
and internationally.  The Company offers professional telecom
services in North American market, professional services and
software development services.  Its products include mobile
applications, BUSINTEL, NTS utility billing, knowledge management,
SMART2GO and smart compounds.


OCZ TECHNOLOGY: May Hire RAS Management's Timothy Boates as CRO
---------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has approved OCZ Technology Group, Inc., and
its debtor-affiliates' agreement with RAS Management Advisors,
LLC, pursuant to which RAS will provide (a) Timothy D. Boates as
chief restructuring officer and additional temporary staff, nunc
pro tunc to Jan. 23, 2014.

As reported by the Troubled Company Reporter on Jan. 10, 2014, the
Debtors sought authorization from the Court to employ RAS
Management as financial advisor, nunc pro tunc to Dec. 16, 2013.
On Jan. 8, 2014, the Court approved the Debtors' retention of RAS
Management as financial advisor.  RAS Management's retention as
financial advisor to the Debtors is terminated effective as of
Jan. 23, 2014.

The sale of substantially all of the Debtors' assets closed on
Jan. 21, 2014.  Following the closing of that sale, the Debtors'
executive officers resigned their positions with the Debtors, and
the Debtors had no executive officers form and after Jan. 21,
2014.  As a result, the Debtors' board of directors requested that
Mr. Boates serve as the Debtors' CRO to oversee the wind-down of
the Debtors' businesses and the Chapter 11 cases.

Mr. Boates will focus primarily on the Debtors' Chapter 11 process
and wind-down, as well as provide leadership, advice and guidance
to the Board in the development of the Debtors' wind-down
strategy. RAS's scope of services includes, among other things:

      a. assistance in the development of the Debtors'
         restructuring options and determination of the Debtors'
         cash requirements related thereto;

      b. review of the Debtors' operations, including the
         evaluating their working capital management and
         requirements, operating processes and overhead structure,
         as necessary to ensure the adequacy and coverage of post-
         petition cash requirements;

      c. overseeing of the sale of the Debtors' assets and the
         resolution of claims asserted against the Debtors; and

      d. monitoring of the orderly liquidation of terminated
         operations.

Pursuant to the terms and conditions contained in the CRO
agreement, the Debtors will pay RAS Management these hourly rates:

         Richard Sebastiao     $500
         Timothy Boates        $480
         Michael Rizzo         $325
         Clerical               $30

To the best of the Debtors' knowledge, RAS Management 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.

Following the closing of the sale of substantially all of the
Debtors' assets, the Debtors received as consideration for the
sale, among other things, (i) satisfaction of the postpetition
obligations owed to the postpetition lender under the postpetition
facility, (ii) satisfaction of certain amounts owed to the
prepetition senior lender on account of the prepetition senior
loan obligations, (iii) satisfaction of the special accommodation
loan; and (iv) cash proceeds.  In accordance with and subject to
the terms of the Dec. 23, 2013 final DIP order and the Jan. 16,
2014 sale order, certain cash proceeds were used to satisfy the
obligations owed to the prepetition senior lender under the
prepetition senior loan documents on account of the prepetition
senior loan obligations.  The Debtors requested and obtained
consent from the prepetition secured parties to continue using the
prepetition secured parties' cash collateral to allow the Debtors
to continue to administer their assets in connection with pursuit
of a sale of the power supply business.  The Court approved the
sale of the power supply business assets on Feb. 3, 2014.

On Jan. 29, 2014, the Court entered a stipulated consent order
extending the Debtors' further usage of cash collateral to
(i) Feb. 7, 2014, and (ii) the consummation of a sale of the power
supply business.  The maturity date may be extended with the
consent of the prepetition secured parties without further
stipulation or court order.

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of $31.4
million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


OCZ TECHNOLOGY: Committees Object to Deutsche Bank Employment
-------------------------------------------------------------
The Official Committee of Unsecured Creditors and the Ad Hoc
Committee of Senior Secured Convertible Debenture Creditors of OCZ
Technology Group, Inc., et al., filed with the U.S. Bankruptcy
Court for the District of Delaware objections to the Debtors'
request to employ Deutsche Bank Securities Inc. as investment
banker nunc pro tunc to Dec. 2, 2013.

As reported by the Troubled Company Reporter on Jan. 8, 2014, the
Debtors require Deutsche Bank to, among other things, assist the
Debtors in identifying and evaluating candidates for any potential
transaction.  The Debtors agreed to compensate Deutsche Bank in
accordance with the Fee Structure that includes: (a) monthly fee
of $200,000 for up to five months following the petition date and
to be credited against the transaction fee; and a (b) transaction
fee -- the greater of (i) $2.25 million or (ii) 1.6% of the
Aggregate Consideration, payable upon the consummation of a
transaction.  Deutsche Bank will also be reimbursed for reasonable
out-of-pocket expenses incurred.

The Committee and the Ad Hoc Committee have endeavored to work
together to identify common objections to the Debtors' application
to employ Deutsche Bank.  The Committee shares the two primary
objections raised by the Ad Hoc Committee.  Specifically, the
Committee is troubled by (a) the fact that Deutsche Bank's
proposed services may provide no postpetition benefit to the
Debtors' estates but Deutsche Bank will receive full payment of
its unsecured prepetition claim, and (b) the extraordinarily high
proposed Transaction Fee of not less than $2.25 million -- over
6.4% of a $35 million transaction -- which is well above market
for a transaction of this size.

The Committee said in its Jan. 3, 2014 court filing that the Court
should deny the Debtors' request that Deutsche Bank's fees and
expenses be effectively pre-approved, and subject to review and
objection only under section 328 of the Bankruptcy Code.  "It is
critical that the Committee, the Second Lien Committee, and all
parties in interest -- not just the Office of the United States
Trustee -- be allowed to review and object to DB's fees and
expenses under the more stringent guidelines of section 330 of the
Bankruptcy Code.  Such heightened review is needed not only for
the proposed Transaction Fee but also for DB's proposed monthly
compensation, which allows DB to be paid $1 million ($200,000 per
month for five months), for one month of postpetition work," the
Committee stated.

The Ad Hoc Committee sought to negotiate a reasonable Transaction
Fee premised off of incremental, postpetition value delivered to
the Debtors' estates, but its request was denied.  "As presented
to the Court, the Transaction Fee -- because it is predicated on
prepetition services and because it is patently unreasonable --
should be denied in its entirety.  Any claim asserted by Deutsche
Bank based on its prepetition engagement letter and the Stalking
Horse APA should instead be classified as a general unsecured
claim pari passu with all other unsecured creditors," the Ad Hoc
Committee said in its Jan. 3, 2014 court filing.

The members of the Ad Hoc Committee are: Alpha Capital Anstalt;
Anson Investments Master Fund LP; Capital Ventures International;
Castle Union Partners, LP; Cold Spring Investing LLC; Columbus
Capital Offshore Fund, Ltd.; Columbus Capital Partners, L.P.;
Columbus Capital QP Partners, L.P.; Cranshire Capital Master Fund,
Ltd.; Equitec Specialists, LLC; Jon D. and Linda W. Gruber Trust;
Kingsbrook Opportunities Master Fund LP; Delos Investment
Management LLC/Advisor to Lennox Capital Partners LP; Park West
Investors Master Fund, Limited; Park West Partners International,
Limited; Perkins Capital; Pinnacle Family Office Investment L.P.
dba Pinnacle III Investments; Precept Capital Master Fund; Ronald
L. Chez IRA; Tenor Opportunity Master Fund, Ltd.; and Tiburon
Opportunity Fund.  The members of the Ad Hoc Committee own all or
substantially all of the 9% senior secured convertible debentures
due Aug. 13, 2014, issued by OCZ Technology, pursuant to that
certain securities purchase agreement.  The Ad Hoc Committee is
represented by:

      MORRIS, NICHOLS, ARSHT & TUNNELL LLP
      Andrew R. Remming, Esq.
      Robert J. Dehney, Esq.
      1201 North Market Street
      Wilmington, Delaware 19801
      Tel: (302) 658-9200
      Fax: (302) 658-3989
      E-mail: aremming@mnat.com
              rdehney@mnat.com

               and

      Benjamin Finestone, Esq.
      Lindsay Weber, Esq.
      QUINN EMANUEL URQUHART & SULLIVAN LLP
      51 Madison Avenue, 22nd Floor
      New York, New York 10010
      Tel: (212) 849-7000
      Fax: (212) 849-7100
      E-mail: benjaminfinestone@quinnemanuel.com
              lindsayweber@quinnemanuel.com

               and

      Eric Winston, Esq.
      QUINN EMANUEL URQUHART & SULLIVAN LLP
      865 S. Figueroa Street
      Los Angeles, CA 90017
      Tel: (213) 443-3000
      Fax: (213) 443-3100
      E-mail: ericwinston@quinnemanuel.com

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of
$31.4 million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


OCZ TECHNOLOGY: Mayer Brown OK'd as Special Transactional Counsel
-----------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has granted OCZ Technology Group, Inc., and
its debtor-affiliates permission to employ Mayer Brown LLP as
special transactional counsel, nunc pro tunc to Dec. 2, 2013
petition date.

As reported by the Troubled Company Reporter on Jan. 10, 2014,
Mayer Brown will assist the Debtors with respect to the sale of
its assets pursuant to section 363 of the Bankruptcy Code.  As a
special transactional counsel, Mayer Brown's services will involve
advising the Debtors on all aspects of the procedures and
transactions that are the subject of the 363 Sale Motion,
including, inter alia, representing the Debtor at all hearings
relating to the 363 Sale Motion, representing the Debtor in
evaluating any potential competing, qualified bids, representing
the Debtor at any auction of the assets that are the subject of
the 363 Sale Motion, responding to objections or discovery that
may be served on the Debtor in connection with such motion,
handling all aspects of the closing on any approved sale
transaction, providing advice to the Debtors with respect to
unexpired leases and executory contracts that may be assumed or
rejected in connection with the sale of their assets,
participating in debtor in possession financing activities to the
extent related to the sale of the Debtors' assets, and otherwise
assisting the Debtors as they may request from time to time with
matters affecting the sale of their assets.

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of
$31.4 million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


OCZ TECHNOLOGY: Court OKs Wilson Sonsini as Litigation Counsel
--------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has granted OCZ Technology Group, Inc., and
its debtor-affiliates authorization to employ Wilson Sonsini
Goodrich & Rosati as special litigation counsel, nunc pro tunc to
Dec. 2, 2013 petition date.

As reported by the Troubled Company Reporter on Jan, 9, 2014, OCZ
Technology wants Wilson Sonsini to continue representing it in
certain securities related issues.  The pending matters consist
of:

    a. In re OCZ Technology Group, Inc. Securities Litigation, No.
       3:12-cv-05265-RS, U.S. District Court for the Northern
       District of California; and

    b. SEC Investigation.

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of
$31.4 million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


OCZ TECHNOLOGY: Withdraws Key Employee Incentive Plan Motion
------------------------------------------------------------
OCZ Technology Group, Inc., and its debtor-affiliates withdrew its
Dec. 11, 2013 motion for court order approving the Debtors' key
employee incentive plan.

Under the proposed Incentive Plan, 13 employees of the Debtors,
including eight insiders, would receive bonuses between $80,000
and $245,000.  The total Incentive Plan payments will not exceed
$2.36 million in the aggregate and are based on a sale of the
Debtors' assets at a range of purchase price levels above
$35 million.  On Jan. 8, 2014, the Hon. Peter J. Walsh of the U.S.
Bankruptcy Court for the District of Delaware entered an order
authorizing the Debtors to file under seal a portion of the
Debtors' motion for order approving the Incentive Plan.  The
Debtors were authorized to file the unreacted version of the
incentive motion, which would remain under seal.

On Jan. 3, 2014, the Official Committee of Unsecured Creditors
filed an objection to the incentive motion, saying that the
Debtors' Incentive Plan bears attributes of an insider retention
plan, without satisfying the stringent standards of Section
503(c)(1) of the Bankruptcy Code.  The Debtors acknowledge the
retention plan attributes of the Incentive Plan by admitting in
the motion that, "[a]uthorization to implement the KEIP will
provide the KEIP Participants with a greater sense of financial
security, thereby minimizing the need for them to seek other
employment."  Furthermore, the Incentive Plan puts an unwarranted
strain on the Debtors' very limited liquidity without obtaining
any benefit, other than the fulfillment by the Debtors' insiders
and employees of their pre-existing employment and fiduciary
duties.

The Committee complained that:

      (a) the threshold sale price at which plan participants
          would be entitled to a bonus is too low.  A more
          appropriate threshold would be to add bonus triggers
          where the sale price generates meaningful value for the
          Debtors' estates other than the secured creditors;

      (b) the amount of the bonus pool is excessive, representing
          approximately 3% of the sale price at each level.  The
          proposed compensation to be paid to Deutsche Bank
          Securities Inc., the Debtors' investment banker leading
          the sale efforts, is already over 6.4% of the expected
          sale price; and

      (c) the Debtors failed to provide the Committee with a
          projected waterfall under any of the bonus tiers.  The
          Committee cannot analyze whether there will be
          sufficient funds available to pay Deutsche Bank, the
          proposed plan bonuses, and other administrative and
          priority claims.

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of
$31.4 million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


ORMET CORP: Calibre Group OK'd as Financial Advisor & Banker
------------------------------------------------------------
Ormet Corporation, et al., obtained permission from the Hon. Mary
F. Walrath of the U.S. Bankruptcy Court for the District of
Delaware to employ Calibre Group, LLC, as financial advisor and
investment banker, effective Jan. 28, 2014.

As reported by the Troubled Company Reporter on Feb. 24, 2014, the
Debtors require Calibre Group to, among other things, identify key
constituencies impacting the likelihood of a successful
transaction, and advise the Debtors with regard to key
constituencies, including, but not limited to, strategic and
financial parties; and advise and assist the Debtors in preparing
its approach to prospective purchasers, and in the structuring of
a transaction related to the Hannibal Facility.

                       About Ormet Corp.

Aluminum producer Ormet Corporation, along with affiliates, filed
for Chapter 11 protection (Bankr. D. Del. Case No. 13-10334) on
Feb. 25, 2013, with a deal to sell the business to a portfolio
company owned by private investment funds managed by Wayzata
Investment Partners LLC.

Headquartered in Wheeling, West Virginia, Ormet --
http://www.ormet.com/-- is a fully integrated aluminum
manufacturer, providing primary metal, extrusion and thixotropic
billet, foil and flat rolled sheet and other products.

Ormet disclosed assets of $406.8 million and liabilities totaling
$416 million.  Secured debt of about $180 million includes $139.5
million on a secured term loan and $39.3 million on a revolving
credit.

Affiliates that separately filed Chapter 11 petitions are Ormet
Primary Aluminum Corporation; Ormet Aluminum Mill Products
Corporation; Specialty Blanks Holding Corporation; and Ormet
Railroad Corporation.

Ormet emerged from a prior bankruptcy in April 2005.  Lender
Wayzata Investment Partners LLC is among existing owners.  Others
are UBS Willow Fund LLC and Fidelity Leverage Company Stock Fund.

In the 2013 case, Ormet is represented in the case by Morris,
Nichols, Arsht & Tunnell LLP's Erin R. Fay, Esq., Robert J.
Dehney, Esq., Daniel B. Butz, Esq.; and Dinsmore & Shohl LLP's Kim
Martin Lewis, Esq., Patrick D. Burns, Esq.  Kurtzman Carson
Consultants is the claims and notice agent.  Evercore's Lloyd
Sprung and Paul Billyard serve as investment bankers to the
Debtor.

An official committee of unsecured creditors was appointed in the
case in March 2013.  The Committee is represented by Rafael X.
Zahralddin, Esq., Shelley A. Kinsella, Esq., and Jonathan M.
Stemerman, Esq., at Elliott Greenleaf; and Sharon Levine, Esq., S.
Jason Teele, Esq., and Cassandra M. Porter, Esq., at Lowenstein
Sandler LLP.

In December 2013, Ormet completed a previously approved sale of
its alumina smelter in Burnside, Louisiana, to Almatis Inc. for
$39.4 million.  There was no auction.  Completion of a court-
approved sale of the business to lender and part owner Wayzata
Investment Partners LLC became impossible when Ohio utility
regulators refused in October to grant reductions in electricity
prices. Wayzata would have acquired the business largely in
exchange for debt.

Ormet also has sold 32,000 metric tons of alumina for $8.4 million
to Glencore AG, and its rights and interests in and to 17,086 MT
baked carbon anodes, located at the Debtors' Hannibal, Ohio
location, and its rights and interest in and to 34,755 MT baked
carbon anodes, located in a storage in Baltimore, Maryland, to
Alcoa Materials Management, Inc.


ORMET CORP: Interim Wind Down Plan & Sale to Almatis Okayed
-----------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware issued a fifth interim order approving Ormet
Corporation, et al.'s request to wind down their businesses and
for protections for certain employees implement the wind down, to
modify employee benefit plans consistent with the wind down plan,
and to take any and all actions necessary to implement the wind
down plan.

The order states, "The Debtors have established sound business
justifications for further approval of the Interim Winddown Plan,
including compliance with the Budget. Further approval of the
Interim Winddown Plan and the consummation thereof at this time is
in the best interests of the Debtors, their creditor bodies and
their estates."

The Debtors are authorized to make payments through and including
March 17, 2014, in the implementation of the Interim Windown Plan.

The Court will hold a hearing on March 17, 2014, at 10:30 a.m.
(ET) to further consider the motion.

On Jan. 30, 2014, the Court entered an order approving the sale of
certain of the Debtors' assets to Almatis Burnside, Inc., pursuant
to order establishing procedures for the sale of excess assets.

The Debtors sought to sell all of their rights, title and interest
in and to 2,028 MT dead inventory in silos in Burnside, Louisiana,
and 180 MT ESP dust free and clear of liens, claims, interests and
encumbrances, as further described at:

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

The sale is approved, provided, that, in accordance with the terms
of the final DIP financing order, all proceeds of the purchased
assets will be remitted to the revolving loan agent for
application against the revolving DIP obligations.

                       About Ormet Corp.

Aluminum producer Ormet Corporation, along with affiliates, filed
for Chapter 11 protection (Bankr. D. Del. Case No. 13-10334) on
Feb. 25, 2013, with a deal to sell the business to a portfolio
company owned by private investment funds managed by Wayzata
Investment Partners LLC.

Headquartered in Wheeling, West Virginia, Ormet --
http://www.ormet.com/-- is a fully integrated aluminum
manufacturer, providing primary metal, extrusion and thixotropic
billet, foil and flat rolled sheet and other products.

Ormet disclosed assets of $406.8 million and liabilities totaling
$416 million.  Secured debt of about $180 million includes $139.5
million on a secured term loan and $39.3 million on a revolving
credit.

Affiliates that separately filed Chapter 11 petitions are Ormet
Primary Aluminum Corporation; Ormet Aluminum Mill Products
Corporation; Specialty Blanks Holding Corporation; and Ormet
Railroad Corporation.

Ormet emerged from a prior bankruptcy in April 2005.  Lender
Wayzata Investment Partners LLC is among existing owners.  Others
are UBS Willow Fund LLC and Fidelity Leverage Company Stock Fund.

In the 2013 case, Ormet is represented in the case by Morris,
Nichols, Arsht & Tunnell LLP's Erin R. Fay, Esq., Robert J.
Dehney, Esq., Daniel B. Butz, Esq.; and Dinsmore & Shohl LLP's Kim
Martin Lewis, Esq., Patrick D. Burns, Esq.  Kurtzman Carson
Consultants is the claims and notice agent.  Evercore's Lloyd
Sprung and Paul Billyard serve as investment bankers to the
Debtor.  Calibre Group, LLC, is the financial advisor and
investment banker.

An official committee of unsecured creditors was appointed in the
case in March 2013.  The Committee is represented by Rafael X.
Zahralddin, Esq., Shelley A. Kinsella, Esq., and Jonathan M.
Stemerman, Esq., at Elliott Greenleaf; and Sharon Levine, Esq., S.
Jason Teele, Esq., and Cassandra M. Porter, Esq., at Lowenstein
Sandler LLP.

In December 2013, Ormet completed a previously approved sale of
its alumina smelter in Burnside, Louisiana, to Almatis Inc. for
$39.4 million.  There was no auction.  Completion of a court-
approved sale of the business to lender and part owner Wayzata
Investment Partners LLC became impossible when Ohio utility
regulators refused in October to grant reductions in electricity
prices. Wayzata would have acquired the business largely in
exchange for debt.

