TCR_Public/140228.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, February 28, 2014, Vol. 18, No. 58

                            Headlines

333-345 GREEN: Co-Founder's Suit v. Lender Remanded to State Court
43 KINGSTON: Voluntary Chapter 11 Case Summary
ACCURATE SEPTIC: Case Summary & 2 Top Unsecured Creditors
ALICEVILLE GOVERNMENTAL: S&P Lowers Rating on 2011 Bonds to 'CCC'
ATLANTIC COAST: Wellington Mgt. Stake at 8.8% as of Dec. 31

ALION SCIENCE: Reports $18.5 Million Net Loss in Dec. 31 Qtr.
BENCHMARK ELECTRONICS: S&P Raises CCR to 'BB'; Outlook Stable
BIG DRIVE CATTLE: Trustee May Avoid $836K Transferred to Knisley
BON-TON STORES: FMR LLC Stake at 14.7% as of Feb. 13
BROWN MEDICAL: Sale of Cypress Station to Mark Khorsandi Okayed

BROWN MEDICAL: Furniture & Equipment Sold to Employees
BROWN MEDICAL: Assets Sold in Michael G. Brown Case
BUILDERS FIRSTSOURCE: Stadium Capital Stake at 13.5% as of Dec. 31
CAESARS ENTERTAINMENT: Paulson & Co. Stake at 8.9% as of Dec. 31
CARGO TRANS: Atty Fee Provision in Seaside Deal Not Applicable

CELL THERAPEUTICS: Annual Shareholders' Meeting Set on May 22
CELL THERAPEUTICS: FMR LLC Stake at 5.4% as of Feb. 13
CHARLOTTE RUSSE: S&P Raises CCR to 'B'; Outlook Stable
CHESAPEAKE OILFIELD: S&P Puts 'BB-' CCR on CreditWatch Developing
CHINA PRECISION: Delays Form 10-Q for Dec. 31 Quarter

CLOUD PEAK: S&P Assigns 'BB-' Rating to $200MM Sr. Unsecured Notes
COLOR STAR: SSG Capital Served as Investment Banker in Asset Sale
COMMUNITY SHORES: Daniel Wiersma Stake at 5.3% as of Dec. 31
CREST DARTMOUTH: Fitch Raises Class D Notes Rating to 'BBsf'
DECATUR EMERGENCY: Voluntary Chapter 11 Case Summary

DETROIT COMMUNITY: S&P Lowers Rating on 2005 Revenue Bonds to 'B'
DIOCESE OF STOCKTON: MORs Due Every 28th Day the Next Month
DIOCESE OF STOCKTON: UST Balks at Bid to Hire Heenan Comms
DIOCESE OF STOCKTON: UST Balks at Bid to Hire Rev. Pranaitis
DOTS LLC: Court Okays Gordon Brothers to Conduct GOB Sales

DOWNSTREAM DEVELOPMENT: S&P Revises Outlook & Affirms 'B' ICR
DUNE ENERGY: Highbridge Stake at 5.2% as of Dec. 31
DUNE ENERGY: TPG Opportunities Stake at 13.6% as of Dec. 31
DUNE ENERGY: West Face Stake at 15.2% as of Dec. 31
EASTCOAL INC: Completes Disposal of Gramsico Shareholding

EDDIE BAUER: Financing for Buyout Gets Delayed
ENDEAVOUR INTERNATIONAL: Steelhead Partners Holds 13.2% Stake
ENDEAVOUR INTERNATIONAL: Aristeia Capital Holds 7.8% Equity Stake
ETIENNE ESTATES: Case Summary & 8 Unsecured Creditors
FIRST SECURITY: Forest Hill Holds 6.6% Equity Stake

FNBH BANCORP: Amends 2.3 Million Shares Rights Prospectus
FREESEAS INC: Crede Stake at 9.9% as of Dec. 31
GADSDEN/ETOWAH EMS: Files Chapter 11 to Sell Assets
GADSDEN/ESTOWAH: Voluntary Chapter 11 Case Summary
GENE CUNNINGHAM: Case Converted to Ch.7; Staking Rink Closes Door

GENERAL MOTORS: Could Face $35-Mil. Fine for Recalls
GLOBAL AVIATION: Court Allows KCC to Provide Additional Services
GLOBAL AVIATION: Court Extends Lease Decision Period to June 10
GLOBAL AVIATION: Claims Bar Date Set for April 25
GREECE: Banks Need at Least US$6-Bil. More

GREEKTOWN HOLDINGS: S&P Assigns 'B-' CCR & Rates $425MM Notes 'B-'
HARRISBURG, PA: Judge Grants Application to Vacate Receivership
HORIZON LINES: Western Asset Stake at 13.5% as of Dec. 31
HTH LEARNING: Fitch Affirms 'BB+' Rating on Series 2008A Bonds
IMS HEALTH: S&P Retains 'B+' CCR on CreditWatch Positive

INTERLINE BRANDS: S&P Assigns 'B' Rating on $350MM Term Loan
INTRALINKS INC: S&P Assigns 'BB' Rating to $80MM Loan Due 2019
ISTAR FINANCIAL: PointState No Longer a Shareholder
JACKSONVILLE BANCORP: Wellington Mgt. Stake at 8.3% as of Dec. 31
JACKSONVILLE BANCORP: Ithan Creek Stake at 1.3% as of Dec. 31

JACKSONVILLE BANCORP: Endeavour Stake at 11.2% as of Dec. 31
JAMES ALBERT D'ANGELO: Suit Against JPMorgan Dismissed
JSM PROPERTIES: Voluntary Chapter 11 Case Summary
KEY PLASTICS: Minority Investor Allowed to Review Books & Records
KIPP INC: Fitch Affirms 'BB+' Rating on 2009A Bonds

KLN STEEL: Some Payments to Pre-Bankruptcy Advisor Avoidable
KREIN-ONE LLC: Case Summary & 9 Largest Unsecured Creditors
KREIN-TWO LLC: Case Summary & 8 Largest Unsecured Creditors
LANE AWARD: Voluntary Chapter 11 Case Summary
LEHMAN BROTHERS: To Make Fifth Payment to Creditors April 3

LEHMAN BROTHERS: Court Approves Freddie Mac Deal
LEHMAN BROTHERS: To Establish $44MM Reserve for Stonehill Claims
LEHMAN BROTHERS: 16 Avoidance Suits Remain Stayed Thru May 20
LEHMAN BROTHERS: Seeks Approval of Settlement With IRS
LEHMAN BROTHERS: Files 51st Status Report on Claims Settlement