Ormet also has sold 32,000 metric tons of alumina for $8.4 million
to Glencore AG, and its rights and interests in and to 17,086 MT
baked carbon anodes, located at the Debtors' Hannibal, Ohio
location, and its rights and interest in and to 34,755 MT baked
carbon anodes, located in a storage in Baltimore, Maryland, to
Alcoa Materials Management, Inc.


OVERSEAS SHIPHOLDING: Deal to Resolve Deutsche Bank Claims OK'd
---------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has approved Overseas Shipholding Group and
its debtor affiliates' stipulation with Deutsche Bank Securities
resolving the claims held by the Bank, as assignee of claims filed
against certain Debtors by Sorrel Shipmanagement Inc., Belerion
Maritime Co., and Wind Dancer Shipping, Inc.

As reported by the Troubled Company Reporter on Jan. 14, 2014, the
Stipulation provides that:

   (a) the Claims against Debtor Serifos Tanker Corporation will
       be allowed as general unsecured non-priority claims in the
       reduced amount of $15,088,497 against each of Serifos and
       OSG, on account of a guarantee provided to Sorrel;

   (b) the Claims against Debtor Kimolos Tanker Corporation will
       be allowed as general unsecured nonpriority claims in the
       reduced amount of $14,130,130 against each of Kimolos and
       OSG, on a guarantee provided to Kimolos; and

   (c) the Claims against Debtor Sifnos Tanker Corporation will be
       allowed as general unsecured non-priority claims in the
       reduced amount of $13,781,372 against each of Sifnos and
       OSG, on account of a guarantee provided to Sifnos.

                    About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in
New York, is one of the largest publicly traded tanker companies
in the world, engaged primarily in the ocean transportation of
crude oil and petroleum products.  OSG owns or operates 111
vessels that transport oil and petroleum products throughout the
world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.


OVERSEAS SHIPHOLDING: Court OKs Transition Incentive Program
------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has approved Overseas Shipholding Group and
its debtor affiliates' transition incentive plan for non-executive
employees.

Pursuant to the terms of the Transition NEIP, the Compensation
Committee, in its sole discretion, may (i) select additional non-
insider employees for participation in the NEIP, and (ii) grant
additional incentive awards to participants (all of whom are and
will be non-insider employees) at any time and from time to time
as it deems necessary and appropriate, without further notice or
court order, provided that the additional Participants and
incentive awards don't cause the total cost of the Transition NEIP
to exceed $6 million.

As reported by the Troubled Company Reporter on Jan. 17, 2014, the
Debtor said that on Jan. 7, 2014, its Board of Directors and the
Compensation Committee of the Board approved the Transition NEIP,
a broad-based plan intended to offer compensation incentives to
substantially all of the non-executive Transitional Employees upon
their achievement of specific objectives related to the operations
and restructuring of the Debtor's international operations.

The Debtor has determined to restructure and streamline its
international operations by outsourcing certain management
services of certain vessels in OSG's Core International Flag
Fleet.  To achieve this restructuring, the Debtor requires the
commitment of the employees whose responsibilities will ultimately
be outsourced or rendered unnecessary by virtue of the
outsourcing.

For Eligible Employees most critical to the objectives, the
annualized target award is 75% of base salary; in the next tier,
the annualized target award is 55% of base salary; the remaining
incentive tiers correspond to annualized target awards of 40%,
then 25% of base salary.

                    About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in
New York, is one of the largest publicly traded tanker companies
in the world, engaged primarily in the ocean transportation of
crude oil and petroleum products.  OSG owns or operates 111
vessels that transport oil and petroleum products throughout the
world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.


PABELLON DE LA VICTORIA: Court Dismissed Chapter 11 Case
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico
dismissed the Chapter 11 case of Pabellon de la Victoria
Movimiento Iglesias de Fe (Mi Fe), Inc.

The Court denied the Debtor's request for another extension of
time to obtain new legal representation and to file a plan of
reorganization and disclosure statement, based on the Debtor's
failure to:

     -- show cause and comply with the Court's order dated
        Jan. 24, 2014;

     -- timely file the Disclosure Statement and Plan; and

     -- obtain new legal representation.

On Jan. 24, 2014, the Court directed the Debtor to show cause for
failure to submit operating reports for October, November and
December 2013, failure to obtain new legal representation, and to
file the Disclosure Statement and Chapter 11 Plan.

In its reply to the show cause order, the Debtor said operating
reports for October, November, December 2013 have been filed, and
the Debtor needs a final, 45-day extension of time to obtain new
legal representation, negotiate with key creditor Banco Popular de
Puerto Rico, and file the Disclosure Statement and Plan.

                   About Pabellon De La Victoria

Pabellon De La Victoria Movimiento Iglesias De Fe (MI FE) Inc.,
filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-08223) in
Ponce, Puerto Rico, on Oct. 16, 2012.  Bankruptcy Judge Edward A.
Godoy oversees the case.  Gloria M. Justiniano Irizarry, Esq., at
Justiniano's Law Office, in Mayaguez, Puerto Rico, serves as the
Debtor's counsel.  The Debtor estimated assets and debts of
$10 million to $50 million.  Banco Popular De Puerto Rico has
$14 million in unsecured claims.  The petition was signed by
Evelyn Dominguez Ramos, president.


PENINSULA HOSPITAL: Seeks Approval of Amended PGN Sale Agreement
----------------------------------------------------------------
The Chapter 11 trustee of Peninsula Hospital Center seeks court
approval of recent amendment to the agreement governing the sale
of Peninsula General Nursing Home Corp.'s assets.

Under the amended sale agreement, the buyer will receive a credit
against the purchase price of PGN's real property in the amount of
$325,000 on condition that the closing occurs no later than
April 8.

Lori Lapin Jones, the court-appointed trustee, agreed to the
transfer of the membership interest in the purchaser of the real
property from Joseph Brunner to Alex Solovey and Pat DeBenedictis.

The credit resolves a dispute between the trustee and the
purchaser over the maintenance and repair of the property.

The purchaser claims that it is the obligation of the trustee to
make the repairs and to bring the real property into legal
compliance under the sale agreement.  The trustee believes
otherwise, saying it is the obligation of the buyer under the sale
agreement and in light of the previous purchase price reduction.

                     About Peninsula Hospital

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center -- http://www.peninsulahospital.org/-- (Bankr.
E.D.N.Y. Case No. 11-47056) on Aug. 16, 2011.  Judge Elizabeth S.
Stong presides over the case.  Marilyn Cowhey Macron, Esq., at
Macron & Cowhey, represents the petitioners.

Peninsula Hospital Center and Peninsula General Nursing Home
Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC,
as financial advisors.  The Hospital employed Abrams Fensterman,
et al., as their attorneys.  Nixon Peabody served as their special
counsel; GCG, Inc., serves as claims and noticing agent.

Judge Stong appointed Daniel T. McMurray at Focus Management Group
as patient care ombudsman.  Neubert, Pepe & Monteith P.C. serves
as PCO's counsel.  In April 2013, the bankruptcy court discharged
Daniel T. McMurray from his duties and responsibilities as patient
care ombudsman.

Richard J. McCord, Esq., was appointed by the Court as examiner in
the Debtors' cases.  His task was to conduct an investigation of
the Debtors' relationship and transactions with Revival Home
Health Care, Revival Acquisitions Group LLC, Revival Funding Co.
LLC, and any affiliates.  Certilman Balin, & Hyman, LLP, which
counts Mr. McCord as one of the firm's members, served as counsel
for the Examiner.

CBIZ Accounting, Tax & Advisory of New York, LLC and CBIZ, Inc.,
serve as financial advisors for the Official Committee of
Unsecured Creditors.  Robert M. Hirsh, Esq., at Arent Fox LLP, in
New York, N.Y., represents the Committee as counsel.

At the behest of the U.S. Trustee, Lori Lapin Jones, Esq. --
ljones@jonespllc.com -- was named Chapter 11 Trustee in
March 2012, replacing Todd Miller, the Debtors' Chief Executive
Officer.  The Chapter 11 trustee is represented by LaMonica Herbst
& Maniscalco LLP as her counsel.

Storch Amini & Munves, PC, serves as the Chapter 11 Trustee's
special counsel in connection with her investigation of the
Debtors.  She obtained approval to employ Garfunkel Wild, P.C., as
her special health care, regulatory, corporate, finance and
litigation counsel; and Foy Advisors LLC as consultant.


PINEY CREEK: Up for Sale Ahead of Liquidation Auction
-----------------------------------------------------
PENNENERGY.COM reports that the Piney Creek coal-fired power plant
in Clarion, Pennsylvania is now being offered for turnkey sale for
a limited time only.  Otherwise, the report relates that the
assets will be sold through a live auction slated for Feb. 20.

Stuart B. Millner & Associates (SBMA), an asset management
company, recently signed a contract with Piney Creek Limited
Partnership to liquidate the assets from Piney Creek, according to
the report.  The facility originally cost approximately $182
million to build in 1991, and has undergone numerous renovations
since, the report notes.

Piney Creek, a 32 MW (net) generating plant that utilized waste
bituminous coal as its primary fuel source, shut down in 2013.

The report notes that according to SBMA, plant assets are "state
of the art," and could prove to be a great opportunity for buyers
in need of meeting mandatory percentages of renewable energy.  A
new biomass system was installed in 2012, the report relates.

SBMA will be considering offers for the entire facility, all of
the assets and the buildings, up until the day of the auction
(February 20).  Otherwise, SBMA will host the auction live onsite
in Clarion, PA and live online at Bidspotter.


PLEXTRONICS INC: Campbell & Levine Okayed as Lead Bankr. Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Plextronics, Inc., to employ Campbell & Levine, LLC as general
bankruptcy counsel.

Campbell & Levine will, among other things:

   a) provide legal advice with respect to the Debtor's powers
      and duties as debtor-in-possession in the continued
      operation of its business and management of its assets;

   b) prepare on behalf of the Debtor the necessary applications,
      motions, answers, orders, reports, and other legal papers;
      and

   c) appear in Court on behalf of the Debtor and to protect the
      Debtor's interests before the Court.

Paul J. Cordaro, Esq., a member of Campbell & Levine, tells the
Court that the firm's rates currently range from $395 to $545 per
hour for partners, $235 to $350 per hour for associates, and $100
to $155 per hour for paraprofessionals.

The principal attorneys and paralegals designated to represent the
Debtor and their current hourly rates are:

         Stanley E. Levine                 $545
         Mr. Cordaro                       $395
         Mark T. Hurford                   $410
         Ayesha C. Bennett                 $240
         Michele Kennedy, paralegal        $155
         Santae Cooper, paralegal          $110

Mr. Cordaro assures the Court that Campbell & Levine is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                       About Plextronics Inc.

Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. --
http://www.plextronics.com-- specializes in conductive polymers
and printable formulations that enable advanced electronic
devices.  The company's develops customized inks to enhance the
performance of organic light emitting diodes (OLEDs) for next
generation displays and lighting applications, lithium ion
batteries, polymer metal capacitors, and emerging organic
electronic devices.

The privately held company was founded in 2002 as a spinout from
Carnegie Mellon University based upon conductive polymer
technology developed by Dr. Richard McCullough.

Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 14-10080).  It scheduled
$2,124,292 in assets and $33,882,418 in liabilities.

Plextronics intends to sell substantially all of its assets to
Solvay America, Inc., the Debtor's primary secured lender and
shareholder, for a purchase price of $32,612,276.  On the closing
date, Solvay will pay $24,089,304 of the Purchase Price in the
form of a credit bid and the balance of $8,522,972 in cash.

Campbell & Levine, LLC in Pittsburgh is serving as the
Plextronics' legal advisors.  New York-based Cowen and Company,
LLC is serving as its investment banker.


PLEXTRONICS INC: Taps Cowen and Company as Investment Banker
------------------------------------------------------------
Plextronics, Inc., asks the U.S. Bankruptcy Court for the District
of Delaware for permission to employ Cowen and Company, LLC as
investment banker.

In June 2010, the Debtor engaged Cowen as an advisor to (a)
provide the Debtor assistance and advice related to potential
strategic alternatives, (including evaluating additional private
capital raises, public markets and/or M&A opportunities), (b)
analyze the Debtor's business and operations, and (c) provide such
other financial advisory and investment banking services as the
parties deemed necessary.

When it became clear that the Debtor was not going to be able to
raise additional investor funds, and the Debtor decided instead to
focus on selling its business and assets as a going concern, Cowen
played a continued role in assisting the Debtor to identify a
buyer.

Joshua Epstein-- josh.epstein@cowen.com -- managing director of
Cowen, tells the Court that Cowen will, among other things:

   a. assist the Debtor in analyzing its business, operations,
      properties, financial condition and prospects;

   b. assist the Debtor in identifying and evaluating interested
      parties for a sale transaction;

   c. assist the Debtor in preparing materials describing the
      company for distribution and presentation to parties that
      might be interested in a sale transaction; and

   d. solicit and evaluate indications of interest and proposals
      regarding a sale transaction from current or potential
      lenders, equity investors, acquirers or strategic partners.

Mr. Epstein assures the Court that Cowen is a "disinterested
person," as that term is defined in Section 101(14) of the
Bankruptcy Code.

The Debtor agreed to pay Cowen these fees:

   1. Sale Transaction Fee

If a Sale Transaction is consummated, or a definitive agreement
with respect to a Sale Transaction is executed or the Bankruptcy
Court enters an order approving the confirmation of any Sale
Transaction, during the term of this Amended Agreement or during
the Residual Period, Cowen will be paid a Sale Transaction Fee,
payable in U.S. dollars from the proceeds of the Sale Transaction,
at the closing of a Sale Transaction equal to either (i) if the
Purchaser is any person other than Solvay North America, LLC and
its affiliates, the Sale Transaction Fee will be 2% of the
Aggregate Consideration or (ii) if the Purchaser is Solvay, the
Transaction Fee will be 1.25% of the Aggregate Consideration up to
a maximum of $ 1.4 million.

   2. Expenses

Whether or not a Sale Transaction is consummated, the Debtor
agrees to reimburse Cowen for all of Cowen's necessary and
reasonable out-of-pocket expenses incurred in connection with the
subject matter of the engagement up to $15,000.  In the event that
Cowen exceeds the Cap for work related to the process, Cowen will
notify the Company and request an increase to the Cap which will
not be unreasonably withheld.

                       About Plextronics Inc.

Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. --
http://www.plextronics.com-- specializes in conductive polymers
and printable formulations that enable advanced electronic
devices.  The company's develops customized inks to enhance the
performance of organic light emitting diodes (OLEDs) for next
generation displays and lighting applications, lithium ion
batteries, polymer metal capacitors, and emerging organic
electronic devices.

The privately held company was founded in 2002 as a spinout from
Carnegie Mellon University based upon conductive polymer
technology developed by Dr. Richard McCullough.

Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 14-10080).  It scheduled
$2,124,292 in assets and $33,882,418 in liabilities.

Plextronics intends to sell substantially all of its assets to
Solvay America, Inc., the Debtor's primary secured lender and
shareholder, for a purchase price of $32,612,276.  On the closing
date, Solvay will pay $24,089,304 of the Purchase Price in the
form of a credit bid and the balance of $8,522,972 in cash.

Campbell & Levine, LLC in Pittsburgh is serving as the
Plextronics' legal advisors.  New York-based Cowen and Company,
LLC is serving as its investment banker.


PLEXTRONICS INC: Taps Marbury Law Group as IP Counsel
-----------------------------------------------------
Plextronics, Inc., asks the U.S. Bankruptcy Court for the District
of Delaware for permission to employ Marbury Law Group as special
counsel for intellectual property matters.

The Debtor holds approximately 280 patents and pending patent
applications representing approximately 50 unique families of
investors owned or controlled worldwide.  Marbury has provided
similar services to the Debtor in the past, and the Debtor values
Marbury's professional skills with respect to matters of
intellectual property law.

J. Steven Rutt, Esq., a partner at Marbury, tells the Court that
although Marbury was retained by the Debtor on Aug. 20, 2013, to
represent it in connection with its intellectual property needs,
including patent prosecution, counseling and contract review, he
first began working with the Debtor over nine years ago, while he
was still with the firm Foley & Lardner, LLP.

Mr. Rutt has agreed to discount his standard hourly rate of $400
to $350 during the sale process.  The hourly rates for Marbury's
partners range from $335 to $475, associate attorneys rates range
from $180 to $335 per hour and paralegal and legal assistant rates
range from $100 to $180.  The Debtor made payments to Marbury
during the 90-day period prior to the Petition Date in the amount
of $77,542.

Mr. Rutt adds that Marbury asserts a claim for prepetition
services in the amount of $207,912.

Mr. Rutt assures the Court that Marbury does not represent or hold
any interest adverse to the Debtor or its estate with respect to
the matter on which Marbury is to be employed.

The Court will convene a hearing on March 6, 2014, at 10:00 a.m.,
to consider the Debtor's request.

                       About Plextronics Inc.

Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. --
http://www.plextronics.com-- specializes in conductive polymers
and printable formulations that enable advanced electronic
devices.  The company's develops customized inks to enhance the
performance of organic light emitting diodes (OLEDs) for next
generation displays and lighting applications, lithium ion
batteries, polymer metal capacitors, and emerging organic
electronic devices.

The privately held company was founded in 2002 as a spinout from
Carnegie Mellon University based upon conductive polymer
technology developed by Dr. Richard McCullough.

Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 14-10080).  It scheduled
$2,124,292 in assets and $33,882,418 in liabilities.

Plextronics intends to sell substantially all of its assets to
Solvay America, Inc., the Debtor's primary secured lender and
shareholder, for a purchase price of $32,612,276.  On the closing
date, Solvay will pay $24,089,304 of the Purchase Price in the
form of a credit bid and the balance of $8,522,972 in cash.

Campbell & Levine, LLC in Pittsburgh is serving as the
Plextronics' legal advisors.  New York-based Cowen and Company,
LLC is serving as its investment banker.


PLEXTRONICS INC: Meeting of Creditors Scheduled for March 6
-----------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in Plextronics Inc.'s Chapter 11 case on March 6, 2014, at 2:00
p.m.   The meeting will be held at the J. Caleb Boggs Federal
Building, 844 King St., Room 2112, Wilmington, Delaware.

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

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

                       About Plextronics Inc.

Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. --
http://www.plextronics.com-- specializes in conductive polymers
and printable formulations that enable advanced electronic
devices.  The company's develops customized inks to enhance the
performance of organic light emitting diodes (OLEDs) for next
generation displays and lighting applications, lithium ion
batteries, polymer metal capacitors, and emerging organic
electronic devices.

The privately held company was founded in 2002 as a spinout from
Carnegie Mellon University based upon conductive polymer
technology developed by Dr. Richard McCullough.

Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 14-10080).  It scheduled
$2,124,292 in assets and $33,882,418 in liabilities.

Plextronics intends to sell substantially all of its assets to
Solvay America, Inc., the Debtor's primary secured lender and
shareholder, for a purchase price of $32,612,276.  On the closing
date, Solvay will pay $24,089,304 of the Purchase Price in the
form of a credit bid and the balance of $8,522,972 in cash.

Campbell & Levine, LLC in Pittsburgh is serving as the
Plextronics' legal advisors.  New York-based Cowen and Company,
LLC is serving as its investment banker.


PLUG POWER: Boston Partners No Longer a Shareholder as of Dec. 31
-----------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Boston Partners disclosed that as of Dec. 31,
2013, it has ceased to be the beneficial owner of more than five
percent of the common stock of Plug Power Inc.  A copy of the
regulatory filing is available for free at http://is.gd/IXrRrf

                          About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

KPMG LLP, in Albany, New York, expressed substantial doubt about
Plug Power's ability to continue as a going concern, following
their audit of the Company's financial statements for the year
ended Dec. 31, 2012, citing the Company's recurring losses from
operations and substantial decline in working capital.

As of Sept. 30, 2013, the Company had $40.03 million in total
assets, $35.36 million in total liabilities, $2.45 million in
series C redeemable convertible preferred stock, and $2.21 million
in total stockholders' equity.

                         Bankruptcy Warning

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, and continued development
and expansion of our products.  Our ability to meet our future
liquidity needs, capital requirements, and to achieve
profitability will depend upon numerous factors, including the
timing and quantity of product orders and shipments; the timing
and amount of our operating expenses; the timing and costs of
working capital needs; the timing and costs of building a sales
base; the timing and costs of developing marketing and
distribution channels; the timing and costs of product service
requirements; the timing and costs of hiring and training product
staff; the extent to which our products gain market acceptance;
the timing and costs of product development and introductions; the
extent of our ongoing and any new research and development
programs; and changes in our strategy or our planned activities.
If we are unable to fund our operations without additional
external financing and therefore cannot sustain future operations,
we may be required to delay, reduce and/or cease our operations
and/or seek bankruptcy protection," the Company said in its
quarterly report for the period ended Sept. 30, 2013.


PMI SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: PMI Systems, Inc.
           fdba Gaffney Protective Maintenance, Inc.
        1890 Suncast Lane
        Batavia, IL 60510

Case No.: 14-05988

Chapter 11 Petition Date: February 24, 2014

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Judge Carol A. Doyle

Debtor's Counsel: William J Factor, Esq.
                  THE LAW OFFICES OF WILLIAM J. FACTOR, LTD
                  1363 Shermer Road, Suite 224
                  Northbrook, IL 60062
                  Tel: 847-239-7248
                  Fax: 847-574-8233
                  Email: wfactor@wfactorlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Dwayne Barlow, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at:

           http://bankrupt.com/misc/ilnb14-5988.pdf


PROSPECT SQUARE: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Prospect Square 07 A, LLC, filed with the U.S. Bankruptcy Court
for the District of Colorado its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $15,900,000
  B. Personal Property              $335,160
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $12,584,843
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                           $91,428
                                 -----------      -----------
        TOTAL                    $16,235,160      $12,676,271

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

The Bankruptcy Court had extended the Debtor's time to file its
schedules and statements until Feb. 18.

                  About Prospect Square 07 A, LLC

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

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

The Debtors' Chapter 11 plan and disclosure statement are due
May 29, 2014.


PROSPECT SQUARE: Sec. 341 Creditors' Meeting on March 4
-------------------------------------------------------
The Bankruptcy Court in Colorado said in an order that the meeting
of creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 case of
Prospect Square 07 A, LLC, has been scheduled for March 4, 2014.

                  About Prospect Square 07 A, LLC

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

Prospect Square 07 A, a Single Asset Real Estate as defined in
11 U.S.C. Sec. 101(51B) with principal assets located at 9690
Colerain Avenue, Cincinnati, Ohio, scheduled $16,235,160 in total
assets and $12,676,271 in total liabilities.  Lee M. Kutner, Esq.,
at Kutner Brinen Garber, P.C., in Denver, serves as the Debtors'
counsel.

The Debtors' Chapter 11 plan and disclosure statement are due
May 29, 2014.


PRUCRES INC: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Prucres Inc
        445 North Market
        Wichita, KS 67202

Case No.: 14-10284

Chapter 11 Petition Date: February 24, 2014

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

Judge: Hon. Robert E. Nugent

Debtor's Counsel: Nicholas R Grillot, Esq.
                  REDMOND & NAZAR, LLP
                  245 N. Waco, Suite 402
                  Wichita, KS 67202
                  Tel: 316-262-8361
                  Fax: 316-263-0610
                  Email: ngrillot@redmondnazar.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert Mitelhaus, authorized
individual.

A list of the Debtor's three largest unsecured creditors is
available for free at:

    http://bankrupt.com/misc/ksb_6-14-bk-10284_218278.pdf


PVH CORP: Moody's Affirms 'B2' CFR & 'Ba1' Rating on $3.9MM Debt
----------------------------------------------------------------
Moody's Investors Service revised PVH Corp.'s rating outlook to
positive from stable. At the same time, Moody's affirmed the
company's Ba2 Corporate Family and also affirmed the Ba1 rating of
PVH's proposed $3.925 billion senior credit facilities (comprised
of a $750 million revolving credit facility, a $1,863 million term
loan A and a $1,339 million term loan B) which incorporates an
add-on of $600 million to these secured credit facilities.

The revision in the rating outlook to positive from stable
reflects the company's continued progress integrating its February
2013 acquisition of The Warnaco Group, Inc. ("Warnaco") and
subsequent debt reduction, with $500 million of acquisition debt
repaid since the closing. The outlook revision also reflects
expectations that the company's interest coverage will improve as
part of the refinancing it is undertaking. Moody's expects the
company will make further progress reducing leverage over the next
12 to 18 months, primarily from utilizing free cash flow to reduce
debt, but also through realizing continued cost savings from the
merger while maintaining good performance across its portfolio of
brands.

The senior credit facilities will incorporate an add-on of $600
million to the company's existing term loan A and term loan B. PVH
intends to use the $600 million from the add-on transactions to
redeem in full its outstanding 7.375% notes due 2020 and will use
cash on hand to fund costs and expenses associated with the
redemption. While the transaction is leverage neutral, conclusion
of the proposed transaction is a credit positive as it will
lengthen the company's debt maturity profile and is expected to
reduce ongoing cash interest costs for the company.

The following ratings were affirmed:

Corporate Family Rating at Ba2

Probability of Default Rating at Ba2-PD

$750 million five-year secured revolving credit facility at Ba1
(LGD 3, 35%)

$1.836 billion five-year secured term loan A at Ba1 (LGD 3, 35%)

$1.339 billion six year secured term loan B at Ba1 (LGD 3, 35%)

$100 million senior secured bonds due 2023 at Ba1 (LGD 3, 35%)

$700 million senior unsecured notes due 2022 at Ba3 (LGD 5, 85%)

The following rating was affirmed and is expected to be withdrawn
upon conclusion of the tender offer for these notes:

$600 million senior unsecured notes due 2020 at Ba3 (LGD 5, 85%)

The following rating was assigned:

Speculative Grade Liquidity Rating at SGL-1

Ratings Rationale

PVH's Ba2 ratings reflect the company's strong market position and
ownership of two multibillion dollar fashion brands - Tommy
Hilfiger and Calvin Klein. The rating reflects the global presence
and broad lifestyle appeal of these brands as well as consistent
performance as evidenced by continued strong operating margins.
The company concluded the acquisition of Warnaco in early 2013 and
the company is on track with its integration plans and we expect
the company to substantially achieve its targeted cost synergies.
The company's heritage businesses in the men's sportswear,
swimwear, and intimate apparel categories are in mature categories
however they are cash generated with strong and consistent returns
on capital. The rating reflects the company's moderate debt burden
with debt/EBITDA expected to be around 4.25 times as of the end of
fiscal 2013 and its historical track record of debt financed
acquisitions.

PVH's Speculative Grade Liquidity rating of SGL-1 reflects its
very good liquidity. The company maintains significant cash
balances with cash balances in excess of $500 million as of its
most recent fiscal quarter and access to a $750 million revolving
credit facility which we expect to be substantially undrawn. The
company is subject to financial maintenance covenants in its
secured credit facility and we expect it to maintain ample
cushion. The company's meaningful amount of international assets
are unpledged and while not expected, the company has a number of
smaller heritage brands which could be monetized to raise
liquidity if necessary.

The positive rating outlook reflects our view the company will
continue to make further progress deleveraging over the next 18
months, primarily through continued repayment of debt from free
cash flow. The positive rating outlook also reflects expectations
the company can maintain positive revenue growth for its portfolio
of brands as a whole and maintain its high operating margins.

Ratings could be upgraded if the company continues to successfully
integrate Warnaco while also reducing absolute debt levels. The
company would also need to demonstrate continued stability in
operating performance through the integration process.
Quantitatively ratings could be upgraded if debt/EBITDA was in the
high three times range and interest coverage exceeded 3.25 times

Ratings could be lowered if the company's financial policies were
to become more aggressive or operating performance began to
falter. Quantitatively, ratings could be lowered if debt/EBITDA
was sustained above 4.25 times. The rating outlook could be
revised to stable if the company was unable to make meaningful
progress deleveraging such that debt/EBITDA was sustained around
four times.

Headquartered in New York, NY, PVH Corp. is one of the world's
largest apparel companies, owns and markets the Calvin Klein and
Tommy Hilfiger brands worldwide. It is the world's largest shirt
and neckwear company and markets a variety of goods under its own
brands including Calvin Klein, Tommy Hilfiger, Van Heusen, IZOD,
ARROW, Warner's and Olga, and its licensed brands, including
Speedo, Geoffrey Beene, Kenneth Cole New York, Kenneth Cole
Reaction, MICHAEL Michael Kors, Sean John, Chaps, Donald J. Trump
Signature Collection, JOE Joseph Abboud, DKNY, Ike Behar and John
Varvatos. Revenues for fiscal 2013 are expected to be around $8.2
billion.

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


QUANTUM CORP: Private Capital Stake at 4.7% as of Dec. 31
---------------------------------------------------------
Private Capital Management, LLC, disclosed in a Schedule 13G filed
with the U.S. Securities and Exchange Commission that as of
Dec. 31, 2013, it beneficially owned 11,702,652 shares of common
stock of Quantum Corporation representing 4.72 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/T0SJ66

                         About Quantum Corp.

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

For the 12 months ended March 31, 2013, the Company incurred a net
loss of $52.41 million on $587.57 million of total revenue, as
compared with a net loss of $8.81 million on $652.37 million of
total revenue for the same period a year ago.

The Company's balance sheet at Dec. 31, 2013, showed $360.27
million in total assets, $439.90 million in total liabilities and
a $79.62 million stockholders' deficit.


REPUBLIC OF TEXAS: To Buy Chill Texas Under Reorganization Plan
---------------------------------------------------------------
Republic of Texas Brands, Inc. has signed a letter of intent to
acquire Chill Texas Inc. the exclusive distributor in Texas for
the Hemp based Chillo energy drink made in Austria.  Randy Safford
COO says, "We are extremely excited about this company and we are
confident it is a money maker based on orders we have already
received for the Chillo product.  By acquiring Chill Texas Inc. we
will increase our margins by lowering our costs and is a logical
move as one of the first companies that will be brought under the
RTXBQ umbrella of Cannabis based products.  We will be filing our
reorganization plan shortly and the Chill Texas, Inc. acquisition
will be part of the plan."  The final closing will be post-
bankruptcy.

Additionally, RTXBQ is already in various stages of discussions
with other reputable hemp and medicinal marijuana operations to
complement the anticipated acquisition.  RTXBQ plans to create an
umbrella of proven, high-growth operations within this lucrative
market.  Shareholders can expect more information on these
complementary operations as negotiations allow.

           About Republic of Texas Brands Incorporated

Republic of Texas Brands Incorporated's mission is to find the
premier cannabis and hemp industry innovators, leveraging its team
of professionals to source, evaluate and purchase value-added
companies and products, while allowing them to keep their
integrity and entrepreneurial spirit.

The company filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Tex. Case No. 13-bk-36434) on Dec. 17, 2013.  The company
estimated assets of $0 to $50,000 and liabilities of $500,001 to
$1 million.  Judge Barbara J. Houser presides over the case.

The Debtor is represented by:

         Eric A. Liepins
         ERIC A. LIEPINS, P.C.
         12770 Coit Rd., Suite 1100
         Dallas, TX 75251
         Tel: (972) 991-5591
         E-mail: eric@ealpc.com


RESTORA HEALTHCARE: Files Chapter 11 Bankruptcy Petition
--------------------------------------------------------
Restora Healthcare on Feb. 25 disclosed that it has filed for
chapter 11 protection to recapitalize and reorganize its business.
Restora's secured lender, Healthcare Finance Group (HFG) will
continue its support of Restora with court-approved funding for
Restora's payroll, suppliers, staff physicians and others during
the bankruptcy.

"The census across our two facilities is near all-time highs and
we will continue to provide best-in-class care for our patients in
the greater Phoenix marketplace during the chapter 11 process.
Our talented and dedicated professionals will continue to be paid
on normal payroll dates and patients will continue to be treated
by Restora's high quality nursing and professional staff," said
George D. Pillari of Alvarez & Marsal Healthcare Industry Group
LLC, who is serving as Chief Restructuring Officer.

Restora's current revenue-cycle management firm, Acuity
Healthcare, has agreed to invest new capital in the business and
has been contracted to provide management services upon emergence
from the reorganization process.  Joining Acuity's management
efforts will be Tutera Senior Living & Healthcare, a highly
regarded specialist in skilled nursing facility management.
Tutera will also be making an equity investment, as will Healthcap
Partners, a long-time investor in the post-acute business.

It is expected that Restora will emerge from the chapter 11
process in 60 to 90 days.  HFG will be providing debtor-in-
possession financing for the pendency of the case and has reached
agreement with the parties on a post-emergence loan package.

Restora Healthcare is an operator of two long-term acute care
hospitals and skilled nursing facilities in Phoenix.


RESTORA HEALTHCARE: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 cases:

    Debtor                                 Case No.
    ------                                 --------
    Restora Healthcare Holdings, LLC       14-10367
    2550 Northwinds Pkwy, Suite 160
    Alpharetta, GA 30009

    Restora Hospital of Sun City, LLC      14-10369

    Restora Hospital of Mesa, LLC          14-10368
    215 S. Power Road
    Mesa, AZ 85206

Type of Business: Healthcare

Chapter 11 Petition Date: February 24, 2014

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

Debtors' Counsel: Stuart M. Brown, Esq.
                  DLA PIPER LLP (US)
                  1201 North Market Street, Suite 2100
                  Wilmington, DE 19801
                  Tel: 302-468-5640
                  Fax: 302-778-7913
                  Email: stuart.brown@dlapiper.com


                                  Estimated      Estimated
                                   Assets          Debt
                                  ---------     -----------
Restora Healthcare Holdings       $10MM-$50MM   $10MM-$50MM
Restora Hospital of Mesa          $10MM-$50MM   $10MM-$50MM

The petition was signed by George W. Dunaway, chief financial
officer.

Consolidated List of Debtors' 20 Largest Unsecured Creditors:

  Entity                       Nature of Claim    Claim Amount
  ------                       ---------------    ------------
Hearthstone Hospital-          Promissory Note      $3,920,027
Sun City, LLC
c/o Unispec Facilities
Mangement
4440 N. Civic Center Place
Scottsdale, AZ 85251
Attn: Glenn de Souza
Tel: (480)945-7711
Fax: (480)240-1310
Email: sdewald@lrlaw.com

Medline Industries              Trade Debt          $1,073,882
Dep. LA 21558
Pasadena, CA 91185
Attn: John Ryan
Tel: (847)643-4730
Fax:(866)914-2681
Email: jryan@medline.com

Phoenix Metro Acutes            Trade debt            $902,528
P.O. Box 749959
Los Angeles, CA 90074
Attn: Deb Todd
Tel: (480)967-7707
Fax: (480)967-8273
Email: deb.todd@fmc-na.com

ARHC RHSUNAZ01, LLC             Lease Agreement       $415,580
c/o American Realty Capital
405 Park Avenue, 15 Floor
New York, NY 10022
Attn: Sean Leahy
Tel: (212) 415-6500
Fax: (212) 421-5799
Email sleahy@arlcap.com

ARHC RHMESAZ01, LLC             Lease Agreement       $413,898
c/o American Realty Capital
405 Park Avenue, 12 Floor
New York, NY 10022
Attn: Sean Leahy
Tel: (212) 415-6500
Fax: (212) 421-5799
Email sleahy@arlcap.com

Pharmacare Services             Trade Debt            $409,893
211 N Loop 1604 East,
Suite 250
San Antonio, TX 78232
Attn: John Fuller
Tel: (210)745-4000
Fax: (210)745-4097
Email:jfuller@pharmacareservices.com

Coker Capital Advisors           Trade Debt           $335,000
2400 Lakeview Parkway
Suite 4000
Alpharetta, GA 30022
Attn: Dan Davidson
Tel: (678) 832-2017
Fax: (678) 832-2016
Email:ddavidson@cokercapital.com

Acuity Healthcare                Financial services    $329,584
10200 Mallard Creek Rd,
Suite 300
Charlotte, NC 28262
Attn: Rick Cassady
Tel: (704) 887-7281
Fax: (704) 887-7282
Email: rcassady@acuityhealthcare.net

Concentric Helthcare              Trade Debt           $325,281
4250 N Drinkwater Blvd.
Suite 165
Scottsdale, AZ 85395
Attn: Tery Lutje
Tel: (480)444-7848
Fax: (480)444-7799
Email:tjutje@chzaz.com

Sonora Quest                      Trade Debt           $307,338
1255 W. Washington, St.
Tempe, AZ 85281
Attn: David Lutich
Tel: (602) 685-5417
Fax: (602) 685-5400
Email: david.lutich@bannerhealth.com

United Blood Services             Trade Debt           $259,875
P.O. Box 53022
Phoenix, Z 85072
Attn: Jean Rediger
Tel: (602) 414-3500
Fax: (602) 437-6929
Email: jrediger@bloodsystems.org

Quality Medical Imaging          Trade Debt            $252,201
2490 Professional Court, #110
Las Vegas, NY 89128
Attn: Roger Faselt
Tel: (866)508-4870
Fax: (866)274-0710
Email: roger@qualitymedicalimaging.com

Southwest Transport Services     Trade Debt            $233,447

Renal Treatment Centers West     Trade Debt            $203,079

Banner Baywood Medical Center    Trade Debt            $141,145

KCI USA                          Trade Debt            $136,245

Abbott Laboratories              Trade Debt            $116,643

Pulmonary Consultants            Trade Debt            $113,200

Ontario Refrigeration Services   Trade Debt            $105,386

Freedom Medical Inc.             Trade Debt             $88,275


RITE AID: T. Rowe Price Stake at 5.2% as of Dec. 31
---------------------------------------------------
T. Rowe Price Associates, Inc., disclosed in a Schedule 13G filed
with the U.S. Securities and Exchange Commission that as of
Dec. 31, 2013, it beneficially owned 48,016,350 shares of common
stock of Rite Aid Corporation representing 5.2 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/bDvxZy

                        About Rite Aid Corp.

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, is
one of the nation's leading drugstore chains with 4,626 stores in
31 states and the District of Columbia.

Rite Aid disclosed net income of $118.10 million on $25.39 billion
of revenue for the year ended March 2, 2013, as compared with a
net loss of $368.57 million on $26.12 billion of revenue for the
year ended March 2, 2012.

As of Nov. 30, 2013, the Company had $7.13 billion in total
assets, $9.36 billion in total liabilities and a $2.22 billion
total stockholders' deficit.

                           *     *     *

As reported by the TCR on March 1, 2013, Moody's Investors Service
upgraded Rite Aid Corporation's Corporate Family Rating to B3 from
Caa1 and Probability of Default Rating to B3-PD from Caa1-PD.  At
the same time, the Speculative Grade Liquidity rating was revised
to SGL-2 from SGL-3.  This rating action concludes the review for
upgrade initiated on Feb. 4, 2013.

Rite Aid carries a 'B-' corporate credit rating from Standard &
Poor's Ratings Services.


RIVER CITY RESORT: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: River City Resort, Inc.
           fdba Showboat Suites, Inc.
        501 Manufacturers Road
        Chattanooga, TN 37405

Case No.: 14-10745

Chapter 11 Petition Date: February 24, 2014

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Chattanooga)

Judge: Hon. Shelley D. Rucker

Debtor's Counsel: David J. Fulton, Esq.
                  SCARBOROUGH, FULTON & GLASS
                  701 Market Street, Suite 1000
                  Chattanooga, TN 37402
                  Tel: 423- 648-1880
                  Fax: (423) 648-1881
                  Email: djf@sfglegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Allen Casey, president.

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


ROBERTS LAND: Confirmation Hearing Rescheduled to March 19
----------------------------------------------------------
The Bankruptcy Court rescheduled until March 19, 2014, at 9:30
a.m. the final evidentiary hearing on confirmation of Roberts Land
& Timber Corporation and Union Land and Timber Corp.'s Chapter 11
Plan.

As reported in the Troubled Company Reporter on Sept. 4, 2013,
the final evidentiary hearing on confirmation was scheduled for
Dec. 5, 2013, and then rescheduled to Feb. 5, 2014.

The TCR on Oct. 11, 2013, reported that the Debtor, through its
Restated Joint Plan of Reorganization filed Aug. 23, 2013, said it
seeks to restructure debt owed to its respective creditors
including Farm Credit.

The Plan amends and restates all previous plans (as modified from
time to time) in their entireties that have been filed by the
Debtors.  With respect to the Secured Claim of Farm Credit of
Florida, ACA, as successor by merger to Farm Credit of North
Florida, ACA, in the amount of approximately $13 million, the Plan
provides that, at the sole and exclusive option of the Debtors,
the Debtors will inform the Court of their determination to
elect to treat Farm Credit's Allowed Class 4 Claim under Plan
Treatment 1, Plan Treatment 2 or Plan Treatment 3.