LEVEL 3: V. Prem Watsa No Longer a Shareholder
MBA WASTE SERVICES: Voluntary Chapter 11 Case Summary
MEDIA GENERAL: James Dondero Stake at 9.9% as of Dec. 31
MEDIA GENERAL: Rich Barrera Stake at 5.3% as of Dec. 31
MENDOCINO COAST RECREATION: Suit Against UHC, et al. Dismissed

MERRIMACK PHARMACEUTICALS: Board OKs $645,000 Executive Bonuses
MERRIMACK PHARMACEUTICALS: FMR LLC Stake at 15% as of Feb. 13
MGM RESORTS: Paulson & Co. Stake at 5.8% as of Dec. 31
MI PUEBLO: Wants Perkins Coie to Handle Financing Transactions
MICROVISION INC: Crede CG Stake at 9.9% as of Dec. 31

MOMENTIVE SPECIALTY: Director Resigns, New Director Appointed
MORGANS HOTEL: Long Pond No Longer a Shareholder
MOUNTAIN PROVINCE: Amends 2012 Annual Report to Add Exhibit
NATIONAL ENVELOPE: Unisource Worldwide Agrees to Setoff Claim
NAVISTAR INTERNATIONAL: Discovery Stake at 6.2% as of Dec. 31

NAVISTAR INTERNATIONAL: Kenneth Griffin Stake Down to 0.1%
NELSON EDUCATION: S&P Lowers CCR to 'CCC-' on Refinancing Risk
NEW CENTAUR: S&P Raises 1st Lien Debt Rating to 'BB-'
NEW MILLENIUM MANAGEMENT: Exclusivity Terminated; To Have Trustee
NEWPAGE HOLDINGS: Posts Net Loss of $2 Million in Year-End 2013

NFC DATA: In Default of Loans Under Play LA Share Purchase Deal
NORTH AMERICAN BREWERIES: S&P Removes 'B' CCR From CreditWatch
OHCMC-OSWEGO LLC: Files for Chapter 11 to Sell Assets
OHCMC-OSWEGO LLC: Proposes Rally Capital's Samuels as CRO
ORCHARD SUPPLY: Court Approves Stipulation Lifting Automatic Stay

PACIFIC ETHANOL: Reports Earnings; To Restart Madera Plant
PLY GEM HOLDINGS: Steven Lefkowitz Stake at 69.9% as of Dec. 31
PLY GEM HOLDINGS: G. Robinette Stake Down to 0.1% as of Dec. 31
PORTER BANCORP: Mendon Capital Stake at 2.99% as of Dec. 31
PORTER BANCORP: Daniel Ellefson Stake at 1.8% as of Dec. 31

PRIME CHOICE FOODS: Case Summary & 21 Largest Unsecured Creditors
PROMMIS HOLDINGS: March 4 Hearing on Greenspon Bid for Stay Relief
PROMMIS HOLDINGS: Has Settlement With Cypress Innovations
QUANTUM FOODS: Taps BMC Group as Claims and Notice Agent
QUANTUM FOODS: Proposes to Pay Claims of Critical Vendors

QUANTUM FOODS: Has DIP Financing From Prepetition Lenders
QUANTUM CORP: FMR LLC Stake at 10.7% as of Feb. 13
QUANTUM CORP: Amici Capital Stake at 3% as of Dec. 31
QUIZNOS: Moves Toward Bankruptcy Filing
RAHA LAKES: March 5 Hearing on Final Decree Closing Case

REGAL ENTERTAINMENT: S&P Rates $350MM Sr. Unsecured Notes 'B-'
REPUBLIC OF TEXAS: Gets Numerous Inquiries From Investor Base
ROGER BANCSHARES: Liquidating Plan Filed; Mar. 14 Disclosures Hrg.
SAVIENT PHARMACEUTICALS: Skadden to Advise on Post-Sale Issues
SELECT MEDICAL: S&P Assigns 'BB-' Rating to New $814MM Term Loans

SIDEWINDER DRILLING: S&P Revises Outlook to Neg. & Affirms B- CCR
SHEFA LLC: Voluntary Chapter 11 Case Summary
SMOKY MOUNTAIN MOTELS: Case Summary & 20 Top Unsecured Creditors
SNO MOUNTAIN: Camaras May Prosecute State Court Lawsuit
SPIRIT REALTY: S&P Affirms 'BB-' CCR & Revises Outlook to Positive

STELERA WIRELESS: American Legal Okayed as Balloting Agent
STEVE MCKENZIE: Suit Over Transfer of Auto Mall Goes to Trial
STEVEN BROWN: BACPA Did Not Abrogate Absolute Priority Rule
SWJ HOLDINGS: Voluntary Chapter 11 Case Summary
THOMPSON CREEK: Letko Brosseau Has 6.1% Stake

TREEHOUSE FOODS: S&P Raises CCR to 'BB'; Outlook Stable
TRISTAR FIRE: Jury Trial to Be Held on Union's Alter-Ego Claims
TRONOX LTD: Posts Net Loss of $48 Million in Fourth Quarter 2013
UKRAINE: Would Seek US$15-Bil. of Aid from IMF
USEC INC: Global X Stake at 2.3% as of Dec. 31

USG CORP: Prem Watsa Stake at 1.2% as of Dec. 31
UTI WORLDWIDE: Warns About Danger of Defaulting on its Debt
UTSTARCOM INC: Prescott Stake at 5.9% as of Dec. 31
WEST CORP: Thomas H. Lee Stake at 43.3% as of Dec. 31
WEST CORP: Gary West Stake at 9.1% as of Dec. 31

WEST CORP: FMR LLC Reports 8.3% Stake
WESTMORELAND COAL: Nelson Obus Stake at 5.1% as of Dec. 31
WINDSPIRE ENERGY: Court Rules in Committee Suit Against D&Os
WME IMG: S&P Assigns 'B' Corporate Credit Rating; Outlook Stable
WYLDFIRE ENERGY: Chapter 11 Plan Declared Effective Feb. 18