                       About Roberts Land

Roberts Land & Timber Investment Corp. filed a Chapter 11 petition
(Bankr. M.D. Fla. Case No. 11-03851) in Jacksonville, Florida, on
May 25, 2011.  Affiliate Union Land & Timber Corp. also sought
Chapter 11 protection (Case No. 11-03853).

Anthony W. Chauncey, Esq., at The Decker Law Firm, P.A., in Live
Oak, Florida; and James H. Post, Esq., at Smith Hulsey & Busey, in
Jacksonville, Florida, serve as counsel for the Chapter 11
Debtors.

The Debtors are real estate holding and development companies as
well as holder of private mortgages.  The Debtors receive income
from the sale and development of real estate, management of real
estate developments, mortgage receivables, cattle grazing leases
and hunting leases.

In its schedules, Roberts Land disclosed assets of $26.7 million
with debt totaling $12.2 million, all secured.  The principal
properties are 1,500 acres in Baker County, Florida and 3,300
acres in Union County, Florida.

In its schedules, Union Land disclosed $2,376,170 in assets and
$11,945,819 in liabilities as of the petition date.


SAVIENT PHARMACEUTICALS: Plan Filing Period Extended to May 12
-------------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware has extended, at the behest of Savient
Pharmaceuticals, Inc., et al., the exclusive period during which
the Debtors can file a Chapter 11 plan and solicit acceptances
thereof through and including May 12, 2014, and July 11, 2014,
respectively.

As reported by the Troubled Company Reporter on Feb. 19, 2014,
BankruptcyData reported that the Debtors' motion explained, "The
Debtors have been under the protection of chapter 11 for less than
four months, and during this short period of time have made
significant and material progress in administering these cases.
The extension requested in this Motion will provide the Debtors
and their advisors the opportunity to fully negotiate, confirm and
implement the terms of a chapter 11 liquidating plan for the
distribution of assets to creditors.  Thus, the facts and
circumstances of the Chapter 11 cases warrant the requested
extension of the Exclusive Periods."

                   About Savient Pharmaceuticals

Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals,
Inc. -- http://www.savient.com/-- is a specialty
biopharmaceutical company focused on developing and
commercializing KRYSTEXXA(R) (pegloticase) for the treatment of
chronic gout in adult patients refractory to conventional therapy.
Savient has exclusively licensed worldwide rights to the
technology related to KRYSTEXXA and its uses from Duke University
and Mountain View Pharmaceuticals, Inc.

The Company and its affiliate, Savient Pharma Holdings, Inc.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Case No. 13-12680) on Oct. 14, 2013.  In its schedules,
Savient Pharmaceuticals listed $43,065,650 in total assets and
$284,078,461 in total liabilities.

The Debtors are represented by Kenneth S. Ziman, Esq., and David
M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in
New York; and Anthony W. Clark, Esq., at Skadden Arps Slate
Meagher & Flom LLP, in Wilmington, Delaware.  Cole, Schotz,
Meisel, Forman & Leonard P.A., also serves as the Company's
conflicts counsel, and Lazard Freres & Co. LLC serves as its
financial advisor.  GCG Inc. serves as the Debtors' claims agent.
Kramer Levin Naftalis & Frankel LLP is the Debtors' special
intellectual property counsel.

U.S. Bank National Association, as Indenture Trustee and
Collateral Agent, is represented by Clark T. Whitmore, Esq., at
Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota.

The Unofficial Committee of Senior Secured Noteholders is
represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq.,
and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton &
Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young,
Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware.

The Troubled Company Reporter reported on Jan. 15, 2014, that
Savient Pharmaceuticals has completed the sale of substantially
all of its assets, including all KRYSTEXXA assets, to Crealta
Pharmaceuticals for gross proceeds of approximately $120.4
million.

Savient Pharmaceuticals has filed with the Bankruptcy Court a plan
of liquidation following the sale to Crealta.  The Plan impairs
senior secured noteholder claims and general unsecured claims.
The Plan also impairs intercompany claims, subordinated 510(c)
claims and subordinated 510(b) claims, although holders of these
claims are not entitled to vote on the Plan.


SAVIENT PHARMACEUTICALS: March 17 Hearing on Sale to Amneal
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has set for
March 17, 2014, at 11:30 a.m. (ET), the hearing on Savient
Pharmaceuticals, Inc., et al.'s motion to sell certain personal
property to Amneal Pharmaceuticals LLC free and clear of all
liens, claims and encumbrances.

The Debtors realized that, after the closing of the sale of
substantially all of the Debtors' assets to Crealta
Pharmaceuticals LLC, they would no longer need the substantial
office space that had been leased for their operations.

Savient Pharmaceuticals entered into a lease with Piedmont -
Multi-State Owner, LLC, for its corporate headquarters in
Bridgewater, New Jersey, on Jan. 23, 2012.  The lease covered
approximately 48,000 square feet, and encompassed the entire third
floor, and a portion of the fourth floor, at 400 Crossing
Boulevard, Bridgewater, New Jersey.

Prior to closing of the sale of substantially all of the Debtors'
assets, the Debtors approached Piedmont regarding the possibility
of resolving all potential issues in the Chapter 11 cases between
the parties, including the rejection of the headquarters lease and
the settlement of claims between parties.  The Debtors and
Piedmont reached a global settlement resolving all issues between
them, which settlement was approved by the Court on Jan. 6, 2014.

As part of the Global Settlement, the Debtors agreed to reject
their headquarters lease, and take back a short-term license for
the fourth floor space that they previously had leased from
Piedmont.  The Debtors also abandoned to Piedmont various office
furniture and other items for which the Debtors had no use and
which the Debtors believed had de minimis value.  The Debtors had
planned to move various other furniture and equipment to their
fourth floor space for their use during the wind down period and,
in some cases, for possible sale.

Piedmont has found a replacement tenant, Amneal, which plans to
occupy the Debtors' former space on the third floor of 400
Crossing Boulevard.  Amneal approached the Debtors regarding the
purchase of certain personal property, a list of which is
available for free at:

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

                   About Savient Pharmaceuticals

Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals,
Inc. -- http://www.savient.com/-- is a specialty
biopharmaceutical company focused on developing and
commercializing KRYSTEXXA(R) (pegloticase) for the treatment of
chronic gout in adult patients refractory to conventional therapy.
Savient has exclusively licensed worldwide rights to the
technology related to KRYSTEXXA and its uses from Duke University
and Mountain View Pharmaceuticals, Inc.

The Company and its affiliate, Savient Pharma Holdings, Inc.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Case No. 13-12680) on Oct. 14, 2013.  In its schedules,
Savient Pharmaceuticals listed $43,065,650 in total assets and
$284,078,461 in total liabilities.

The Debtors are represented by Kenneth S. Ziman, Esq., and David
M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in
New York; and Anthony W. Clark, Esq., at Skadden Arps Slate
Meagher & Flom LLP, in Wilmington, Delaware.  Cole, Schotz,
Meisel, Forman & Leonard P.A., also serves as the Company's
conflicts counsel, and Lazard Freres & Co. LLC serves as its
financial advisor.  GCG Inc. serves as the Debtors' claims agent.
Kramer Levin Naftalis & Frankel LLP is the Debtors' special
intellectual property counsel.

U.S. Bank National Association, as Indenture Trustee and
Collateral Agent, is represented by Clark T. Whitmore, Esq., at
Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota.

The Unofficial Committee of Senior Secured Noteholders is
represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq.,
and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton &
Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young,
Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware.

The Troubled Company Reporter reported on Jan. 15, 2014, that
Savient Pharmaceuticals has completed the sale of substantially
all of its assets, including all KRYSTEXXA assets, to Crealta
Pharmaceuticals for gross proceeds of approximately $120.4
million.

Savient Pharmaceuticals has filed with the Bankruptcy Court a plan
of liquidation following the sale to Crealta.  The Plan impairs
senior secured noteholder claims and general unsecured claims.
The Plan also impairs intercompany claims, subordinated 510(c)
claims and subordinated 510(b) claims, although holders of these
claims are not entitled to vote on the Plan.


SCIENTIFIC LEARNING: John Lewis Stake at 10.2% as of Dec. 31
------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, John H. Lewis and his affiliates disclosed
that as of Dec. 31, 2013, they beneficially owned 2,436,750 shares
of common stock of Scientific Learning Corporation representing
10.2 percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/5ANiuP

                   About Scientific Learning Corp

Scientific Learning is an education company.  The Company
accelerates learning by applying proven research on how the brain
learns in online and on-premise software solutions.  The Company
provides its learning solutions primarily to United States K-12
schools in traditional brick-and-mortar, virtual or blended
learning settings and also to parents and learning centers, in
more than 40 countries around the world.  The Company's sales are
concentrated in K-12 schools in the U.S., which in during the year
ended December 31, 2011 were estimated to total over 116,000
schools serving approximately 55 million students in almost 14,000
school districts. During the year ended Dec. 31, 2011, the K-12
sector accounted for 87 percent of the sales of the Company.

The Company reported a net loss of $9.65 million in 2012, as
compared with a net loss of $6.47 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $13.24 million in total
assets, $19.82 million in total liabilities and a $6.57 million
net capital deficiency.

In its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2012, Ernst & Young, LLP, in San Jose,
Cal., expressed substantial doubt Scienfic Learning's ability to
continue as a going concern, citing the Company's recurring losses
from operations, deficiency in working capital and its need to
raise additional capital.


SCOTTSDALE VENETIAN: Plan Outline Hearing Continued to April 15
---------------------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining the latest iteration of Scottsdale Venetian Village,
LLC's proposed Chapter 11 plan has been continued to April 15,
2014 at 10:00 a.m.  A hearing was held Feb. 11.

Although the court has not yet set a deadline for objections to
confirmation of the Plan, Enterprise Bank & Trust has filed a
limited objection, which seeks denial of confirmation of the Plan
in its present form.

EB&T points out that pursuant to the Plan, the Debtor's sole
member, Perez Holdings II, LLC, intends to enter into a Purchase
Agreement with an unidentified third party "Buyer" to sell 100% of
Perez Holdings' membership interests in the Debtor.  However,
Perez Holdings previously pledged 45% of Perez Holdings'
membership interest in the Debtor to EB&T by virtue of certain
Pledge Agreements, and Perez Holdings is prohibited from further
assigning or encumbering those interests without the prior written
consent of EB&T (which EB&T has not given).

EB&T is represented by:

         Isaac M. Gabriel, Esq.
         QUARLES & BRADY LLP
         Renaissance One
         Two North Central Avenue
         Phoenix, AZ 85004-2391

                         The Plan

As reported in the Troubled Company Reporter on Dec. 9, 2013,
Scottsdale Venetian Village said it has found a buyer for its
interests in the Days Hotel in Scottsdale, Arizona.

The Debtor has been marketing its interests in its hotel property
but buyers have been turned off because the hotel sits on leased
land.  The owner of the land made it clear on numerous occasions
that the land was not for sale.

According to the Third Amended Disclosure Statement, it appears as
though the Debtor has been able to reach agreement with a buyer
who already owns and operates hotels in the Midwest, and is
willing to purchase the Debtor's interests in the property,
subject to the land lease.  After substantial negotiations, an
agreement is being documented with a party that is interested in
acquiring all of the equity interests in the Debtor from Perez
Holdings.  As soon as the purchase agreement is signed, the Debtor
will file a copy with the bankruptcy court for incorporation into
the reorganization plan.

Although the purchase agreement is still being finalized, the
Debtor says financial terms have been agreed upon.  The buyer will
manage the Debtor's property for a limited time under an interim
management agreement approved by the Court.  This interim period
is the buyer's due diligence period.

The buyer can walk away prior to the conclusion of the due
diligence period for any reason. However, if the buyer does not
walk away, the sale is due to close within approximately 30 days
of the entry of a final order confirming the Debtor's Plan.  The
Buyer has a right to approve the terms of the Plan before
confirmation.  If consummated, upon closing, the buyer would
receive 100% of the equity interests in the Debtor in exchange for
a promissory note in the amount of $1,000,000 executed in favor of
Perez Holdings.  The buyer would also deposit in a joint account
in the name of the buyer and the Debtor, $500,000 to be used by
the Debtor to deal with claims, such as administrative and
priority claims, as well as allowing the Debtor to offer discounts
for cash to those with allowed claims.  In addition, the buyer
would deposit in an account in the Debtor's name (this assumes the
buyer has closed on its purchase and is now in control of the
Reorganized Debtor) an additional $900,000 as additional financial
resources to provide further assurance of the financial capability
to meet business operating needs and Plan obligations post
confirmation.  In the event that the buyer fails to make the
payment due to Perez Holdings under its promissory note, the
purchase agreement provides Perez Holdings the ability to
foreclose upon, and regain, the equity interests in the Debtor.

The purchase agreement includes a 60-day due diligence period that
will commence upon execution of the purchase agreement.  The
parties anticipate that, immediately upon the execution of the
purchase agreement, the buyer will assume interim management of
the property.  Pursuant to the interim management agreement, the
buyer will operate the hotel and restaurant, but will not have
authority to take any material action with respect to the property
without the consent of the Debtor's current manager.

The Third Amended Plan proposes to treat claims and interests as
follows:

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

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

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

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

A copy of the Third Amended Disclosure Statement dated Nov. 21,
2013, is available for free at:

  http://bankrupt.com/misc/Scottsdale_Ven_3rd_Am_Plan_Outline.pdf

                   About Scottsdale Venetian

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

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

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


SEARS HOLDINGS: 2 Kmart Stores in Minnesota Fergus Falls to Close
-----------------------------------------------------------------
Prairie Business Magazine reports that Kmart stores in Alexandria
and Fergus Falls, Minn., are set to close this spring.

The Alexandria store will close to the public in mid-May, Howard
Reifs, director of corporate communications for Sears Holdings,
said, according to Pairie Business.

Until then, the report notes that the store will remain open for
customers.  It will begin its liquidation sale Feb. 23.

The store is being closed because the lease was not renewed,
according to Mr. Reifs, the report relates.

"Store closures are part of a series of actions we're taking to
reduce ongoing expenses, adjust our asset base, and accelerate the
transformation of our business model," Mr. Reifs wrote in an email
obtained by the news agency.  "These actions will better enable us
to focus our investments on serving our customers and members
through integrated retail ? at the store, online and in the home,"
Mr. Reifs added, the report notes.

The Alexandria store has 46 employees.  Workers who are eligible
will receive severance and have the opportunity to apply for open
positions at area Sears or Kmart stores.  Most are part time or
hourly.

The Kmart in Fergus Falls will be closing in mid-March.

                             About Sears

Hoffman Estates, Illinois-based Sears Holdings Corporation
(Nasdaq: SHLD) -- http://www.searsholdings.com/-- operates full-
line and specialty retail stores in the United States and Canada.
Sears Holdings operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation.  Sears Holdings also owns a
94 percent stake in Sears Canada and an 80.1 percent stake in
Orchard Supply Hardware.  Key proprietary brands include Kenmore,
Craftsman and DieHard, and a broad apparel offering, including
such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer,
as well as the Apostrophe and Covington brands.  It also has the
Country Living collection, which is offered by Sears and Kmart.

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.  John Wm. "Jack" Butler, Jr., Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's 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.

The Company's balance sheet at Nov. 2, 2013, showed $20.20 billion
in total assets, $17.88 billion in total liabilities and $2.32
billion in total equity.

                           Junk Rating

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."


SHUBH HOTELS BOCA: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Shubh Hotels Boca, LLC
        701 NW 53rd Street
        Boca Raton, FL 33487

Case No.: 14-14225

Chapter 11 Petition Date: February 24, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Paul G Hyman Jr

Debtor's Counsel: Susan D. Lasky, Esq.
                  SUSAN D LASKY, PA
                  915 Middle River Dr, Suite 420
                  Fort Lauderdale, FL 33304
                  Tel: (954) 400-7474
                  Fax: (954) 206-0628
                  Email: ECF@suelasky.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $10 million to $50 million

The petition was signed by Atul Bisaria, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at:

      http://bankrupt.com/misc/flsb_9-14-bk-14225_643773.pdf


ST. FRANCIS CAMPUS: Minnesota Department Liquidates Campus
----------------------------------------------------------
Heather Anderson, writing for the Credit Union Times, reports that
the Minnesota Department of Commerce closed St. Francis Campus
Credit Union and appointed the NCUA receiver and liquidating agent
of the $51 million Little Falls, Minn.-based institution.

The $759 million Central Minnesota Credit Union of Melrose, Minn.,
assumed St. Francis Campus's 3,400 members, assets, shares and
loans, according to Credit Union Times.

The report relates that the Minnesota Department of Commerce made
the decision to liquidate St. Francis Campus CU and discontinue
its operations after conducting an examination and determining the
credit union was insolvent with no prospect for restoring viable
operations on its own.

The report notes that the credit union's financial reports showed
no sign of financial distress.  As of Dec. 31, 2013, St. Francis
Campus CU reported 10.84% net worth, 0.29% loan delinquencies and
no charge offs.  The credit union reported a $482,016 net profit
for 2013.

According to its fourth quarter call report, St. Francis Campus CU
had six full-time employees, led by Manager/CEO Margurite M.
Cofell, and two part-time employees.

The report notes that St. Francis Campus Credit Union is the
second federally insured credit union liquidation in 2014,
following the Jan. 21 liquidation of the Bagumbayan Credit Union
of Chicago, which had just $55,000 in assets.

Central Minnesota CU is a federally insured, state-chartered
credit union with 52,000 members, according to its most recent
Call Report, the report relays.

Chartered in 1963, St. Francis Campus Credit Union served
employees of the St. Francis Campus, as owned by the Franciscan
Sisters, their relatives and employees of the credit union.


STAR DYNAMICS: March 11 Hearing on Western's Stay Relief Motion
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Ohio has
set for March 11, 2014, at 2:00 p.m. the hearing to consider the
motion for relief from automatic stay filed by STAR Dynamics
Corporation's creditor, Western Equipment Finance, Inc.

On Jan. 27, 2014, Western Equipment filed a motion asking the
Court (i) for an order conditioning, modifying or dissolving the
stay, or in the alternative, (ii) for adequate protection
payments.  Western Equipment claims that it is entitled to relief
from the stay for these reasons:

      a. the Debtor has failed to provide adequate protection for
         the lien held by Western Equipment because the Debtor's
         plan does not include adequate protection payments;

      b. the Debtor has failed to make periodic payments to
         Western Equipment since the commencement of the
         bankruptcy case for November 2013 to present, which
         unpaid payments are in the aggregate amount of $6,866.69
         through Dec. 25, 2013.

On Oct. 21, 2013, the Debtor obtained a loan from Western
Equipment in the amount of $103,620 to purchase software for use
as goods in Debtor's business operations.  As of Jan. 27, 2014,
there is currently due and owing on the Note the outstanding
principal balance of $103,620, plus interest accruing thereon at
the rate of 1.5% per month from Nov. 25, 2013.  The arrearages
beginning Nov. 25, 2013 are $6,866.69 as of Dec. 25, 2013.

Western Equipment says in its Jan. 27 court filing that it has a
valid, perfected, first-priority purchase money security interest
in software used in the Debtor's operations, which the Debtor has
intended to keep and use.  Months prior to the filing, the Debtor
paid a market price of $103,620 for the software, which is the
fair market value of the collateral and the value of Western
Equipment's secured claim.  "Now that the Debtor is keeping the
collateral for the duration of the bankruptcy, the value will
diminish to $0 by the time this reorganization has completed
because the software will not have a resale value when new
software systems are released.  As a result, movant is entitled to
adequate protection payments on its software collateral, including
the arrearages thereon, and alternatively, to relief from the
automatic stay," Western Equipment states in its filing.

On Feb. 18, 2014, the Debtor filed a memorandum opposing Western
Equipment's relief from stay, claiming that the stay motion is
without merit and should be denied.  The Debtor requests a court
order continuing the automatic stay until a final hearing is held
on the stay motion.  The Debtor denies that Western Equipment has
a first priority security interest in the Software.  Western
Equipment's security interest in the Software, according to the
Debtor, is junior to the interest of Whitney Bank's blanket lien
on the Debtor's assets, which includes after-acquired property.

Western Equipment is represented by:

         Christopher J. Niekamp, Esq.
         BERNLOHR, NIEKAMP & WEISENSELL, LLP
         23 S. Main Street, 3rd Floor
         Akron, Ohio 44308
         Tel: (330) 434-1000
         Fax: 330-434-1001
         E-mail: cjn@b-wlaw.com

                        About STAR Dynamics

STAR Dynamics Corp. develops, sales, and services instrumentation
radar systems for missile test ranges utilized by the United
States and foreign governments.  Located principally in Hilliard,
Ohio, with satellite offices in Herndon, Virginia and Sandestin
Florida, it has 112 full-time employees.

STAR Dynamics filed a petition for Chapter 11 protection (Bankr.
S.D. Ohio Case No. 13-59657) on Dec. 10, 2013, in Columbus, Ohio,
in part to halt a lawsuit by BAE Systems Plc.

According to its first-day motions and as of Nov. 30, 2013, it has
assets of $28,470,788.13, liabilities of $50,892,360.12 and gross
sales of $8,140,140.93.  In its schedules, the Debtor listed
$12,138,334 in total assets and $50,740,343 in total liabilities.

BAE is an American subsidiary of a global-level defense contractor
based in Great Britain, with more than 50,000 employees world-
wide.  BAE has its headquarters in Arlington, Virginia, and like
the Debtor, is engaged in the radar range business for the testing
of missiles and other weaponry.

Bankruptcy Judge Charles M. Caldwell oversees the case.  Thomas R.
Allen, Esq., and Richard K. Stovall, Esq., at Allen Kuehnle
Stovall & Neuman LLP serve as the Debtor's bankruptcy counsel.
Michael J. Sullivan, Esq., Russell A. Williams, Esq., Julie E.
Adkins, Esq., Louis T. Isaf, Esq., and Nanda K. Alapati, Esq., at
Womble Carlyle Sandridge & Rice LLP, serve as special counsel with
respect to litigation involving BAE Systems and with respect to
the completion of prepetition patent work.  Sagent Advisors LLC
serves as financial advisor.


STELERA WIRELESS: U.S. Trustee Withdraws Dismissal Motion
---------------------------------------------------------
Richard A. Wieland, the U.S. Trustee for Region 20, on Feb. 24,
2014, withdrew his motions to dismiss or convert the Chapter 11
case of Stelera Wireless LLC to one under Chapter 7.

The U.S. Trustee filed two motions on Jan. 30, 2014, seeking the
dismissal of the Debtor's Chapter 11 case or its conversion to
Chapter 7.  The U.S. Trustee said in his two filings that "to
date, the Debtor has failed to file any and all of its monthly
operating reports required under sections 704(a)(8) and 1106(a)(1)
of the Bankruptcy Code.  In addition, monies should be on deposit
from the sale of Debtor's assets at auction."  The U.S. Trustee
stated that he requested documentation regarding the placement and
status of those deposit funds, but, to date, no documentation or
information was provided.

On Jan. 31, 2014, the Debtor filed an objection to the U.S.
Trustee's motion.  The Debtor insisted that it has made
significant efforts to create a situation whereby all of the
secured and unsecured creditors, most specifically by working with
its counsel to successfully hold two auctions where Debtor's only
assets of significant value, its FCC Licenses, were sold for over
$37 million.  According to the Debtor, these sales are "in the
process of closing and are awaiting final approval of the FCC.
Dismissal or conversion could place these sales in jeopardy.
Until these sales are closed and finalized, Debtor has no
noteworthy income or funds . . . . Debtor recognizes that the
importance of the monthly reports and will be within compliance on
their filing shortly."

On Feb. 17, 2014, the Official Unsecured Creditor's Committee
filed an objection to the U.S. Trustee's conversion and dismissal
motions.  "Present circumstances of this case, as well as the need
for parties in interest to focus their attention on matters which
will advance this case towards plan formulation and creditor
distribution, have resulted in agreement that no substantive
response of the Committee to the motion be required at this time,
with the Committee reserving its rights to do so, if appropriate,
at a later time.  It is anticipated that the UST or other party in
interest will file an appropriate paper with the Court for formal
approval of, or otherwise effecting, adjustment of time for the
Committee's response to the motion," the Committee stated in its
Feb. 17 court filing.

                    About Stelera Wireless, LLC

Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013.  Tim Duffy signed the
petition as chief technology officer/manager.  Judge Niles L.
Jackson presides over the case.  The Debtor disclosed $18,005,000
in assets and $30,809,314 in liabilities as of the Chapter 11
filing.

Christensen Law Group, PLLC, serves as the Debtor's primary
counsel.  Mulinix Ogden Hall & Ludlam, PLLC, serves as additional
bankruptcy counsel.  Wilkinson Barker Knauer, LLP, serves as the
Debtor's special counsel.  American Legal Claims Services, LLC
serves as official noticing agent.  Falkenberg Capital Corporation
serves as the Debtor's broker.

The official committee of unsecured creditors is represented by
attorneys at Gablegotwals.

The Troubled Company Reporter reported on Dec. 10, 2013, the Hon.
Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized Stelera Wireless to sell its
Federal Communications Commission licenses to: AT&T Mobility
Spectrum LLC, as purchaser; and Atlantic Tele-Network, Inc., as
backup purchaser.  In an auction held Nov. 20, 2013, AT&T's bid
was the highest and best offer for the FCC licenses, while
Atlantic's, the stalking horse purchaser, was the second highest.
Pursuant to the APA, the aggregate purchase price to be paid by
AT&T will be $6,020,000.


STELERA WIRELESS: Wins More Exclusivity; Draft Plan Due April 1
---------------------------------------------------------------
The Hon. Niles Jackson of the U.S. Bankruptcy Court for the
Western District of Oklahoma signed off on an agreed order
extending Stelera Wireless LLC's exclusive periods to file a
Chapter 11 Plan until May 1, 2014, and solicit acceptances for
that Plan until July 1.

The agreement was entered into by J. Clay Christensen, Esq., at
Christensen Law Group, P.L.L.C., on behalf of the Debtor, and G.
Blaine Schwabe, III, Esq., at GableGotwals, on behalf of the
Official Unsecured Creditors' Committee.

The Committee had filed a limited response to Debtor's second
motion to extend the exclusive periods.  The Committee wants to be
permitted to review and approve any order on the extension motion
as may be submitted by the Debtor for entry by the Court.

Pursuant to the agreement, the Debtor will provide the Committee
with a draft of the liquidating plan of reorganization by April 1,
and provide the Committee with all other plan drafts given to any
other parties (including, but not limited to, the Government)
during the plan development process.

In a separate filing, the Court approved an agreed order between
the Committee and the Rural Utilities Service, U.S. Department of
Agriculture extending until Feb. 15, the challenge period to RUS'
claim and extending certain deadlines and postponing discovery.

The parties desired to preserve the status quo for an additional
period of time as to the Committee's right to challenge RUS' claim
and lien and to continue the stay of Committee discovery to RUS
and to the Debtor.

                    About Stelera Wireless, LLC

Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013.  Tim Duffy signed the
petition as chief technology officer/manager.  Judge Niles L.
Jackson presides over the case.  The Debtor disclosed $18,005,000
in assets and $30,809,314 in liabilities as of the Chapter 11
filing.

Christensen Law Group, PLLC, serves as the Debtor's primary
counsel.  Mulinix Ogden Hall & Ludlam, PLLC, serves as additional
bankruptcy counsel.  Wilkinson Barker Knauer, LLP, serves as the
Debtor's special counsel.  American Legal Claims Services, LLC
serves as official noticing agent.  Falkenberg Capital Corporation
serves as the Debtor's broker.

The official committee of unsecured creditors is represented by
attorneys at Gablegotwals.

The Troubled Company Reporter reported on Dec. 10, 2013, the Hon.
Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized Stelera Wireless to sell its
Federal Communications Commission licenses to: AT&T Mobility
Spectrum LLC, as purchaser; and Atlantic Tele-Network, Inc., as
backup purchaser.  In an auction held Nov. 20, 2013, AT&T's bid
was the highest and best offer for the FCC licenses, while
Atlantic's, the stalking horse purchaser, was the second highest.
Pursuant to the APA, the aggregate purchase price to be paid by
AT&T will be $6,020,000.


STELERA WIRELESS: Court Approves Hiring of James Barnes as CPA
--------------------------------------------------------------
Stelera Wireless, LLC sought and obtained permission from the Hon.
Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma to employ James P. Barnes, CPA to prepare
certain company tax documentation.

Mr. Barnes will prepare the Debtor's 2013 W-2 and 1099 tax
reporting documents for its former employees and contractors and
act as a consultant to other tax professional that the Debtor will
engage in the future.

Mr. Barnes will be paid at an hourly rate of $100.  Mr. Barnes
will also be reimbursed for reasonable out-of-pocket expenses
incurred.

The Debtor will be fully authorized to pay Mr. Barnes' invoice
when monies become available without further application to the
Court in the amount not to exceed $4,000.  Should Mr. Barnes incur
fees in excess of $4,000, application will be made to the Court
for approval of payment.

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

                    About Stelera Wireless, LLC

Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013.  Tim Duffy signed the
petition as chief technology officer/manager.  Judge Niles L.
Jackson presides over the case.  The Debtor disclosed $18,005,000
in assets and $30,809,314 in liabilities as of the Chapter 11
filing.

Christensen Law Group, PLLC, serves as the Debtor's primary
counsel.  Mulinix Ogden Hall & Ludlam, PLLC, serves as additional
bankruptcy counsel.  Wilkinson Barker Knauer, LLP, serves as the
Debtor's special counsel.  American Legal Claims Services, LLC
serves as official noticing agent.  Falkenberg Capital Corporation
serves as the Debtor's broker.

The official committee of unsecured creditors is represented by
attorneys at Gablegotwals.

As reported by the Troubled Company Reporter on Dec. 10, 2013,
Judge Jackson authorized Stelera Wireless to sell its Federal
Communications Commission licenses to: AT&T Mobility Spectrum LLC,
as purchaser; and Atlantic Tele-Network, Inc., as backup
purchaser.  In an auction held Nov. 20, 2013, AT&T's bid was the
highest and best offer for the FCC licenses, while Atlantic's, the
stalking horse purchaser, was the second highest.  Pursuant to the
APA, the aggregate purchase price to be paid by AT&T will be
$6,020,000.


STELLAR BIOTECHNOLOGIES: Presents KLH at Aquaculture Conference
---------------------------------------------------------------
Stellar Biotechnologies, Inc., presented a poster at Aquaculture
America 2014 (Seattle, Feb. 9-12, 2014), describing a new method
for verifying authenticity of Keyhole Limpet Hemocyanin (KLH)
product.

KLH is an important protein widely used in the pharmaceutical
industry as a hapten carrier in active immune therapies and as an
injectable product for immune function testing.  KLH product is
obtained only from the hemolymph of the Giant Keyhole Limpet
(Megathura crenulata), a relatively scarce marine gastropod.

The poster titled "When Is A Keyhole Limpet a Giant?: A Rapid
Assay to Verify Megathura Crenulata Hemocyanin" is the result of
work conducted jointly by California State University, Fullerton
and Stellar's scientists.  The study goal was to design a rapid,
cost-effective test to distinguish Megathura crenulata KLH from
hemocyanins of non-Megathura crenulata source.

The project involved development of a rapid, cost-effective method
of verifying the source of a hemolymph product; specifically, a
PCR-based test to positively identify if hemolymph is actually KLH
(keyhole limpet hemocyanin), not from another gastropod species.
The method relies on polymerase chain reaction (PCR), a molecular
technique that amplifies DNA for analysis.

"Verification of starting material is the foundation for ensuring
KLH authenticity and quality," said Catherine Brisson, Ph.D.,
Stellar's chief operating officer.  "At Stellar, we are
continually assessing advanced analytical methods for use in KLH
production; a hallmark of our leading position in KLH manufacture
and quality control."

Aquaculture America 2014 is the largest aquaculture conference in
the Western hemisphere.  It is hosted by the U.S. Aquaculture
Society, a chapter of the World Aquaculture Society, dedicated to
the exchange of information among the diverse aquaculture in the
advancement of aquaculture industry.

                           About Stellar

Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations.  The Company markets KLH and suKLH formulations to
customers in the United States and Europe.

KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.

Stellar Biotechnologies incurred a loss and comprehensive loss of
$14.88 million on $545.46 million of revenues for the year ended
Aug. 31, 2013, as compared with a loss and comprehensive loss of
$5.19 million on $286.05 million of revenues for the year ended
Aug. 31, 2012.  The Company incurred a loss and comprehensive loss
of $3.59 million for the year ended Aug. 31, 2011.

The Company's balance sheet at Nov. 30, 2013, showed $17.44
million in total assets, $9.03 million in total liabilities and
$8.40 million in total shareholders' equity.


STELLAR BIOTECHNOLOGIES: Presents KLH at Aquaculture Conference
---------------------------------------------------------------
Stellar Biotechnologies, Inc., presented a poster at Aquaculture
America 2014 (Seattle, Feb. 9-12, 2014), describing a new method
for verifying authenticity of Keyhole Limpet Hemocyanin (KLH)
product.

KLH is an important protein widely used in the pharmaceutical
industry as a hapten carrier in active immune therapies and as an
injectable product for immune function testing.  KLH product is
obtained only from the hemolymph of the Giant Keyhole Limpet
(Megathura crenulata), a relatively scarce marine gastropod.

The poster titled "When Is A Keyhole Limpet a Giant?: A Rapid
Assay to Verify Megathura Crenulata Hemocyanin" is the result of
work conducted jointly by California State University, Fullerton
and Stellar's scientists.  The study goal was to design a rapid,
cost-effective test to distinguish Megathura crenulata KLH from
hemocyanins of non-Megathura crenulata source.

The project involved development of a rapid, cost-effective method
of verifying the source of a hemolymph product; specifically, a
PCR-based test to positively identify if hemolymph is actually KLH
(keyhole limpet hemocyanin), not from another gastropod species.
The method relies on polymerase chain reaction (PCR), a molecular
technique that amplifies DNA for analysis.

"Verification of starting material is the foundation for ensuring
KLH authenticity and quality," said Catherine Brisson, Ph.D.,
Stellar's chief operating officer.  "At Stellar, we are
continually assessing advanced analytical methods for use in KLH
production; a hallmark of our leading position in KLH manufacture
and quality control."

Aquaculture America 2014 is the largest aquaculture conference in
the Western hemisphere.  It is hosted by the U.S. Aquaculture
Society, a chapter of the World Aquaculture Society, dedicated to
the exchange of information among the diverse aquaculture in the
advancement of aquaculture industry.

                           About Stellar

Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations.  The Company markets KLH and suKLH formulations to
customers in the United States and Europe.

KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.

Stellar Biotechnologies incurred a loss and comprehensive loss of
$14.88 million on $545.46 million of revenues for the year ended
Aug. 31, 2013, as compared with a loss and comprehensive loss of
$5.19 million on $286.05 million of revenues for the year ended
Aug. 31, 2012.  The Company incurred a loss and comprehensive loss
of $3.59 million for the year ended Aug. 31, 2011.

The Company's balance sheet at Nov. 30, 2013, showed $17.44
million in total assets, $9.03 million in total liabilities and
$8.40 million in total shareholders' equity.


TALON INTERNATIONAL: Withdraws Offerings Under Option Agreements
----------------------------------------------------------------
Talon International, Inc., filed with the U.S. Securities and
Exchange Commission a post-effective amendment to its Form S-8
registration statement filed on June 1, 2006, to withdraw from
registration any and all securities of the Company registered
thereunder which have not been sold pursuant to that Registration
Statement.  The Registration Statement relates to the offering of
securities under the Company's Non-Statutory Stock Option
Agreements.  A copy of the Form S-8 POS is available for free at:

                        http://is.gd/gzTXZw

                     About Talon International

Woodland Hills, Cal.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

Talon International disclosed net income of $679,347 for the year
ended Dec. 31, 2012, as compared with net income of $729,133
during the prior year.

The Company's balance sheet at Sept. 30, 2013, showed $14.23
million in total assets, $17.22 million in total liabilities and a
$2.98 million total stockholders' deficit.


TECHPRECISION CORP: Posts $757,680 Net Income in 3rd Quarter
------------------------------------------------------------
TechPrecision Corporation reported a net loss of $757,680 on $5.16
million of net sales for the three months ended Dec. 31, 2013, as
compared with a net loss of $545,487 on $7.29 million of net sales
for the same period during the prior year.

For the nine months ended Dec. 31, 2013, the Company reported a
net loss of $3 million on $17.45 million of net sales as compared
with a net loss of $1.29 million on $22.51 million of net sales
for the same period last year.

As of Dec. 31, 2013, the Company had $18.85 million in total
assets, $11.30 million in total liabilities and $7.54 million in
total stokholders' equity.

Leonard Anthony, TechPrecision's executive chairman, commented,
"In December, we announced that Mevion Systems' innovative proton
beam device initiated first patient treatment at the Siteman
Cancer Center in St. Louis.  We expect that this important
clinical milestone will result in TechPrecision receiving higher
order volumes from Mevion Systems during fiscal 2015 and beyond as
Mevion and its customers move forward with the completion of 10
additional proton centers under development as well as other
orders Mevion has within its backlog.  As we progress through our
fourth quarter of fiscal 2014 and first quarter of fiscal 2015, we
anticipate achieving greater production volumes at our Ranor
facility which, coupled with our aggressive cost control
initiatives, should facilitate the Company's return to
profitability.  Ramping our Ranor division to higher production
levels and refinancing our existing credit facilities are
essential near term catalysts for positioning the Company for
stability and profitability in fiscal 2015 and beyond."

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

                        http://is.gd/jVjiV8

                        About TechPrecision

TechPrecision Corporation (OTC BB: TPCSE), through its wholly
owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical
Components Co., Ltd., globally manufactures large-scale, metal
fabricated and machined precision components and equipment.

Techprecision incurred a net loss of $2.41 million for the year
ended March 31, 2013, as compared with a net loss of $2.12 million
for the year ended March 31, 2012.

In their report on the consolidated financial statements for the
year ended March 31, 2013, KPMG LLP, in Philadelphia, Pa., said
that the Company was not in compliance with the fixed charges and
interest coverage financial covenants under their credit facility,
and the Bank has not agreed to waive the non-compliance with the
covenants.  "Since the Company is in default, the Bank has the
right to accelerate payment of the debt in full upon 60 days
written notice.  The Company has suffered recurring losses from
operations, and the Company's liquidity may not be sufficient to
meet its debt service requirements as they come due over the next
twelve months.  These circumstances raise substantial doubt about
the Company's ability to continue as a going concern."


THERAPEUTICSMD INC: Gilder Gagnon Stake at 5.2% as of Dec. 31
-------------------------------------------------------------
Gilder, Gagnon, Howe & Co. LLC disclosed in a Schedule 13G filed
with the U.S. Securities and Exchange Commission that as of
Dec. 31, 2013, it beneficially owned 7,547,644 shares of common
stock of TherapeuticsMD, Inc., representing 5.21 percent of the
shares outstanding.

The shares reported include 6,147,093 shares held in customer
accounts over which partners and/or employees of Gilder Gagnon
have discretionary authority to dispose of or direct the
disposition of the shares, 104,757 shares held in the account of
the profit sharing plan of the Reporting Person, and 1,295,794
shares held in accounts owned by the partners of the Reporting
Person and their families.

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

                        http://is.gd/tJRmOx

                        About TherapeuticsMD

Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women.  The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics.  The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2012, Rosenberg Rich Baker
Berman & Company, in Somerset, New Jersey, expressed substantial
doubt about TherapeuticsMD's ability to continue as a going
concern, citing the Company's loss from operations of
approximately $16 million and negative cash flow from operations
of approximately $13 million.

The Company reported a net loss of $35.1 million on $3.8 million
of revenues in 2012, compared with a net loss of $12.9 million on
$2.1 million of revenues in 2011.  The Company's balance sheet at
Sept. 30, 2013, showed $68.47 million in total assets, $6.39
million in total liabilities and $62.08 million in total
stockholders' equity.


TLO LLC: Court Grants in Part Triax's Bid to Amend Sale Order
-------------------------------------------------------------
The Hon. Paul G. Hyman of the U.S. Bankruptcy Court for the
Southern District of Florida entered on Feb. 12, 2014, an agreed
order granting in part Triax Data, Inc.'s motion to reconsider the
order authorizing TLO LLC to sell its assets.

As previously reported by The Troubled Company Reporter, Triax
argued that the Court must reconsider the sale order because,
among other things: (i) the Debtor provided inadequate notice with
respect to the Triax notice of assumption and cure; (ii) the
Debtor was aware of the proof of claim Triax filed for an
unsecured claim in the amount of $1.1 million; and (ii) the
determination and payment of a cure amount greater than $0 would
not adversely impact the Debtor.