XTREME POWER: Jordan Hyden Approved as Bankruptcy Counsel
YRC WORLDWIDE: Spectrum Group Stake at 8.8% as of Dec. 31
YRC WORLDWIDE: Raging Capital Stake at 5.9% as of Dec. 31
YRC WORLDWIDE: Whippoorwill No Longer a Shareholder
YRC WORLDWIDE: Owl Creek No Longer a Shareholder as of Dec. 31

YRC WORLDWIDE: Prescott No Longer a Shareholder as of Dec. 31
Z REALTY GROUP: Voluntary Chapter 11 Case Summary
ZINKIA: Spain Producer of Kids' Show 'Pocoyo' Files for Bankruptcy

* The Deal Announces Results of Q4 2013 Bankruptcy League Tables
* Schultze Was Lead Speaker in Harvard Restructuring Course
* Bankruptcy Attorney Sherri Dahl Joins Roetzel's Cleveland Office

* BOOK REVIEW: A Legal History of Money in the United States,
               1774-1970


                             *********


333-345 GREEN: Co-Founder's Suit v. Lender Remanded to State Court
------------------------------------------------------------------
In the case, MARTIN DASKAL, individually and on behalf of 333-345
GREEN LLC, Plaintiff, v. BANCO POPULAR NORTH AMERICA, Defendant,
No. 13-CV-01942 (NGG) (VVP) (E.D.N.Y.), District Judge Nicholas G.
Garaufis denied the Plaintiff's motion to refer the matter to the
bankruptcy court, and granted the Defendant's motion to abstain
and remand to state court.  The Defendant's request for costs and
fees is also denied.

Martin Daskal, a New York resident, individually and on behalf of
333-345 Green, LLC, a New York limited liability company, brought
the action against Banco Popular North America, a New York banking
corporation, in the Commercial Division of the New York Supreme
Court, Kings County on March 2, 2012, alleging breach of fiduciary
duty, breach of contract, and fraud.  Mr. Daskal has requested
injunctive relief and a declaratory judgment in connection with a
loan and subsequent foreclosure on property located at 333-345
Greene Avenue in Brooklyn, New York.

In June 2006, 333-345 Green LLC, whose members are Mr. Daskal and
non-party Joseph Tyrnauer, obtained a loan from the Bank to
finance development of the Property. The loan was structured so
that Mr. Daskal would receive funds at various intervals
throughout the development process.

Mr. Daskal alleges that the Bank allowed Mr. Tymauer, whose
company was the contractor for the development work, to
fraudulently withdraw funds from the loan for his personal use by
releasing funds at improper times and not monitoring excessive
expense claims.  Mr. Daskal  alleges that he warned Defendant of
the fraud and that the Bank perpetuated Mr. Tyrnauer's fraud by
improperly releasing funds when it had evidence of fraud.

The Debtor defaulted on the loan and the Bank thereafter commenced
foreclosure proceedings against the Property.  Mr. Daskal alleges
that the Debtor defaulted on the loan because of the Bank's
"conduct in permitting Tyrnauer to perpetuate a fraudulent scheme
to draw excessive funds."  Mr. Daskal has requested damages, an
order declaring the loan documents invalid, or an order reducing
the amount Plaintiff owes under the loan.  He also requested a
stay of the foreclosure proceedings, but on Jan. 17, 2012, The
Commercial Division entered an Order granting summary judgment to
the Bank in its foreclosure proceeding against Mr. Daskal.

Mr. Daskal removed this action from the state court on April 5,
2013, pursuant to 28 U.S.C. Sections 1334(b) and 1452(a) on the
grounds that it is related to the Debtor's Chapter 11 bankruptcy
proceeding.  Mr. Daskal has moved for the court to refer this
matter to the U.S. Bankruptcy Court for the Eastern District of
New York pursuant to Judge Weinstein's reference order of August
28, 1986.  The Bank opposes referral to the bankruptcy court and
has moved for the court to abstain and remand this matter to the
state court pursuant to 28 U.S.C. Sections 1334(c)(1), (c)(2), or
1452(b).

In a Feb. 24, 2014 Memorandum and Order available at
http://is.gd/9ZY4OFfrom Leagle.com, Judge Garaufis agreed with
the Bank that the Commercial Division generally has been
considered a timely forum and further finds that Mr. Daskal has
not carried his burden of proof in showing that the matter cannot
be timely adjudicated in state court.  The court therefore finds
that the final element for mandatory abstention has been met.
Accordingly, the proceeding is remanded to the state court.

                      About 333-345 Green LLC

333-345 Green LLC filed a Chapter 11 petition (Bankr. E.D.N.Y.
Case No. 13-40085) in Brooklyn on Jan. 8, 2013.  The Debtor, which
is engaged in the development and management of real property,
disclosed total assets of $16.0 million and liabilities of
$26.9 million in its schedules.  The property in 333-345 Greene
Avenue, in Brooklyn, is valued at $16 million and secures a
$25.2 million debt.  Team Greene is the owner and record holder of
the existing first mortgage and related loan documents with the
Debtor.

Marc A. Pergament, Esq., at Weinberg Gross & Pergament, LLP,
in Garden City, N.Y., serves as counsel to the Debtor.

The Bankruptcy Court on Jan. 2, 2014, entered a final decree
closing the Chapter 11 case of 333-345 Green LLC.

The Debtor on May 13, 2013, obtained confirmation of its First
Amended Plan dated April 5.


43 KINGSTON: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: 43 Kingston LLC
        47 Brook Rd
        Valley Stream, NY 11581

Case No.: 14-40792

Chapter 11 Petition Date: February 26, 2014

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Hon. Carla E. Craig

Debtor's Counsel: Neil Cohen, Esq.
                  32 Court Street, Suite 507
                  Brooklyn, NY 11201
                  Tel: 718-624-3246
                  Fax: 718-875-5883
                  Email: neilcohen@lawyer.com

Total Assets: $473,000

Total Liabilities: $530,000

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


ACCURATE SEPTIC: Case Summary & 2 Top Unsecured Creditors
---------------------------------------------------------
Debtor: Accurate Septic Holdings, LLC
        4120 Selvitz Road
        Fort Pierce, FL 34981

Case No.: 14-14472

Chapter 11 Petition Date: February 26, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Erik P. Kimball

Debtor's Counsel: Julianne R. Frank, Esq.
                  FRANK, WHITE-BOYD, PA
                  11382 Prosperity Farms Rd #230
                  Palm Beach Gardens, FL 33410
                  Tel: 561.626.4700
                  Fax: 561.627.9479
                  Email: fwbbnk@fwbpa.com

Total Assets: $292,500

Total Liabilities: $1.30 million

The petition was signed by David E. Whiteside, managing member.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb14-14472.pdf


ALICEVILLE GOVERNMENTAL: S&P Lowers Rating on 2011 Bonds to 'CCC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered by three
notches to 'CCC' from 'BBB' its rating on Aliceville Governmental
Utilities Services Corp., (GUSC). Ala.'s series 2011 bonds.  At
the same time, S&P is placing the rating on CreditWatch with
developing implications.

"The downgrade reflects a draw on the debt service reserve fund,
the second such draw in the last six months, to meet the Feb. 1,
2014, interest payment on the bonds," said Standard & Poor's
credit analyst Theodore Chapman.  "The rating of 'CCC' indicates
that there may not be sufficient pledged revenues on hand with the
trustee for the Aug. 1, 2014, principal and interest payment of
$1.01 million.

The GUSC remains in a rate dispute with the Federal Bureau of
Prisons, as initial inmate levels at the Aliceville facility were
less than originally planned and arrived later than anticipated.

The CreditWatch placement reflects the possibility that there is
still time to achieve resolution before Aug. 1, 2014, not only to
meet the next scheduled payment but also to replenish the debt
service reserve fund to covenant levels.


ATLANTIC COAST: Wellington Mgt. Stake at 8.8% as of Dec. 31
-----------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Wellington Management Company, LLP, disclosed that as
of Dec. 31, 2013, it beneficially owned 1,368,820 shares of common
stock of Atlantic Coast Financial Corporation representing 8.83
percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/9LpmK4

                        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.

For the year ended Dec. 31, 2013, the Company incurred a net loss
of $11.40 million on $28.83 million of total interest and dividend
income as compared with a net loss of $6.66 million on $33.50
million of total interest and dividend income during the prior
year.  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.


ALION SCIENCE: Reports $18.5 Million Net Loss in Dec. 31 Qtr.
-------------------------------------------------------------
Alion Science and Technology Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $18.46 million on $185.38 million of
contract revenue for the three months ended Dec. 31, 2013, as
compared with a net loss of $11.02 million on $204.32 million of
contract revenue for the same period last year.

As of Dec. 31, 2013, the Company had $599.39 million in total
assets, $787.09 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 $270.51
million accumulated deficit.

"Our liabilities exceed our assets which makes refinancing our
debt more difficult and expensive.  Operating cash flow is
insufficient to repay the Secured and Unsecured Notes at maturity,
which raises substantial doubt as to the Company's ability to
continue as a going concern," the Company said in the Form 10-Q.

                        Bankruptcy Warning

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.  On Dec. 24, 2013, Alion entered into an agreement
with the holders of a majority of its Unsecured Notes regarding
certain possible refinancing transactions.

The proposed refinancing transactions involve: replacing Alion's
credit facility; refinancing the Secured Notes with $350 million
in new secured term loans; exchanging our Unsecured Notes for
either new third lien notes and a series of new warrants, or a
limited amount of cash for a portion of Unsecured Notes at a price
below par; payment of accrued and unpaid interest; and obtaining
certain consents from Unsecured Noteholders.

"However, management can provide no assurance that we will be able
to enter into definitive agreements regarding the terms of the
refinancing transactions or conclude a refinancing of our
Unsecured Notes, or that additional financing will be available to
retire or replace our Secured Notes, and if available, that terms
of any transaction would be favorable or compliant with the
conditions for such financing set forth in the Refinancing Support
Agreement.  The Company's high debt levels, of which $332.5
million matures on November 1, 2014 and Alion's recurring losses
will likely make it more difficult for Alion to raise capital on
favorable terms and could hinder its operations.  Further, default
under the Unsecured Note Indenture or the Secured Note Indenture
could allow lenders 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 will likely require us to invoke insolvency proceedings
including, but not limited to, a voluntary case under the U.S.
Bankruptcy Code," the Company said.

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

                       http://is.gd/q1s1xH

                       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.  In 2013, Alion Science
incurred a net loss of $36.59 million.

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.


BENCHMARK ELECTRONICS: S&P Raises CCR to 'BB'; Outlook Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Angleton, Texas-based Benchmark Electronics Inc.
to 'BB' from 'BB-'.  The outlook is stable.

"We base our upgrade primarily on our revision of Benchmark's
financial policy modifier to 'neutral' from 'negative' based on
our expectation that the company will maintain consistent
profitability levels, positive free operating cash flow, and
conservative financial policies," said Standard & Poor's credit
analyst Martha Toll-Reed.

These factors, combined with Benchmark's limited leverage, provide
sufficient debt capacity for it to fund potential midsize
strategic acquisitions without impairing its "modest" financial
risk profile.  Consequently, S&P is raising the corporate credit
rating to 'BB', consistent with its assessment of Benchmark's
"weak" business risk profile, "modest" financial risk profile, and
"negative" comparable rating analysis.  S&P views the industry
risk as "moderately high" and the country risk as "low".

Standard & Poor's views Benchmark's business risk profile as
"weak", reflecting the company's second-tier market position,
limited earnings visibility, and highly competitive industry
conditions.  Although Benchmark's revenues remain concentrated in
the more mature computer and telecommunications segments, the
company benefits from its strategic focus on nontraditional EMS
segments, which have higher growth and profitability
characteristics.  Nevertheless, S&P's "negative" comparable rating
analysis reflects Benchmark's relatively small operating scale in
comparison to other 'bb+' rated companies and its vulnerability to
operating performance volatility.

The outlook is stable, supported by a financial risk profile that
is strong for the current rating, and S&P's expectation that
Benchmark will sustain revenue growth and consistent profitability
in the near term.  The current rating and outlook incorporate the
potential for moderate, debt-financed strategic acquisitions over
the near to intermediate term.

Ratings upside is constrained by highly competitive industry
conditions and Benchmark's vulnerability to potential earnings
volatility due to its relatively modest operating scale.

Although not expected over the next 12 months, S&P could lower the
rating if increased competition or earnings volatility caused a
material decline in EBITDA, such that adjusted leverage exceeds 2x
on a sustained basis.


BIG DRIVE CATTLE: Trustee May Avoid $836K Transferred to Knisley
----------------------------------------------------------------
Bankruptcy Judge Thomas L. Saladino ruled on cross-motions for
summary judgment filed by the parties in the lawsuit, JAMES A.
OVERCASH, Chapter 11 Trustee, Plaintiff, v. CAROL KNISLEY,
Defendant, No. A13-4040 (Bankr. D. Neb.).