TransUnion on Dec. 16 disclosed it completed the acquisition
of TLO.  On Nov. 22, the Court named TransUnion's offer of
$154 million in cash as the winning bid in the court-managed
auction of TLO.

The Feb. 12, 2014 court order states that the Data Use Agreement
and Non-Disclosure Agreement are rejected by the Debtor, and any
assumption and cure amounts addressed in the sale order pertaining
to the a data use agreement dated July 17, 2009, and non-
disclosure agreement dated June 23, 3009, are void and
invalidated.  Pursuant to the sale and assumption order, and the
asset purchase agreement, the Debtor assumed the Data Use
Agreement and Non-Disclosure Agreement, and provided for cure
amounts of $0.

Triax said in its Dec. 27, 2013 motion that it objected to the
Debtor's assumption of the Data Use Agreement and Non-Disclosure
Agreement, and the cure amounts to the extent that the Debtor, or
any other party, alleged that the stated cure amounts of $0 bar
and reduce any amount Triax asserts is owed under the Claim and
Administrative Claim.  Under the Data Use Agreement, Triax would
provide the Debtor temporary use of certain data on a non-
exclusive basis to assist with the Debtor's data project for the
protection of children.  It further provided that the data may be
used solely for testing purposes, the data may be used only for
the protection of children through entities authorized to use the
data, and the Debtor cannot charge a fee to the entities.

Triax will have 30 days from the entry of the court order to
assert any claims against the Debtor for rejection damages
relating to the Debtor's rejection of the Data Use Agreement and
Non-Disclosure Agreement.

The Debtor reserves its right to object to any claims for
rejection damages, and to have the Court decide the amounts of the
claims at a future date.  Otherwise, the Data Use Agreement and
Non-Disclosure Agreement are rejected by the Debtor and are not
assigned to TransUnion.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.

Judge Paul G. Hyman, Jr., presides over the case.  Robert C. Furr,
Esq., and Alvin S. Goldstein, Esq., at Furr & Cohen, serve as the
Debtor's counsel.  Bayshore Partners, LLC is the Debtor's
investment banker.  Thomas Santoro and GlassRatner Advisory &
Capital Group, LLC are the Debtor's financial advisors.

Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at
Genovese, Joblove & Battista, P.A., represent the Official
Committee of Unsecured Creditors as counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.


TRAYLOR CHEMICAL: Files for Chapter 7 in Central Florida
--------------------------------------------------------
The Orlando Sentinel reports that Traylor Chemical & Supply Co.
filed a Chapter 7 petition (Bankr. M.D. Fla.) on Jan. 30, 2014.
The Debtor disclosed $50,000 in assets and $2,100,000 in
liabilities.  The major creditors are:

   -- Akzo Nobel Chemicals Inc. in Chicago with $207,090 claims;
   -- BASF Corp. in Florham Park, N.J. with $190,380 claims;
   -- Ciba Specialty Chemicals Corp. in Wilmington, Del.,
      with $183,562.

The creditors' meeting is set for March 12.

Traylor Chemical is located in 150 Chelton Circle, Winter Park,
Florida.


TUBEROSO DENTAL: Files Chapter 7 in Central Florida
---------------------------------------------------
The Orlando Sentinel reports that Tuberoso Dental filed a Chapter
7 petition (Bankr. M.D. Fla.) on Jan. 30, 2014.  The Debtor
disclosed $3,586 in assets and $143,586 in liabilities.  The major
creditors are:

   -- Ortho Organizers, care of Marcadis Singer, PA, Tampa,
      with $75,996 claims;

   -- Starlight Manufacturing 2013 in Hertford, N.C. with $42,977
      claims;

   -- Ron Hoffman in Brimfield, Mass., $15,000.

The creditors' meeting is set for March 5.

Tuberoso Dental is located at 1200 Deltona Blvd., No. 7, Deltona.


TUNICA COUNTY: Insolvent County Tacks on New Tax Levy
-----------------------------------------------------
Brooks Taylor at Tunica Times reports that Tunica County,
Mississippi, plans to borrow up to $3 million to meet a current
shortfall in its general fund.  Tunica Times says supervisors had
voted previously to pursue such a loan, but on Feb. 3, the Board
tacked on a new twist -- repaying that loan with a 5 mill tax levy
for three years.

According to Tunica Times, District 4 supervisor Henry Nickson put
forward and District 3's Phillis Williams seconded a motion to
"consider a tax levy to cover the shortfall loan, if necessary."
The Board passed the motion on a 4-1 vote, with District 2's
Cedric Burnett the dissenting vote, the report relays.

Earlier in the discussion, the report relates, county
administrator Michael Thompson told the board that Tunica County
was "insolvent" after the general fund balance dipped to negative
$1.75 million in December.  Tunica Times relates that Mr. Thompson
said the general fund had "borrowed" from the separate road
department fund to cover the December overdraft but did not
recommend continuing that practice.


UNI-PIXEL INC: Q4 and Full Year Conference Call Today
-----------------------------------------------------
UniPixel, Inc., will hold a conference call on Wednesday, Feb. 26,
2014, at 4:30 p.m. Eastern time to discuss the fourth quarter and
full year ended Dec. 31, 2013.  Financial results will be issued
in a press release prior to the call.

UniPixel management will host the presentation, followed by a
question and answer period.

The call will be webcast live, as well as via a link in the
Investors section of the Company's Web site at
www.unipixel.com/investors.  Webcast participants will be able to
submit a question to management via the webcast player.

Date: Wednesday, February 26, 2014
Time: 4:30 p.m. Eastern time (3:30 p.m. Central time)
Webcast: http://public.viavid.com/index.php?id=107684

To participate in the conference call via telephone, dial 1-480-
629-9664 and provide the conference name or conference ID 4665736.
Please call the conference telephone number 5-10 minutes prior to
the start time so the operator can register your name and
organization.

If you have any difficulty with the webcast or connecting to the
call, please contact Liolios Group at 1-949-574-3860.

A replay of the call will be available after 7:30 p.m. Eastern
time on the same day through March 26, 2014, via the same link
above, or by dialing 1-858-384-5517 and entering replay ID
4665736.

                         About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

"As of December 31, 2012, we had a cash balance of approximately
$13.0 million and working capital of $12.8 million.  We project
that current cash reserves will sustain our operations through at
least December 31, 2013, and we are not aware of any trends or
potential events that are likely to adversely impact our short
term liquidity through this term.  We expect to fund our
operations with our net product revenues from our commercial
products, cash and cash equivalents supplemented by proceeds from
equity or debt financings, and loans or collaborative agreements
with corporate partners, each to the extent necessary," according
to the Company's annual report for the year ended Dec. 31, 2012.

Uni-Pixel incurred a net loss of $9.01 million in 2012, a net loss
of $8.56 million in 2011 and a net loss of $3.82 million in 2010.
As of Sept. 30, 2013, Uni-Pixel had $60.22 million in total
assets, $6.50 million in total liabilities and $53.71 million in
total shareholders' equity.


UNIFIED 2020: Bank Lender May Credit Bid Up to $15MM in Asset Sale
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas will
convene a hearing on Feb. 27, 2014, at 9:30 a.m., to consider
approval of a stipulation between Daniel J. Sherman, Chapter 11
Trustee for Unified 2020 Realty Partners, LP, and United Central
Bank.

Prior to the bankruptcy filing, United Central Bank agreed to
provide the Debtor with a loan in the original principal amount of
$13,400,000, secured by the real property and improvements located
at 2020 Live Oak Street, Dallas County, Texas.

The Bank has asserted a claim of no less than $14,899,523, as of
Sept. 3, 2013.

The parties' stipulation settles, among other things, the Bank's
claims as well as causes of action between the Debtor's estate and
the Bank, including the resolution of amounts alleged as owed by
the Debtor's estate via the Loan, the Note, the Deed of Trust,
Security Agreement, Collateral Assignment, UCC-1, the JNC Loan
Guaranty, Second Lien Deed of Trust and/or the Proof of Claim, and
claims that have been, or could have been asserted by the Debtor
in the lawsuit styled Unified 2020 Realty Partners, GP, LLC, et
al. v. United Central Bank, et al., Cause No. DC-13-03312, pending
in the 160th Judicial District Court of Dallas County, Texas.

Under the settlement agreement, the parties propose that the Bank
be permitted to credit bid on the property up to the amount of
$15,000,000.

The stipulation proposes to lift the automatic stay effective June
24, 2014, unless (a) the Bank is the winning bidder at a Section
363 Sale of the Debtor's assets, and a closing on the sale of the
property conveying the property to the Bank has occurred by June
15, 2014; or (b) the Bank receives cash equal to the credit bid
amount on or before June 15.

Meanwhile, a hearing on March 3, 2014, at 9:30 a.m., has been
scheduled on the Court's calendar to consider the motion filed by
United Central Bank for relief from the automatic stay.

As reported in the Troubled Company Reporter, the Bank, in an
Oct. 18, 2013 filing, asserted that prior to the bankruptcy,
Unified 2020 defaulted on its payment obligations by failing to
make the deferred interest payment due Dec. 10, 2011.

UCB also noted that the Plan filed by the Debtor is not feasible,
much less confirmable within a reasonable period of time because,
among other things: (a) the plan does not pay the "allowed claims"
of creditors in full as required by its express terms; (b) the
plan does not propose to pay, much less satisfy, UCB's secured
claim in full and therefore fails to satisfy 11 U.S.C. Section
1129(b)(2)(A); and (c) Moms Against Hunger lacks the cash, assets
or resources to pay or finance the "cash down payment, seller
financing or deferred consideration to fund the plan.

                     About Unified 2020 Realty

Unified 2020 Realty Partners, LP, was formed in November 2007 to
own the real property and improvements located at 2020 Live Oak
Street, in Dallas, Texas.  The property is comprised of a 12-story
office building and an adjacent three-story parking garage and
annex.

Unified 2020 filed a petition under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 13-32425) in its home-town in
Dallas on May 6, 2013.  The petition was signed by Edward Roush as
president of general partner.  Judge Stacey G. Jernigan
presides over the Chapter 11 case.

In its schedules, the Debtor disclosed $280,178,409 in assets and
$46,378,972 in liabilities.

Arthur I. Ungerman, Esq., and Kerry S. Alleyne-Simmons, Esq., at
the Law Office of Arthur Ungerman, in Dallas, Texas, represent the
Debtor.  Peter C. Lewis, Esq., and Jacob W. Sparks, Esq., at
Scheef & Stone, LLP, in Dallas, Texas, represent United Central
Bank.

The Debtor consented to the appointment of a trustee, and on
Aug. 9, 2013, Daniel J. Sherman was appointed as Chapter 11
trustee.  Kevin D. McCullough, Esq., of Rochelle McCullough L.L.P.
serves as general bankruptcy counsel to the trustee.

The Debtor obtained permission from the Bankruptcy Court to
proceed with the pursuit of its disclosure statement and plan, in
tandem or parallel with any effort by the trustee to propose a
plan.


USG CORP: Approves 2014 Annual Management Incentive Program
-----------------------------------------------------------
The Board of Directors of USG Corporation, upon the recommendation
of the Compensation and Organization Committee of the Board,
approved the 2014 Annual Management Incentive Program for USG's
executive officers.  Under the 2014 Program, 50 percent of the par
incentive award for each of USG's named executive officers is
based on a formula related to adjusted consolidated net earnings
and 50 percent is based on specified operating and financial
targets.  The Board also approved the following operating and
financial targets for USG's named executive officers under the
2014 Program: North American operations adjusted operating profit,
L&W Supply adjusted operating profit, USG Boral Joint Venture
adjusted net earnings, wallboard cost and selling, general and
administrative expenses.  Each named executive officer has been
assigned two to five of these targets, as applicable.

Also on Feb. 12, 2014, the Board, upon the recommendation of the
Compensation and Organization Committee of the Board, approved
terms and conditions for long-term incentive grants of market
share units and performance shares pursuant to the USG Corporation
Long-Term Incentive Plan, and adopted new forms of Market Share
Units Agreements and Performance Shares Agreements setting forth
those terms and conditions.

The award agreements include, among other provisions, termination,
change-in-control, and clawback provisions.  The Market Share
Units Agreement provides for full vesting of the awards after
three years (subject to USG's stock price performance).  The MSU
awards will require a 10 percent appreciation in the market value
of USG's common stock for vesting of the target number of shares.
The Performance Shares Agreement contains a three year vesting
schedule, with vesting based upon a comparison of the Company's
total stockholder return to the total stockholder return for
companies in the Dow Jones U.S. Construction and Materials Index.

A copy of the 2014 Annual Management Incentive Program of USG
Corporation (Executive Officers Only) is available for free at:

                         http://is.gd/P9Mnke

                         About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3.252 billion in
assets and $2.739 billion in liabilities.  The Debtors emerged
from bankruptcy protection on June 20, 2006.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $125 million on $3.22 billion of net sales, as compared
with a net loss of $390 million on $2.91 billion of net sales
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $3.71 billion in total assets, $3.64 billion in total
liabilities and $72 million total stockholders' equity including
noncontrolling interest.

                            *     *     *

As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on USG Corp. to 'B'
from 'B+'.

"The downgrade reflects our expectation that USG's operating
results and cash flow are likely to be strained over the next year
due to the ongoing depressed level of housing starts and still-
weak commercial construction activity," said Standard & Poor's
credit analyst Thomas Nadramia.  "It is now more likely, in
our view, that any meaningful recovery in housing starts may be
deferred until late 2012 or into 2013.  As a result, the risk that
USG's liquidity in the next 12 to 24 months will continue to erode
(and be less than we incorporated into our prior ratings) has
increased.  The ratings previously incorporated a greater
improvement in housing starts, which would have enabled USG to
reduce its negative operating cash flow in 2012 and achieve
breakeven cash flow or better by 2013."

As reported by the TCR on Oct. 30, 2013, Moody's Investors Service
upgraded USG Corp.'s Corporate Family Rating to B3 from Caa1.  The
upgrade reflects better than anticipated overall 3Q13 operating
performance.

In the Sept. 10, 2013, edition of the TCR, Fitch Ratings has
upgraded the ratings of USG Corporation, including the company's
Issuer Default Rating (IDR) to 'B' from 'B-'.  The upgrade
reflects USG's improving profitability and credit metrics this
year and the expectation that this trend continues through at
least 2014.


USG CORP: T. Rowe Price Held 5.5% Equity Stake at Dec. 31
---------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, T. Rowe Price Associates, Inc., disclosed that as of
Dec. 31, 2013, it beneficially owned 6,065,950 shares of common
stock of USG Corporation representing 5.5 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/gaFwsD

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3.252 billion in
assets and $2.739 billion in liabilities.  The Debtors emerged
from bankruptcy protection on June 20, 2006.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $125 million on $3.22 billion of net sales, as compared
with a net loss of $390 million on $2.91 billion of net sales
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $3.71 billion in total assets, $3.64 billion in total
liabilities and $72 million total stockholders' equity including
noncontrolling interest.

                            *     *     *

As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on USG Corp. to 'B'
from 'B+'.

"The downgrade reflects our expectation that USG's operating
results and cash flow are likely to be strained over the next year
due to the ongoing depressed level of housing starts and still-
weak commercial construction activity," said Standard & Poor's
credit analyst Thomas Nadramia.  "It is now more likely, in
our view, that any meaningful recovery in housing starts may be
deferred until late 2012 or into 2013.  As a result, the risk that
USG's liquidity in the next 12 to 24 months will continue to erode
(and be less than we incorporated into our prior ratings) has
increased.  The ratings previously incorporated a greater
improvement in housing starts, which would have enabled USG to
reduce its negative operating cash flow in 2012 and achieve
breakeven cash flow or better by 2013."

As reported by the TCR on Oct. 30, 2013, Moody's Investors Service
upgraded USG Corp.'s Corporate Family Rating to B3 from Caa1.  The
upgrade reflects better than anticipated overall 3Q13 operating
performance.

In the Sept. 10, 2013, edition of the TCR, Fitch Ratings has
upgraded the ratings of USG Corporation, including the company's
Issuer Default Rating (IDR) to 'B' from 'B-'.  The upgrade
reflects USG's improving profitability and credit metrics this
year and the expectation that this trend continues through at
least 2014.


VICTOR OOLITIC: Has Interim Authority to Tap $2-Mil. in DIP Loans
-----------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware gave Victor Oolitic Stone Company, d/b/a
Indiana Limestone Co., et al., interim authority to obtain secured
postpetition financing up to $2 million from Indiana Commercial
Finance, LLC.  The Debtors propose to obtain up to $3.5 million of
DIP financing.

The Debtors also obtained interim authority to use the cash
collateral securing their prepetition indebtedness.  The DIP Loans
and the Cash Collateral will be used to finance their operations
while they complete a sale process.

A full-text copy of the Interim DIP Order with budget is available
for free at http://bankrupt.com/misc/VICTORdip0218.pdf

The final hearing will be held on March 13, 2014, at 12:00 p.m.
Objections are due March 6.

                       About Victor Oolitic

Victor Oolitic Stone Company began as a supplier of raw block
limestone and evolved into the leading provider of a full range of
dimensional limestone products in North America.  The company owns
10 quarry sites totaling over 4,000 acres and is largest
dimensional Indiana limestone quarrier and fabricator in North
America.

Victor Oolitic and VO Stone Holdings, Inc., sought bankruptcy
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 14-10311) on Feb. 17, 2014 with plans to sell the
assets to Indiana Commercial Finance, LLC, in exchange for a debt
of $26 million.

The Debtors have tapped McDonald Hopkins LLC as counsel; Morris,
Nichols, Arsht & Tunnell, as Delaware counsel; and Quarton
Partners, LLC, as financial advisors.

Victor Oolitic estimated $50 million to $100 million in assets and
liabilities.

As of Jan. 1, 2014, the aggregate outstanding principal and
accrued interest under the Debtors' prepetition credit agreement
was $53 million.  The Debtors also have approximately $6 million
in general unsecured debt primarily consisting of outstanding
notes owed to former owners of the legacy Indiana Limestone
Company and trade debt.


VICTOR OOLITIC: Has Authority to Pay Critical Vendor Claims
-----------------------------------------------------------
Victor Oolitic Stone Company, et al., sought and obtained
authority from Judge Christopher S. Sontchi of the U.S. Bankruptcy
Court for the District of Delaware to pay the claims of their
critical vendors in an aggregate amount not to exceed $225,000.

The Debtors are authorized to undertake appropriate efforts to
cause critical vendors to enter into a trade agreement with the
Debtors as a condition of payment of each Critical Vendor's claim.

                       About Victor Oolitic

Victor Oolitic Stone Company began as a supplier of raw block
limestone and evolved into the leading provider of a full range of
dimensional limestone products in North America.  The company owns
10 quarry sites totaling over 4,000 acres and is largest
dimensional Indiana limestone quarrier and fabricator in North
America.

Victor Oolitic and VO Stone Holdings, Inc., sought bankruptcy
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 14-10311) on Feb. 17, 2014 with plans to sell the
assets to Indiana Commercial Finance, LLC, in exchange for a debt
of $26 million.

The Debtors have tapped McDonald Hopkins LLC as counsel; Morris,
Nichols, Arsht & Tunnell, as Delaware counsel; and Quarton
Partners, LLC, as financial advisors.

Victor Oolitic estimated $50 million to $100 million in assets and
liabilities.

As of Jan. 1, 2014, the aggregate outstanding principal and
accrued interest under the Debtors' prepetition credit agreement
was $53 million.  The Debtors also have approximately $6 million
in general unsecured debt primarily consisting of outstanding
notes owed to former owners of the legacy Indiana Limestone
Company and trade debt.


VICTOR OOLITIC: Employs McDonald Hopkins as Bankruptcy Counsel
--------------------------------------------------------------
Victor Oolitic Stone Company, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ McDonald
Hopkins LLC, as counsel, to render general legal services as
needed throughout the course of the Chapter 11 cases.

The current hourly rates charged by the firm are as follows:

   Billing Category      Range
   ----------------      -----
   Members               $330-$690
   Of Counsel            $305-$650
   Associates            $200-$380
   Paralegals            $165-$265
   Law Clerks             $40-$150

Paul W. Linehan ($465/hourly rate), a member, and T. Daniel
Reynolds, an associate ($215/hourly rate), are expected to have
the primary responsibility for providing services to the Debtors.
In addition, from time to time, other McDonald Hopkins
professionals and paraprofessionals will provide services to the
Debtors.