Mr. Overcash, the bankruptcy trustee for Big Drive Cattle, L.L.C.,
filed the adversary proceeding to recover alleged preferential
transfers totaling $836,066.64 from the defendant.  The defendant
asserts that the transfers were of funds held in bailment for him
as proceeds from the sale of cattle owned by him but fed at the
feedlot operated by the debtor and sold by the debtor on his
behalf to third parties.

According to the Court, the trustee has established that within
one year before BDC filed its bankruptcy petition, Mr. Knisley
received transfers of funds that had become BDC's property, in
payment of debts owed by BDC to him, while BDC was insolvent, and
that enabled him to receive more than other unsecured creditors
did or will.  Because the transfers at issue were clearly
preferential, the Court held that the plaintiff's motion for
summary judgment is granted, and the defendant's motion for
summary judgment is denied.

Mr. Knisley has held an equity membership interest in BDC since
its inception in February 2009.

A copy of the Court's Feb. 20, 2014 Order is available at
http://is.gd/TbNfSzfrom Leagle.com.

Big Drive Cattle LLC filed Chapter 11 bankruptcy (Bankr. D. Neb.
Case No. 11-42415) on Sept. 9, 2011.  The Cedar Rapids, Nebraska-
based company is represented in the bankruptcy case by Patrick
Raymond Turner, Esq. -- patrick.turner@huschblackwell.com -- at
Husch Blackwell Sanders LLP.  It estimated $1 million to $10
million in both assets and debts.  The petition was signed by
Cecil Don Haun, managing member.


BON-TON STORES: FMR LLC Stake at 14.7% as of Feb. 13
----------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission on Feb. 13, 2014, FMR LLC and Edward C.
Johnson 3d disclosed that they beneficially owned 2,589,289 shares
of common stock of Bon-Ton Stores Incorporated representing 14.779
percent of the shares outstanding.  The reporting persons
previously owned 2,221,409 shares at Feb. 13, 2013.  A copy of the
regulatory filing is available for free at http://is.gd/JyMKoj

                        About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 273 department
stores, which includes 10 furniture galleries, in 25 states in the
Northeast, Midwest and upper Great Plains under the Bon-Ton,
Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman,
Herberger's and Younkers nameplates and, in the Detroit, Michigan
area, under the Parisian nameplate.

For the 39 weeks ended Nov. 2, 2013, the Company reported a net
loss of $64.89 million.  The Company incurred a net loss of $21.55
million for the year ended Feb. 2, 2013, following a net loss of
$12.12 million for the year ended Jan. 28, 2012.  The Company's
balance sheet at Nov. 2, 2013, showed $1.80 billion in total
assets, $1.75 billion in total liabilities and $48.87 million in
total shareholders' equity.

                           *     *     *

As reported by the TCR on May 15, 2013, Moody's Investors Service
upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3
from Caa1 and its Probability of Default Rating to B3-PD from
Caa1-PD.

"The upgrade of Bon-Ton's Corporate Family Rating considers the
company's ability to drive modest same store sales growth as well
as operating margin expansion beginning in the second half of 2012
and that these positive trends have continued, with the company
reporting that its same store were positive, and EBITDA margins
expanded, in the first fiscal quarter of 2013," said Moody's Vice
President Scott Tuhy.

As reported by the TCR on May 17, 2013, Standard & Poor's Ratings
Services affirmed the 'B-' corporate credit rating on The Bon-Ton
Stores Inc.


BROWN MEDICAL: Sale of Cypress Station to Mark Khorsandi Okayed
---------------------------------------------------------------
The Bankruptcy Court authorized Elizabeth M. Guffy, the chapter 11
trustee of Brown Medical Center, Inc., to sell the so-called
Cypress Station assets -- personal property located at 110 Cypress
Station Drive, Suite 248, Houston, Texas -- to Dr. Mark Khorsandi
for the purchase price of $13,593.

Pursuant to the bid procedures order, potential bidders had until
Dec. 10, 2013, at 5:00 p.m. to submit qualified bids.  The Chapter
11 trustee did not receive any qualified bids for the Cypress
Station Assets.  After the auction, the trustee received two bids
for the Cypress Station assets, and Dr. Khorsandi's bid was
declared the highest and best offer received by the trustee.

                       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: Furniture & Equipment Sold to Employees
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized Elizabeth M. Guffy, the chapter 11 trustee for Brown
Medical Center, Inc., in January to sell various furniture and
equipment to employees:

   a. Dell Laptop computer - $75
   b. Dell desktop computer with monitor and keyboard/mouse - $75
   c. iMac computer with keyboard/mouse - $150
   d. Desk - $30
   e. Book helf - $20
   f. Filing cabinet - $20
   g. Chairs - $20
   h. Artwork -$20

In its motion, the Chapter 11 trustee said that several of the
Debtor's employees have approached the trustee with offers to
purchase miscellaneous unencumbered office furniture and equipment
from the estate such as computers, desks, and chairs.  The trustee
does not believe she would be able to obtain greater value for the
estate if these items were sold at auction.

Further, the Chapter 11 trustee is authorized to sell any other
equipment or furniture of the Debtor in her discretion and without
further order of the Court, provided that (i) the agreed upon
sales price is less than $500; (2) the furniture or equipment is
not subject to any lien; and the (iii) the furniture or equipment
is by its nature office equipment and not medical equipment.

Each sale conducted will be sold "as is, where is" with no
representation or warranty of any kind.

                       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: Assets Sold in Michael G. Brown Case
---------------------------------------------------
Elizabeth M. Guffy, the chapter 11 trustee for Brown Medical
Center, Inc., filed with the Bankruptcy Court a notice of auction
results regarding the sale of assets previously authorized in the
Michael G. Brown case.

Webster's Auction Palace Inc. conducted a public auction of the
estate's generators and trailers on Jan. 12, 2014.  The proceeds
from the auction were:

   Gross Proceeds      Expenses/     Net Proceeds
                       Commission
   --------------      ----------    ------------
       $74,000            $11,100       $62,900

               Total Net Proceeds       $62,900

On Jan. 8, 2014, the Chapter 11 trustee was authorized to sell
generators and any other assets that may later be determined to be
property of the BMC estate authorized in Michael G. Brown jointly
administered cases on an "as is where is" basis.  Pursuant to the
orders entered in that case, Webster has already marketed the
generators and other assets for auction.  These marketing efforts
have been fruitful as Webster believes that multiple parties will
appear and bid on the generators at the auction.  However, the BMC
Trustee believes that parties will be reluctant to bid on such
items if subsequent Court approval is required.

                       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.


BUILDERS FIRSTSOURCE: Stadium Capital Stake at 13.5% as of Dec. 31
------------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Stadium Capital Management, LLC, and its
affiliates disclosed that as of Dec. 31, 2013, they beneficially
owned 13,152,851 shares of common stock of Builders FirstSource,
Inc., representing 13.5 percent of the shares outstanding.
Stadium Capital previously reported beneficial ownership of
14,899,870 shares as of Dec. 31, 2012.  A copy of the regulatory
filing is available for free at http://is.gd/UImu0r

                    About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource Inc. --
http://www.bldr.com/-- supplies and manufactures building
products for residential new construction.  The Company operates
in nine states, principally in the southern and eastern United
States, and has 55 distribution centers and 51 manufacturing
facilities, many of which are located on the same premises as its
distribution facilities.

Builders FirstSource reported a net loss of $56.85 million in
2012, a net loss of $64.99 million in 2011 and a $95.50 million in
2010.  The Company's balance sheet at Sept. 30, 2013, showed
$533.87 million in total assets, $528.41 million in total
liabilities and $5.45 million in total stockholders' equity.

                           *     *     *

As reported by the TCR on May 15, 2013, Standard & Poor's Ratings
Services Inc. said it raised its corporate credit rating on
Dallas-based Builders FirstSource to 'B' from 'CCC'.  "The upgrade
acknowledges U.S.-based building materials manufacturer and
distributor Builders FirstSource Inc.'s 'strong' liquidity based
on the company's proposed recapitalization," said Standard &
Poor's credit analyst James Fielding.

Builders FirstSource carries a Caa1 Corporate Family Rating from
Moody's Investors Service.


CAESARS ENTERTAINMENT: Paulson & Co. Stake at 8.9% as of Dec. 31
----------------------------------------------------------------
Paulson & Co. Inc. disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that as of Dec. 31, 2013, it
beneficially owned 12,267,190 shares of common stock of Caesars
Entertainment Corporation representing 8.96 percent of the shares
outstanding.  Paulson & Co. previously reported beneficial
ownership of 12,372,835 common shares as of Dec. 31, 2012.  A copy
of the regulatory filing is available for free at:

                      http://is.gd/dQOZw0

                  About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

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

The Company incurred a net loss of $1.49 billion on $8.58 billion
of net revenues for the year ended Dec. 31, 2012, as compared with
a net loss of $666.70 million on $8.57 billion of net revenues
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $26.09 billion in total assets, $27.59 billion in
total liabilities and a $1.49 billion total deficit.

                           *     *     *

Caesars Entertainment carries a 'CCC' long-term issuer default
rating, with negative outlook, from Fitch and a 'Caa1' corporate
family rating with negative outlook from Moody's Investors
Service.

As reported in the TCR on Feb. 5, 2013, Moody's Investors Service
lowered the Speculative Grade Liquidity rating of Caesars
Entertainment Corporation to SGL-3 from SGL-2, reflecting
declining revolver availability and Moody's concerns that Caesars'
earnings and cash flow will remain under pressure causing the
company's negative cash flow to worsen.

In the May 7, 2013, edition of the TCR, Standard & Poor's Ratings
Services said that it lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiary Caesars Entertainment Operating Co. (CEOC) to 'CCC+'
from 'B-'.

"The downgrade reflects weaker-than-expected operating performance
in the first quarter, and our view that Caesars' capital structure
may be unsustainable over the next two years based on our EBITDA
forecast for the company," said Standard & Poor's credit analyst
Melissa Long.


CARGO TRANS: Atty Fee Provision in Seaside Deal Not Applicable
--------------------------------------------------------------
Under the American Rule, a prevailing party is not entitled to
attorney's fees and costs absent a statute or contractual
provision authorizing recovery of prevailing party fees and costs.
In the case, Larry Hyman, as Plan Trustee, Plaintiff, v. Seaside
Carriers Inc., Defendant, Adv. Proc. No. 8:12-ap-01261-MGW (Bankr.
M.D. Fla.), there was a prevailing party attorney's fee provision
in the Payment Agreement between debtor Cargo Transportation
Services, Inc., and Seaside Carriers Inc. that also provided for
arbitration in the event of a dispute arising under their
agreement.  However, the action was brought by the Plan Trustee
pursuant to a confirmed plan of reorganization and the Critical
Vendor Orders authorizing the recovery or "claw-back" of post-
petition transfers from the bankruptcy estate.  As such, said
Bankruptcy Judge Michael G. Williamson in Tampa, Florida, the
prevailing party provision contained in the Payment Agreement does
not apply to this proceeding.  The Plan Trustee's motion to strike
the prayer for attorney's fees in Seaside's amended answer will be
granted.

Cargo Transportation Services, Inc., offers comprehensive
transportation services, including customized consolidation,
distribution, logistics, and warehousing services. Seaside
provides trucking services that are essential to the Debtor's
business operations. Immediately after filing its Chapter 11 case,
the Debtor moved to pay the pre-petition claims of its critical
vendors, including Seaside. Critical vendors are those whose
services are necessary to the successful reorganization of the
Debtor and who continue to provide the Debtor with these services
post-petition.

The Court's Critical Vendor Orders authorized the Debtor to make
post-petition payments to its critical vendors and reestablish
normal and customary trade terms with them.  In keeping with the
Critical Vendor Orders, the Debtor executed the Payment Agreement
with Seaside on January 31, 2011. Under the Payment Agreement, in
exchange for payment of the pre-petition claim, Seaside agreed to
provide the Debtor with post-petition services and not to pursue
collection actions or demands against the Debtor's customers.  The
Plan Trustee seeks in this adversary proceeding to avoid and
recover post-petition payments the Debtor made to Seaside,
alleging that Seaside has not complied with the Payment Agreement
and the Court's Critical Vendor Orders.

Seaside moved for leave to amend its answer to include a request
for costs and attorney's fees pursuant to the Payment Agreement.
The Court granted Seaside's motion, but also permitted the Plan
Trustee to file a motion to strike Seaside's request for costs and
fees.