The firm will also be reimbursed for any necessary out-of-pocket
expenses.

The Debtors paid to McDonald Hopkins approximately $366,815 for
legal services rendered and $4,507 for expenses incurred during
the 12 months prior to the filing of the Chapter 11 cases.  In
addition, McDonald Hopkins received a replenishing retainer in the
amount of $75,000 from the Debtors for, among other things,
services performed by McDonald Hopkins in contemplation and
preparation of the Debtors' bankruptcy cases.  As of Feb. 17,
2014, approximately $44,192 of the retainer remains applied.

Mr. Linehan 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.  Mr. Linehan says McDonalds Hopkins has
in the past represented, and currently represents Quarton
Partners, LLC, the proposed financial advisor for the Debtors.
The firm's representation of Quarton is unrelated to the Debtors,
Mr. Linehan adds.

Duffe J. Elkins, president of Victor Oolitic, related that the
Debtors considered three law firms, including McDonald Hopkins, to
retain as restructuring counsel.  Mr. Elkins said over the past
four and a half months, McDonald Hopkins became familiar with the
Debtors' business and many of the potential legal issues that may
arise in the context of the Chapter 11 cases.

                       About Victor Oolitic

Victor Oolitic Stone Company began as a supplier of raw block
limestone and evolved into the leading provider of a full range of
dimensional limestone products in North America.  The company owns
10 quarry sites totaling over 4,000 acres and is largest
dimensional Indiana limestone quarrier and fabricator in North
America.

Victor Oolitic and VO Stone Holdings, Inc., sought bankruptcy
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 14-10311) on Feb. 17, 2014 with plans to sell the
assets to Indiana Commercial Finance, LLC, in exchange for a debt
of $26 million.

The Debtors have tapped McDonald Hopkins LLC as counsel; Morris,
Nichols, Arsht & Tunnell, as Delaware counsel; and Quarton
Partners, LLC, as financial advisors.

Victor Oolitic estimated $50 million to $100 million in assets and
liabilities.

As of Jan. 1, 2014, the aggregate outstanding principal and
accrued interest under the Debtors' prepetition credit agreement
was $53 million.  The Debtors also have approximately $6 million
in general unsecured debt primarily consisting of outstanding
notes owed to former owners of the legacy Indiana Limestone
Company and trade debt.


VIGGLE INC: Amends Form S-1 Registration Statement
--------------------------------------------------
Viggle Inc. amended its registration statement on Form S-1
relating to the offering of a yet to be determined amount of
shares of the Company's common stock.  The Company amended the
registration statement to delay its effective date.

The Company will effect a reverse stock split on a 1-for-80 basis
prior to the date of the prospectus.  The Company also will effect
a recapitalization of its outstanding preferred stock, converting
all preferred stock into shares of common stock prior to the date
of the prospectus.

The Company's common stock is currently quoted on the OTCQB
marketplace and trades under the symbol "VGGL."  The last reported
sale price of the Company's common stock on the OTCQB marketplace
on Feb. 7, 2014, was $0.50 per share, or $40.00 per share after
giving effect to the reverse stock split.  The Company has applied
to list its common stock on the Nasdaq Capital Market and expect
that listing to occur concurrently with the closing of this
offering.

As part of this offering, Sillerman Investment Company II LLC, an
entity affiliated with Robert F.X. Sillerman, the Company's
executive chairman, chief executive officer, director and
principal stockholder, has indicated an interest in purchasing up
to __ percent (__%) of the shares in this offering, at the public
offering price.  As of Feb. 11 , 2014, Mr. Sillerman, together
with the other directors, executive officers and affiliates,
beneficially own 7,937,983 of the outstanding shares of the
Company's common stock, representing approximately 81.5 percent of
the voting power of the outstanding shares of the Company's common
stock, after giving effect to the reverse stock split and
recapitalization.

A copy of the Form S-1/A is available for free at:

                        http://is.gd/rSuqP5

                           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 incurred a net loss of $91.40 million on $13.90 million of
revenues for the year ended June 30, 2013, as compared with a net
loss of $96.51 million on $1.73 million of revenues during the
prior year.  The Company's balance sheet at Sept. 30, 2013, showed
$16.06 million in total assets, $36.26 million in total
liabilities, $36.83 million in series A convertible redeemable
preferred stock, and a $57.04 million total stockholders' deficit.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2013.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2013, has deficiencies in working capital and equity that raise
substantial doubt about its ability to continue as a going
concern.


VIRTUAL TOURS: Files for Chapter 7 in Central Florida
-----------------------------------------------------
The Orlando Sentinel reports that Virtual Tours Enterprises Inc.
filed a Chapter 11 petition (Bankr. M.D. Fla.) on Feb. 3, 2014.
The Debtor has $29,108 in assets and $583,062 in liabilities.  The
major creditors are:

   -- Comenity World Financial Capital Bank in San Antonio,
      with $188,639 claims;
   -- Magical Memories Management in Kissimmee with $89,438
      claims;
   -- Chase in Louisville, Ky. with $76,970 claims.

The creditors' meeting is slated for March 4.

Virtual Tours, is located in 2910 Maguire Road, No. 2007, Florida.


WAFERGEN BIO-SYSTEMS: Amends Third Quarter Form 10-Q
----------------------------------------------------
WaferGen Bio-systems, Inc., amended its quarterly report on Form
10-Q originally filed with the U.S. Securities and Exchange
Commission on Nov. 14, 2013.

The Company filed the amendment in order to restate the Company's
condensed consolidated financial statements as of and for the
three and nine months ended Sept. 30, 2013, to reflect adjustments
resulting from the Company's determination that warrants and unit
warrants issued during the three months ended Sept. 30, 2013,
could, in certain circumstances, require cash settlement and are
therefore required to be classified as liabilities, as opposed to
stockholders' equity, under Accounting Standards Codification 480,
Distinguishing Liabilities from Equity.

The Company's Original Report reflected warrants to purchase
6,128,379 shares of the Company's common stock and 25.88 unit
warrants, each to purchase 25,000 shares of the Company's common
stock and 12,500 warrants to purchase one share of the Company's
common stock, as stockholders' equity as of Sept. 30, 2013.  In
this Amendment, those warrants have been reclassified as
liabilities in accordance with ASC 480.  The resulting impact of
this accounting change as of and for the three and nine months
ended Sept. 30, 2013, is a decrease in the Company's net loss of
$173,029, an increase in the Company's net loss attributable to
common stockholders of $22,624, and an increase in the Company's
liabilities and a corresponding decrease in stockholders' equity
of $7,789,052.

In addition, due to a spreadsheet error, the Company's Original
Report recorded basic and diluted net loss per share in the nine
months ended Sept. 30, 2013, based on a weighted average of
709,639 shares outstanding during the period, when the correct
number of shares was 1,226,570.  The resulting impact of using the
correct weighted average shares outstanding, combined with the
above adjustments, is to reduce the basic and diluted net loss per
share from $31.11 to $18.02.  All of the foregoing adjustments
reflect non-cash items in the Company's financial statements.

As restated, the Company reported a net loss of $10.80 million on
$389,547 of total revenue for the three months ended Sept. 30,
2013, as compared with a net loss of $10.98 million on $389,547 of
total revenue as previously reported.

The Company's restated balance sheet at Sept. 30, 2013, showed
$15.75 million in total assets, $13.59 million in total
liabilities, $4.02 million in series A and B convertible
preference shares of subsidiary and $1.85 million total
stockholders' deficit.  As originally reported, the Company's
balance sheet at Sept. 30, 2013, showed $15.75 million in total
assets, $5.80 million in total liabilities, $4.02 million in
series A and B convertible preference shares of subsidiary, and
$5.93 million in total stockholders' equity.

A copy of the Amended Quarterly Report is available for free at:

                         http://is.gd/UmVsuj

                       About WaferGen Bio-systems

Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research.  Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.

The Company reported a net loss of $8.2 million on $586,000 of
revenue in 2012, net loss of $13.1 million on $523,000 of revenue
in 2011.

As reported in the TCR on April 11, 2013, SingerLewak LLP, in San
Jose, California, expressed substantial doubt about WaferGen Bio-
systems' ability to continue as a going concern, citing the
Company's operating losses and negative cash flows since
inception.


WESTMORELAND COAL: T. Rowe Price Stake at 4.8% as of Dec. 31
------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, T Rowe Price Associates, Inc., disclosed that
as of Dec. 31, 2013, it beneficially owned 705,480 shares of
common stock of Westmoreland Coal Company representing 4.8 percent
of the shares outstanding.  The reporting person previously owned
772,800 common shares as of Dec. 31, 2012.  A copy of the
regulatory filing is available for free at http://is.gd/RE2WI9

                     About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

Westmoreland Coal incurred a net loss of $13.66 million in 2012, a
net loss of $36.87 million in 2011, and a net loss of $3.17
million in 2010.  The Company's balance sheet at Sept. 30, 2013,
showed $939.83 million in total assets, $1.22 billion in total
liabilities and a $280.31 million total deficit.

                           *     *     *

As reported by the TCR on Nov. 6, 2012, Standard & Poor's
Ratings Services raised its corporate credit rating on Englewood,
Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'.

"The upgrade reflects our view that WLB is less vulnerable to
default after successfully negotiating less restrictive covenant
requirements for an unrated $110 million term loan due 2018," said
credit analyst Gayle Bowerman.  "Our assessment of WLB's business
risk profile as 'vulnerable' and financial risk profile as 'highly
leveraged' are unchanged.  We also revised our liquidity score to
'adequate' based on the covenant relief and additional liquidity
provided under the company's new $20 million asset-based loan
(ABL) facility from 'less than adequate'."

Westmoreland Coal carries a Caa1 corporate family rating from
Moody's Investors Service.


WESTWAY GROUP: Moody's Revises Ba3 Rating Outlook to Negative
-------------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 senior secured
rating of Westway Group, LLC. Concurrent with this rating action,
Moody's  revised the rating outlook for Westway to negative from
stable.  Westway is a mid-size bulk liquid storage and ancillary
services provider owned by an affiliate of EQT Infrastructure II.

Ratings Rationale

The Ba3 rating affirmation and outlook change to negative factors
in the credit neutral benefits of Westway's anticipated sale of
its European business units, but also considers the intermediate-
term credit implications from the delay in the expansion of the
Grays Harbor, WA terminal. Westway's sale of its European business
units is intended to allow management to concentrate on their core
US terminals business. The European terminals business is being
sold to Koole Tanktransport B.V., a Dutch based storage and
transport company owned by an affiliate of EQT Infrastructure I.
The terminals to be divested as part of this transaction are
located in Liverpool, UK; Gdynia, Poland; Avonmouth, UK; and
Amsterdam, Netherlands. The divestiture is a result of a strategic
review by the sponsor and management to streamline operations and
focus on a smaller geographic base to implement strategic growth
initiatives. Closing is expected by the end of March 2014. Subject
to the approval of an amendment to the secured credit agreement,
we understand that proceeds from the transaction will be used to
partially pay existing debt and to fund future growth capital
expenditures at its remaining US terminals.

The change in outlook is due to a delay in the expansion of the
Grays Harbor, WA terminal and the loss of the associated cash flow
from that expansion until after 2016. The Grays Harbor expansion,
if and when completed, is expected to be a significant future
contributor to cash flow and operating margin. Our rating had
incorporated the Grays Harbor expansion being completed with cash
flow generation starting this year. This delay, due to the company
voluntarily extending the permitting process to include an EIS
("Environmental Impact Study"), will mean that Grays Harbor cash
flow generation will be delayed by three years, with expected cash
flow generation now anticipated in 2017, assuming that the related
environment concerns can be favorably and timely addressed.

In light of the delays and uncertainties at Grays Harbor, the
negative outlook also factors in the ongoing challenges associated
with implementing Westway's growth capital expenditure program for
infill projects at existing terminal sites.

In light of the negative rating outlook, the rating or outlook is
not likely to be revised upward in the near term. The rating
outlook could stabilize if the project shows improvement in its
credit metrics and if the timing of the Grays Harbor expansion
becomes more transparent leading to the completion of the
expansion. The outlook could also stabilize if over the course of
the next 12 to18 months, management demonstrates an ability to
manage the other growth capital expenditures leading to an
improvement in Westway's cash flow and credit metrics.

Conversely, the rating could be revised downward if Grays Harbor
is delayed further or it is canceled altogether and/or management
fails to execute on its other expansion activities and credit
metrics worsen.

The last rating action on Westway was taken on February 5, 2013,
when Moody's assigned the Ba3 rating with a stable outlook.

The principal methodology used in this rating was Generic Project
Finance Methodology published in December 2010.

Westway is a mid-size bulk liquid storage and ancillary services
provider based in New Orleans, LA. Westway is owned by an
affiliate of EQT Infrastructure II, a EUR1.9 billion
(approximately $2.6 billion) infrastructure fund advised by EQT
Partners, a leading European based investment advisor. EQT
Infrastructure targets existing infrastructure companies located
primarily in Europe and North America.


WPCS INTERNATIONAL: Iroquois Reports 9.9% Equity Stake
------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Iroquois Capital Management L.L.C. and its
affiliates disclosed that as of Dec. 31, 2013, they beneficially
owned 9.99 percent equity stake consisting of:

   * 89,303 shares of common stock;

   * 1,551,770 shares of Common Stock issuable upon conversion
     of senior secured convertible notes;

   * 311,249 shares of Common Stock issuable upon conversion
     of convertible preferred stock; and

   * 1,166,421 shares of Common Stock issuable upon exercise
     of warrants.

The percentage assumes the conversion of the reported senior
secured convertible notes, convertible preferred stock and the
exercise of the reported warrants.

Pursuant to the terms of the Reported Securities, the Reporting
Persons cannot convert or exercise, as applicable, any of the
Reported Securities if the Reporting Persons would beneficially
own, after any that conversion or exercise, more than 9.99 percent
of the outstanding shares of Common Stock and the percentage for
each Reporting Person gives effect to the 9.99 percent Blocker.

Consequently, at this time, the Reporting Persons are not able to
convert or exercise all of those Reported Securities due to the
9.99 percent Blocker.

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

                        http://is.gd/oFzIJo

                     About WPCS International

WPCS -- http://www.wpcs.com-- is a design-build engineering
company that focuses on the implementation requirements of
communications infrastructure.  The company provides its
engineering capabilities including wireless communications,
specialty construction and electrical power to the public
services, healthcare, energy and corporate enterprise markets
worldwide.

CohnReznick LLP, in Roseland, New Jersey, expressed substantial
doubt about WPCS International's ability to continue as a going
concern following the annual report for the year ended April 30,
2013.  The independent auditors noted that the Company has
incurred net losses and negative cash flows from operating
activities, had a working capital deficiency as of and for the
years ended April 30, 2013, and 2012, and has an accumulated
deficit as of April 30, 2013.

The Company reported a net loss of $6.8 million on $42.3 million
of revenue in fiscal 2013, compared with a net loss of
$20.6 million on $65.5 million in fiscal 2012.  The Company's
balance sheet at Oct. 31, 2013, showed $18.41 million in total
assets, $13.87 million in total liabilities, and $4.54 million in
total equity.


YRC WORLDWIDE: Refinances Over $1.1BB in Sr. Credit Facilities
--------------------------------------------------------------
YRC Worldwide Inc. has closed on the financing of a new $700
million term loan and a $450 million Asset-Based Loan facility.
The new ABL facility is $50 million larger than the company's
current ABL facility and will support approximately $365 million
letters of credit at closing.  The new ABL facility also includes
the ability to increase the facility size by an additional $100
million to accommodate future growth and may provide additional
liquidity for the business going forward.  The proceeds from the
new term loan facility will be used to refinance the previous term
loan and ABL facilities that were put in place in August 2007 and
were subsequently restructured in July 2011.  These new facilities
will extend maturities to 2019 and will provide interest savings
to the company of approximately $40 to $50 million per annum.

"These new senior debt facilities give the company a much less
leveraged, simplified and stable capital structure.  They also
significantly extend the runway to continue improving the
operating performance of YRC Freight and provide a healthy level
of liquidity so that we may continue increasing our investment in
our people, equipment and technology," said Jamie Pierson, chief
financial officer of YRC Worldwide.  "This refinancing was made
possible by our improved operating performance since we took over
in late 2011 and is reflective of the market"s recognition of the
progress we have made over that time frame.  The new credit
agreements are much more flexible than the previous agreements,
and when combined with the increased flexibility under our
recently ratified MOU extension, we are now well positioned to run
the business with an eye toward providing ever-improving service
to our customers, attractive jobs for our employees and value for
our shareholders," Pierson stated.

"Today is the culmination of a two-year journey and marks the
final step in the company's capital structure transformation.  We
are pleased with the support we received from each of our
stakeholders and will now have the ability to shed many of the
distractions of the past several years and focus solely on
improving the operations of the business," said James Welch, chief
executive officer of YRC Worldwide.  "As one of the nation's
original LTL companies, freight is our business, and we are an
essential part of the North American supply chain.  Every day, YRC
Freight, Holland, Reddaway and New Penn together have 15,000
drivers on the road serving 250,000 customers.  Now, we are set to
move forward with a competitive, five-year IBT contract,
significantly less debt, reduced interest payments and one of the
most experienced teams of freight professionals in North America,"
concluded Welch.

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers
its customers a wide range of transportation services.  These
services include global, national and regional transportation as
well as logistics.

For the year ended Dec. 31, 2012, the Company incurred a net loss
of $136.5 million on $4.85 billion of operating revenue, as
compared with a net loss of $354.4 million on $4.86 billion of
operating revenue during the prior year.  As of Sept. 30, 2013,
the Company had $2.13 billion in total assets, $2.79 billion in
total liabilities and a $665.8 million total shareholders'
deficit.

                           *     *     *

As reported by the TCR on Aug. 2, 2013, Moody's Investors Service
affirmed the rating of YRC Worldwide, Inc., corporate family
rating at Caa3.  The ratings outlook is has been changed to
positive from stable.

"The positive ratings outlook recognizes the important progress
that YRCW has made in restoring positive operating margins through
implementation of yield management initiatives, during a period of
stabilizing demand in the less than truckload ('LTL') segment,"
the report stated.

As reported by the TCR on Jan. 31, 2014, Standard & Poor's Ratings
Services said that it raised its ratings on Overland Park, Kansas-
based less-than-truckload (LTL) trucker YRC Worldwide Inc. (YRCW),
including the corporate credit rating to 'CCC+' from 'CCC'.  "The
upgrades reflect YRCW's improved liquidity position and minimal
debt maturities as a result of its proposed refinancing," said
Standard & Poor's credit analyst Anita Ogbara.


ZALE CORP: Ameriprise Stake at 5.7% as of Dec. 31
-------------------------------------------------
Ameriprise Financial, Inc., and Columbia Management Investment
Advisers, LLC, disclosed in a Schedule 13G filed with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2013, they
beneficially owned 1,879,213 shares of common stock of Zale Corp.
representing 5.72 percent of the shares outstanding.  A copy of
the regulatory filing is available for free at http://is.gd/UJ5Nai

                       About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,695 retail locations throughout the United States,
Canada and Puerto Rico, as well as online.  Zale Corporation's
brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers,
Peoples Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale
also operates online at http://www.zales.com/,
http://www.zalesoutlet.com/,
http://www.gordonsjewelers.com/and http://www.pagoda.com/

Zale Corp reported a net loss of $27.30 million for the three
months ended Oct. 31, 2013.  Zale Corp disclosed net earnings of
$10.01 million for the year ended July 31, 2013, as compared with
a net loss of $27.31 million for the year ended July 31, 2012.
The Company incurred a net loss of $112.30 million for the year
ended July 31, 2011 and a net loss of $93.67 million for the year
ended July 31, 2010.

As of Oct. 31, 2013, Zale Corporation had $1.31 billion in total
assets, $1.16 billion in total liabilities and $152.95 million in
total stockholders' investment.