Judge Williamson explained that it is clear that if the parties
had a dispute arising under the Payment Agreement, the dispute
would be subject to arbitration, and the prevailing party in that
arbitration would be entitled to recovery of reasonable costs,
expenses, and attorney's fees.  However, the present action is not
an arbitration proceeding under the Payment Agreement.  It is a
proceeding to pursue a remedy created under the Critical Vendor
Orders and the Confirmation Order under which the Plaintiff as
Plan Trustee has a right to recover payments made to critical
vendors who do not abide by the terms of their agreements.

A copy of the Court's Feb. 24 Memorandum Opinion and Order is
available at http://is.gd/V4ufICfrom Leagle.com.

                    About Cargo Transportation

Sunrise, Florida-based Cargo Transportation Services, Inc.,
provides transportation services to clients nationwide, including
customized consolidation, distribution, logistics and warehousing
services.  It has 140 employees and averages $100,000,000 in gross
revenue per year.

Cargo Transportation filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011.  Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA,
serves as the Debtor's bankruptcy counsel.  Jennis & Bowen, P.L.,
serves as substitute counsel.  1 Source Partners Inc. and Accell
Audit & Compliance P.A., serve as the Debtor's certified public
accountants.

Donald F. Walton, U.S. Trustee for Region 21, appointed an
Official Committee of the Official Committee of Unsecured
Creditors in the Debtor's case.  Hunton & Williams LLP represents
the Committee in the Chapter 11 proceedings.  DLA Piper is general
counsel for the Committee.

The Debtor disclosed $11,728,760 in assets, and $11,869,375 in
liabilities as of the Chapter 11 filing.

The Bankruptcy Court confirmed on Oct. 19, 2011, CTS's Second
Amended Plan of Reorganization dated Oct. 12, 2011.  Terms of the
plan were reported in the Troubled Company Reporter, including in
its Oct. 27, 2011 edition.  Larry Hyman has been appointed the
Plan Trustee.  He is represented by David S. Jennis, Esq., and
Kathleen L. DiSanto, Esq., at Jennis & Bowen, P.L.


CELL THERAPEUTICS: Annual Shareholders' Meeting Set on May 22
-------------------------------------------------------------
The 2014 annual meeting of shareholders of Cell Therapeutics,
Inc., has been scheduled for May 22, 2014.  The record date for
the Annual Meeting has been set as the close of business on
March 17, 2014.  Because the date of the Annual Meeting has been
changed by more than 30 days from the anniversary of the Company's
2013 annual meeting of shareholders, the deadline for the
submission of proposals by shareholders for inclusion in the
Company's proxy materials relating to the Annual Meeting in
accordance with Rule 14a-8 under the Securities Exchange Act of
1934, as amended, will be the close of business on Feb. 24, 2014,
which the Company believes is a reasonable time before it expects
to begin to print and send its proxy materials. To be eligible for
inclusion in the Company's proxy materials, shareholder proposals
must comply with the requirements of Rule 14a-8 and with the
Company's second amended and restated bylaws. Such proposals
should be delivered to: Cell Therapeutics, Inc., 3101 Western
Avenue, Suite 600, Seattle, Washington 98121, Attention:
Secretary.

The deadline of Feb. 24, 2014, applies only to shareholder
proposals that are eligible for inclusion in the Annual Meeting in
accordance with Rule 14a-8.

The Company will be filing a proxy statement and other documents
regarding the Annual Meeting with the Securities and Exchange
Commission.

                       About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is
a biopharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company's balance sheet at Sept. 30, 2013, showed
$47.23 million in total assets, $33.39 million in total
liabilities, $13.46 million in common stock purchase warrants, and
$387,000 in total shareholders' equity.

                           Going Concern

The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on the Company's
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, regarding their substantial
doubt as to the Company's ability to continue as a going concern.
Although the Company's independent registered public accounting
firm removed this going concern explanatory paragraph in its
report on the Company's Dec. 31, 2012, consolidated financial
statements, the Company expects to continue to need to raise
additional financing to fund its operations and satisfy
obligations as they become due.

"The inclusion of a going concern explanatory paragraph in future
years may negatively impact the trading price of our common stock
and make it more difficult, time consuming or expensive to obtain
necessary financing, and we cannot guarantee that we will not
receive such an explanatory paragraph in the future," the Company
said in its quarterly report for the period ended Sept. 30, 2013.

The Company added that it may not be able to maintain its listings
on The NASDAQ Capital Market and the Mercato Telematico Azionario
stock market in Italy, or the MTA, or trading on these exchanges
may otherwise be halted or suspended, which may make it more
difficult for investors to sell shares of the Company's common
stock.

                         Bankruptcy Warning

"We have acquired or licensed intellectual property from third
parties, including patent applications relating to intellectual
property for pacritinib, PIXUVRI, tosedostat, and brostallicin.
We have also licensed the intellectual property for our drug
delivery technology relating to Opaxio which uses polymers that
are linked to drugs, known as polymer-drug conjugates.  Some of
our product development programs depend on our ability to maintain
rights under these licenses.  Each licensor has the power to
terminate its agreement with us if we fail to meet our obligations
under these licenses.  We may not be able to meet our obligations
under these licenses.  If we default under any license agreement,
we may lose our right to market and sell any products based on the
licensed technology and may be forced to cease operations,
liquidate our assets and possibly seek bankruptcy protection.
Bankruptcy may result in the termination of agreements pursuant to
which we license certain intellectual property rights," the
Company said in its Form 10-Q for the period ended Sept. 30, 2013.


CELL THERAPEUTICS: FMR LLC Stake at 5.4% as of Feb. 13
------------------------------------------------------
FMR LLC and Edward C. Johnson 3d disclosed in a regulatory filing
with the U.S. Securities and Exchange Commission on Feb. 13, 2014,
that they beneficially owned 7,134,427 shares of common stock of
Cell Therapeutics, Inc., representing 5.458 percent of the shares
outstanding.  FMR LLC previously reported beneficial ownership of
8,036,957 shares as of Feb. 13, 2013.  A copy of the amended
Schedule 13G is available for free at http://is.gd/ZKszUp

                     About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is
a biopharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company's balance sheet at Sept. 30, 2013, showed
$47.23 million in total assets, $33.39 million in total
liabilities, $13.46 million in common stock purchase warrants, and
$387,000 in total shareholders' equity.