ZALE CORP: Portolan Capital Stake at 2.8% as of Dec. 31
-------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Portolan Capital Management, LLC, and George McCabe
disclosed that as of Dec. 31, 2013, they beneficially owned
933,547 shares of common stock of Zale Corporation representing
2.84 percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/5yD2TH

                       About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,695 retail locations throughout the United States,
Canada and Puerto Rico, as well as online.  Zale Corporation's
brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers,
Peoples Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale
also operates online at http://www.zales.com/,
http://www.zalesoutlet.com/,
http://www.gordonsjewelers.com/and http://www.pagoda.com/

Zale Corp reported a net loss of $27.30 million for the three
months ended Oct. 31, 2013.  Zale Corp disclosed net earnings of
$10.01 million for the year ended July 31, 2013, as compared with
a net loss of $27.31 million for the year ended July 31, 2012.
The Company incurred a net loss of $112.30 million for the year
ended July 31, 2011 and a net loss of $93.67 million for the year
ended July 31, 2010.

As of Oct. 31, 2013, Zale Corporation had $1.31 billion in total
assets, $1.16 billion in total liabilities and $152.95 million in
total stockholders' investment.


* Argentina Takes Its Debt Case to the U.S. Supreme Court
---------------------------------------------------------
Steven M. Davidoff, writing for The New York Times' DealBook,
reported that Argentina has now staked the future of its debt, and
perhaps its financial fate, with the United States Supreme Court.
Argentina wants the nine justices to weigh in on a case involving
its obligations to holders of its government bonds and to resolve
the mess created by a handful of federal judges.

The DealBook related that the roots of the case go back to 2001,
when Argentina, in the midst of a severe economic downturn,
defaulted on $80 billion of government bonds. Now, Argentina is
asking the Supreme Court to throw out a lower-court ruling forcing
the South American country to pay up on these bonds.

The DealBook pointed out that in the wake of Argentina's default,
there is no bankruptcy regime for sovereign countries.  So back in
2005 and then again in 2010, Argentina forced the debt holders
into a deal offering them new bonds at 25 to 29 cents on the
dollar. More than 90 percent of the bondholders accepted, given
the alternative of getting nothing for the bonds.  But there were
holdouts, including thousands of Italian pensioners, and more
important, some hedge funds, which have been trying to get
Argentina to pay the bonds in full. Since then, a number of
entities, led by Elliott Management and Aurelius Capital
Management, have sought to compel Argentina to pay up.

In 2012, the hedge funds won a court order to seize an Argentine
Navy ship in Ghana and the president of Argentina, Cristina
Fernandez de Kirchner, no longer flies abroad on Argentine-owned
planes for fear the jets will be seized, the report further
related.  The hedge funds have a strong incentive to take any
property they can, since the bonds held by the holdouts are now
worth on paper about $15 billion, with accrued interest. But it's
not so easy to collect against a sovereign nation. Most countries
have "sovereign immunity laws," which prevent lawsuits against
them, as well as seizing their property.

The report said the hedge funds also sued in federal court in New
York to collect on these bonds. Normally, sovereign immunity would
protect Argentina. In fact, in the United States, there is also a
statute, the Foreign Sovereign Immunities Act, that would prevent
the hedge funds from seizing Argentine property to collect on the
bonds.


* S.&P., in Suit Defense, Seeks Docs About Obama-Geithner Meetings
------------------------------------------------------------------
William Alden, writing for The New York Times' DealBook, reported
that for Timothy F. Geithner, the former Treasury secretary,
meetings with President Obama were nothing out of the ordinary.
But one such meeting has taken on outsize significance for
Standard & Poor's, the ratings agency that is defending itself
against the government's claims of fraud.

According to the report, S.&P. has argued that the fraud lawsuit
was "retaliation" for its downgrade of United States long-term
debt in August 2011, when the country lost its sterling AAA rating
for the first time.

The ratings firm is now seeking any documents detailing a meeting
between Mr. Geithner and Mr. Obama that occurred shortly before
Mr. Geithner had an angry phone call with the chairman of S.&P.'s
parent company, according to court filings, the report related.

The firm, using records of Mr. Geithner's calendar, is zeroing in
on a meeting that took place from 9:30 to 10:10 a.m. on Aug. 8,
2011, just days after the downgrade, according to the documents
filed in United States District Court for the Central District of
California, the report further related.  Five minutes after that
meeting ended, S.&P. says, Mr. Geithner called Harold W. McGraw
III, the chairman of McGraw Hill Financial, to express his
displeasure with the downgrade.

S.&P. says that if it obtains documents about this meeting, as
well as about two similar meetings surrounding it, the information
might help the company bolster its defense, the report added.


* Apollo's Co-Founder Sees Opportunities in Distressed Debt
-----------------------------------------------------------
Chad Bray, writing for The New York Times' DealBook, reported that
despite a frenetic period of sales and spin-offs, Leon Black, the
co-founder of Apollo Global Management, said that there were still
attractive opportunities for private equity firms to invest in
distressed debt.

According to the report, speaking at SuperReturn International in
Berlin, Mr. Black said the difference was today's investments take
more time to identify and were "not like shooting ducks in a
barrel as in 2009." The firm has raised $18.4 billion for its
latest fund, which pursues both equity and debt investments.

Private equity firms don't have to have a "global recession to
have good distressed opportunities," Mr. Black said, the report
cited.

The last few years have been hectic for Apollo, which has engaged
in a series of big sales and initial public offerings of companies
within its portfolio, the report related.

Last May, Mr. Black famously said that Apollo was "selling
everything that is not nailed down" and it was a biblical time in
the cycle to realize returns on investments made when others
feared to invest in the aftermath of the financial crisis, the
report further related.


* Sharp Revenue Drops at Two Major U.S. Law Firms
-------------------------------------------------
Jennifer Smith, writing for The Wall Street Journal, reported that
sharp revenue drops at two major U.S. law firms are highlighting
the growing divide between the haves and have-nots in the stressed
legal business.

According to the report, Patton Boggs LLP, the venerable
Washington, D.C., law firm, told the Journal that revenue fell
12.4%, or about $39.5 million, last year. Known for its lobbying
prowess, the influence broker is in the midst of an overhaul after
disappointing financial results in 2012.

Last week, Bingham McCutchen LLP reported a 12.6% decline in
revenue for 2013, a roughly $110 million slide from the previous
year and the biggest revenue drop in years for the firm, which has
roots in Boston and more than 850 lawyers world-wide, the Journal
related.

The revenue declines are the most dramatic disclosed thus far in
the 2013 earnings season, according to early reports in the
American Lawyer magazine.

The numbers are still trickling in ahead of the publication's
annual spring report ranking the top 100 U.S. law firms by
financial performance, the Journal said.  But revenue shifts among
the 20 or so other firms listed so far ranged from a 7% drop at
Irell & Manella LLP to a 16% growth spurt at Munger, Tolles &
Olson LLP, which are both based in California.


* Encore Capital Agrees to Acquire Controlling Interest in Grove
----------------------------------------------------------------
Encore Capital Group, Inc., an international specialty finance
company, on Feb. 25 disclosed that it has entered into an
agreement to take a controlling stake in Grove Capital Management
(Grove), an investment group that purchases credit portfolios and
has a focus on UK insolvencies and Spanish assets.  The
transaction, which is subject to regulatory approval, is expected
to close late in the first quarter or early in the second quarter
of 2014.

The Grove transaction will broaden Encore's presence in the UK and
enable it to bring a full range of offerings to issuers in the UK
market.  Grove's largest business is the purchase and management
of insolvencies, consisting primarily of individual voluntary
arrangements (IVA), and bankruptcy receivables.  An IVA is a
formal, voluntary repayment plan negotiated with creditors and
entered into by individuals or businesses that wish to avoid a
bankruptcy.

"The proposed transaction with Grove is yet another example of
Encore's purposeful expansion into new geographies and asset
classes," said Ken Vecchione, Chief Executive Officer of Encore.
"Through this transaction, Encore will broaden the suite of
services it offers in the UK, while also gaining access to another
channel through which to deploy capital."

Grove differentiates itself and drives strong collections
performance through its sophisticated analytics, deep knowledge of
the consumer, and strong relationship with TDX Group, the largest
servicing platform for IVAs in the UK.  As a result, Grove has
quickly grown to be among the leading investors in UK insolvency
assets.

Kevin Fuller, Chief Executive Officer of Grove, said, "The
agreement with Encore shows the value of Grove's market position
and represents the start of an exciting new stage in our growth.
With access to Encore's strong capital position, we can be a
stronger partner for our UK clients and accelerate our growth in
Spain and other European markets, while maintaining the agility
and responsiveness that have been key to our success."

Mr. Vecchione said, "We believe this transaction, along with our
other recent acquisitions, provides us with increased optionality
by enabling us to allocate capital in multiple asset classes in
multiple geographies, to bring our shareholders the best returns."

                 About Grove Capital Management

Grove Capital Management is a specialist fund management firm,
focused on investment in consumer receivables.  Launched in 2010
to capitalize on growth in debt portfolio sales in the UK, Spain
and other markets, Grove has invested over GBP100 million in its
first 3 years of operations.

                About Encore Capital Group, Inc.

Encore Capital Group, an international specialty finance company
with operations spanning seven countries, provides debt recovery
solutions for consumers and property owners across a broad range
of assets.  Through its subsidiaries, the Company purchases
portfolios of consumer receivables from major banks, credit
unions, and utility providers, and partners with individuals as
they repay their obligations and work toward financial recovery.
Through its Propel Financial Services subsidiary, the Company
assists property owners who are delinquent on their property taxes
by structuring affordable monthly payment plans and purchases
delinquent tax liens directly from select taxing authorities.
Through its subsidiaries in the United Kingdom, Cabot Credit
Management and Marlin Financial Services, the Company is a market-
leading acquirer and manager of consumer debt in the United
Kingdom and Ireland.  Through its Refinancia subsidiary, the
Company services distressed consumer debt in Colombia and Peru.
Encore's success and future growth are driven by its sophisticated
and widespread use of analytics, its broad investments in data and
behavioral science, the significant cost advantages provided by
its highly efficient operating model and proven investment
strategy, and the Company's demonstrated commitment to conducting
business ethically and in ways that support its consumers'
financial recovery.

Headquartered in San Diego, Encore -- http://www.encorecapital.com
-- is a publicly traded NASDAQ Global Select company (ticker
symbol:ECPG) and a component stock of the Russell 2000, the S&P
SmallCap 600, and the Wilshire 4500.


* Del Sesto Joins Donoghue Barrett & Singal's Providence Office
---------------------------------------------------------------
In a major expansion of the scope and depth of its legal services,
Donoghue Barrett & Singal (DBS) announced on Feb. 11, 2014, that
Stephen F. Del Sesto has joined its Providence office as a
partner.  Mr. Del Sesto, who previously practiced at Shechtman
Halperin Savage, Pawtucket, R.I., officially joined DBS on
February 10.

A member of the bar in Rhode Island and Massachusetts, Mr. Del
Sesto specializes in corporate insolvency and restructuring,
general corporate counsel, and business and civil litigation. He
has more than a decade of experience managing high-profile
receivership matters and insolvent businesses, creditors' and
debtors' rights issues, commercial real estate transactions,
commercial zoning and licensing, and commercial business
transactions.

Jeffrey Chase-Lubitz, managing partner of the DBS Providence
office, said, "We are thrilled that a lawyer of Steve's stature is
joining our team. His experience and presence in the community
allows us to immediately broaden our services to existing and new
clients in Rhode Island and Massachusetts. Having his recognized
expertise at DBS is the first step of many to follow in a focused
effort to grow our office in the coming months."

Mr. Del Sesto said, "DBS provides an excellent platform for me to
build on my areas of practice and, more importantly, develop
additional corporate work. I intend to particularly focus on
helping small- to medium-sized businesses with a wide range of
legal services to assist in their continuing success and growth. I
look forward to working closely with a highly talented group of
lawyers who provide expert counsel and maintain the highest
standards of integrity and professionalism."

Well-known in Rhode Island business, government and legal circles,
Del Sesto has been a business and insolvency attorney for nearly
15 years. He has more than nine years' experience serving as a
court-appointed fiduciary in Rhode Island and Massachusetts
business disputes and business insolvencies, and experience with
alternative dispute resolution and as a civil business litigation
mediator.

For more than five years, he provided legal counsel and oversight
for the day-to-day operations of the Landmark Medical Center,
Woonsocket, which was successfully brought out of receivership and
purchased by Prime Healthcare Services last November.

Just recently, Mr. Del Sesto became a contributing author to
"Strategic Alternatives for Distressed Businesses," a two-volume
desk reference set that provides a thorough overview of options
available to distressed businesses, their creditors, and other
constituencies. His authorship focused on strategies and
alternatives available for distressed businesses in Rhode Island,
Massachusetts and Maine.

Mr. Del Sesto earned his law degree from Roger Williams University
School of Law and his undergraduate degree from the University of
Rhode Island. He was law clerk for the Honorable Maureen McKenna
Goldberg, Associate Justice of the Rhode Island Supreme Court and
the late Honorable Joseph R. Weisberger, Chief Justice of the
Rhode Island Supreme Court. He was also clerk for Judge O.
Rogeriee Thompson, former R.I. Superior Court Justice, who is now
a federal judge on the United States Court of Appeals for the
First Circuit.

He is a member of the R.I. Bar Association's Debtors' and
Creditors' Rights Committee, Business Organizations Committee and
a liaison with the Accountants Committee. Del Sesto is also a
founding member of the recently re-established Rhode Island
Chapter of the Turnaround Management Association and he serves on
the Board of Directors of New Urban Arts, Providence.

                   About Donoghue Barrett & Singal

Donoghue Barrett & Singal (DBS) has offices in Boston and
Providence, R.I. The firm, now observing its 25th anniversary, has
one of the largest healthcare practices in New England. DBS
provides strategic and legal counsel across health law,
litigation, and government relations. The firm combines deep
industry knowledge, dynamic thinking, and a collaborative approach
to help clients achieve their most important objectives. The
firm's expertise covers a broad spectrum of legal services in
nearly 30 industries. DBS co-founder Roger Donoghue is also a
principal in Murphy Donoghue Partners, a wholly owned subsidiary
of DBS that was formed in November 2013. Murphy Donoghue Partners,
which shares office space with DBS in Boston, provides
comprehensive lobbying services and strategies to a diverse group
of clients.


* Mintz Levin Bags "Consumer Services Deal of the Year' Award
--------------------------------------------------------------
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. was a deal
team member recipient of the 2013 "Consumer Services Deal of the
Year" Award at the 8th Annual M&A Advisor Turnaround Awards for
its work on the restructuring of the debt of the Mashantucket
Pequot Tribal Nation (Foxwoods Resort Casino).  The annual awards
honor "the best of the distressed investing and reorganization
industry."  An interdisciplinary group from the firm's Public
Finance and Bankruptcy, Restructuring & Commercial Law sections
were instrumental in the success of the award winning deal.

Additionally, Mintz Levin attorneys played an integral role in the
acquisition of Westerly Hospital by LMW Healthcare, Inc., which
was named the "Health Care/Life Sciences Deal of the Year" by M&A
Advisor.

The winners of the 8th Annual M&A Advisor Turnaround Awards were
selected by an independent jury of industry experts based on
nominations from over 500 companies.  M&A Advisor will honor the
2013 recipients at an awards gala on March 11 in Palm Springs,
Florida.

In connection with the restructuring of the Mashantucket Pequot
Tribal Nation's debt, Mintz Levin Members Ann-Ellen Hornidge ,
Paul J. Ricotta , Leonard Weiser-Varon and Miyoko Sato represented
the bond trustee and the interests of the holders of a $366
million tranche of subordinated bonds in a $1.9 billion capital
structure.  In addition to complex intercreditor negotiations,
unique issues in the transaction included Native American federal
gaming laws, state gaming compacts, and the restructuring of
management and investment arrangements of multi-national casino
operators.

Throughout the acquisition of Westerly Hospital by LMW Healthcare,
Inc., Mintz Levin's Ian A. Hammel provided counsel to the bond
trustee for Westerly Hospital's revenue bonds, representing the
bond trustee and interests of the bondholders in Westerly
Hospital's unique receivership proceedings, court-supervised sale
process and ultimate sale of its hospital business and related
assets.  Mintz Levin negotiated for and obtained payment in full
for the bondholders.


* Oleg Sabel Joins Otterbourg P.C.'s Real Estate Practice
---------------------------------------------------------
Otterbourg P.C. on Feb. 25 disclosed that Oleg Sabel has joined
the firm as a member of the firm in the real estate group.
Mr. Sabel's practice focuses on the buying, selling and financing
of a range of properties, including multi-family residential
complexes, office buildings, hotels, health care facilities and
retail centers.  He comes to the firm from Hogan Lovells.

Mr. Sabel's expertise will complement Otterbourg's banking and
finance practice by enhancing the real estate services the firm
provides to domestic and international banks, private equity
firms, hedge funds and other clients, said Daniel Wallen,
Otterbourg's chairman.

"Oleg is a great lawyer with a strong general real estate practice
that is a perfect fit for Otterbourg," Mr. Wallen said.  "Our
clients will benefit from his guidance on real estate matters, and
his clients will benefit from the guidance of our banking and
finance partners.  His move illustrates the opportunities that an
established mid-sized firm like ours provides to big firm lawyers.
We are excited to welcome Oleg to the firm."

Mr. Sabel said he was drawn to Otterbourg by the firm's
entrepreneurial spirit and deep commitment to client service, and
he is confident that the move will help him grow his practice.

"Otterbourg treats every client like its most important client and
has a strong team concept that insures its clients benefit from
all of the firm's resources," Mr. Sabel said.  "Today, real estate
companies and private equity firms are seeking mid-sized law firms
that have the flexibility to grow with them as they expand their
real estate investment portfolios.  Joining Otterbourg gives me
the opportunity to enter into this type of collaborative
relationship with my clients."

Mr. Sabel represents clients in a wide range of transactions
including acquisitions, dispositions, financings, joint ventures
and development transactions.  He represents tenants in large
leasing transactions, negotiates and drafts complex real estate
joint venture agreements, and conducts and supervises due
diligence projects in multi-jurisdictional transactions involving
multiple assets.  His clients include private equity firms, hedge
funds, mezzanine funds, real estate investment trusts and various
lenders.  He earned a B.S. from Cornell University and a J.D. from
Brooklyn Law School.

                      About Otterbourg P.C.

Otterbourg P.C. regularly represents clients in matters of
national and international scope, including institutional lenders
and creditors such as banks, asset-based lenders, hedge funds and
private equity firms.  The firm's practice includes domestic and
cross-border financings, litigation and alternative dispute
resolutions, restructuring and bankruptcy proceedings, mergers and
acquisitions and other corporate transactions, real estate and
trusts and estates.


* Randy Dow Joins McGlinchey Stafford's Fort Lauderdale Office
--------------------------------------------------------------
McGlinchey Stafford disclosed that Randy Dow has joined the firm's
Fort Lauderdale office.

Randy Dow is a seasoned trial attorney with more than 15 years of
experience in the areas of commercial litigation, bankruptcy and
creditors' rights, construction litigation, products liability
defense and insurance coverage.  He currently serves as statewide
litigation counsel for national and international corporations in
the construction, rental and real estate development industries.
His practice includes all aspects of litigation, from incident
investigation to jury trials, including cases involving complex
products liability claims or catastrophic injuries.  Mr. Dow has
earned numerous honors for his respected civil litigation and
products liability practice.  Mr. Dow received his J.D. from
Boston College in 1997 (cum laude) and his B.A. from Stonehill
College in 1994 (magna cum laude).

"We are thrilled that Randy has joined our team in Fort
Lauderdale," said Mark New, head of McGlinchey Stafford's Florida
offices.  "Randy's civil litigation experience will add another
dimension to the firm's established financial services and
commercial litigation practices in Florida."

In 2010, the national law firm McGlinchey Stafford opened its
first Florida office in Jacksonville, which was followed a year
later with the opening of an office in Fort Lauderdale, with the
initial purpose of serving clients in the financial services
industry.  Now, the firm's presence has grown to 23 lawyers in
Florida, serving multiple industries, with more than 180 attorneys
nationwide.

"McGlinchey Stafford's relationships with top national and
international corporations and its commitment to expanding its
presence in Florida were an irresistible combination for me,"
commented Mr. Dow.  "Joining McGlinchey Stafford will allow me to
better serve my existing clients with nationwide operations, and
provide new contacts and opportunities."

                    About McGlinchey Stafford

McGlinchey Stafford -- http://www.mcglinchey.com-- is a full-
service law firm providing innovative legal counsel to business
clients nationwide.  Guiding clients wherever business and law
intersect, McGlinchey Stafford's 180 attorneys are based in eleven
offices in California, Florida, Louisiana, Mississippi, New York,
Ohio and Texas.




                             *********

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, Ivy B. Magdadaro, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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