                           Going Concern

The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on the Company's
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, regarding their substantial
doubt as to the Company's ability to continue as a going concern.
Although the Company's independent registered public accounting
firm removed this going concern explanatory paragraph in its
report on the Company's Dec. 31, 2012, consolidated financial
statements, the Company expects to continue to need to raise
additional financing to fund its operations and satisfy
obligations as they become due.

"The inclusion of a going concern explanatory paragraph in future
years may negatively impact the trading price of our common stock
and make it more difficult, time consuming or expensive to obtain
necessary financing, and we cannot guarantee that we will not
receive such an explanatory paragraph in the future," the Company
said in its quarterly report for the period ended Sept. 30, 2013.

The Company added that it may not be able to maintain its listings
on The NASDAQ Capital Market and the Mercato Telematico Azionario
stock market in Italy, or the MTA, or trading on these exchanges
may otherwise be halted or suspended, which may make it more
difficult for investors to sell shares of the Company's common
stock.

                         Bankruptcy Warning

"We have acquired or licensed intellectual property from third
parties, including patent applications relating to intellectual
property for pacritinib, PIXUVRI, tosedostat, and brostallicin.
We have also licensed the intellectual property for our drug
delivery technology relating to Opaxio which uses polymers that
are linked to drugs, known as polymer-drug conjugates.  Some of
our product development programs depend on our ability to maintain
rights under these licenses.  Each licensor has the power to
terminate its agreement with us if we fail to meet our obligations
under these licenses.  We may not be able to meet our obligations
under these licenses.  If we default under any license agreement,
we may lose our right to market and sell any products based on the
licensed technology and may be forced to cease operations,
liquidate our assets and possibly seek bankruptcy protection.
Bankruptcy may result in the termination of agreements pursuant to
which we license certain intellectual property rights," the
Company said in its Form 10-Q for the period ended Sept. 30, 2013.


CHARLOTTE RUSSE: S&P Raises CCR to 'B'; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on specialty apparel retailer Charlotte Russe Inc. to 'B'
from 'B-'.  The outlook is stable.  At the same time, S&P assigned
a 'B' issue-level rating on the company's $50 million incremental
term loan, with a recovery rating of '4', indicating S&P's
expectation of average recovery (30%-50%) in the case of payment
default.  S&P also raised the issue-level rating on the existing
term loan to 'B' and maintained its '4' recovery rating.

According to the company, it will use the proceeds from the
$50 million incremental term loan and cash on hand to fund a
dividend to its sponsor.

"The upgrade reflects our reassessment of the business risk
profile to "weak" from "vulnerable" because of strong performance
over the past year that was ahead of our expectations," said
credit analyst David Kuntz.  "The company demonstrated robust
revenue and EBITDA gains in a difficult specialty apparel retail
environment that was characterized by weak traffic trends and
elevated promotional activity.  It also incorporates our opinion
that the company will continue to perform well over the next year
because of good execution and on-trend merchandise."

The stable outlook reflects S&P's view that the company will
accrue further gains from many of the operational enhancements and
merchandise initiatives it has enacted over the past few years.
S&P believes its value price points will resonate well with its
consumers given the weak economic recovery.  S&P expects moderate
revenue growth because of same-store sales increases, new stores,
and e-commerce gains.  S&P believes margins will benefit from
enhanced reduced markdowns, good cost controls, and positive
operating leverage.  Despite this positive momentum, S&P forecasts
credit protection measures will remain weak and commensurate with
a "highly leveraged" financial risk profile as S&P believes that
future debt-financed dividends are likely.

Upside scenario

S&P could raise the rating if the company is able to strengthen
operations meaningfully ahead of its forecast with same-store
sales in the upper-single digits and margins expanding by about
200 basis points (bps) above S&P's projections over the next year.
At that time, leverage (including S&P's preferred equity
adjustment) would be in the low-4.0x area and interest coverage
would be around 4.5x.  An upgrade would also be predicated on
S&P's view that financial policies have moderated and credit
protection measures would be sustainable at those levels.

Downside scenario

S&P could lower the rating if merchandise missteps resurface or a
significant slowdown in consumer spending negatively affects
performance.  As a result, the company would have to increase its
promotional activity to drive sales.  Under this scenario, same-
store sales would be flat and margins would erode by more than 150
bps, leading to leverage around 6x. Additionally, any future debt-
financed dividends that increases leverage to this level could
also negatively affect the rating.


CHESAPEAKE OILFIELD: S&P Puts 'BB-' CCR on CreditWatch Developing
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings on
Chesapeake Oilfield Operating LLC, including its 'BB-' corporate
credit rating and 'BB-' issue-level rating on the company's
unsecured debt, on CreditWatch with developing implications.

The CreditWatch action follows Chesapeake Energy's announcement
that it is pursuing strategic alternatives for its wholly owned
subsidiary Chesapeake Oilfield, including a spin-off to
shareholders or an outright sale.  In S&P's view, a potential
transaction could have positive or negative implications for
Chesapeake Oilfield's rating, depending on the ultimate ownership
of the company, the structure of the transaction, and changes in
the business relationship between Chesapeake Energy and Chesapeake
Oilfield, among other factors.  However, given Chesapeake
Oilfield's current high degree of dependence on business with
Chesapeake Energy, and the potential need for Chesapeake Oilfield
to recontract much of its equipment to third-party customers
following a separation from Chesapeake Energy, S&P feels a
downgrade is more likely than an upgrade.  An upgrade would most
likely occur if Chesapeake Oilfield were sold to a higher-rated
entity.

"We intend to resolve the CreditWatch listing upon the
announcement of Chesapeake Energy's specific strategic plan for
Chesapeake Oilfield, which we expect later this year," said
Standard & Poor's credit analyst Carin Dehne-Kiley.  "In our view,
a potential transaction could have positive or negative
implications for Chesapeake Oilfield's rating, depending on the
ultimate ownership of the company, the structure of the
transaction, and changes in the business relationship between
Chesapeake Energy and Chesapeake Oilfield, among other factors."


CHINA PRECISION: Delays Form 10-Q for Dec. 31 Quarter
-----------------------------------------------------
China Precision Steel, Inc., was not, without unreasonable effort
or expense, able to file its quarterly report on Form 10-Q for the
quarter ended Dec. 31, 2013, by Feb. 14, 2014.  The Company
anticipates that it will file its Form 10-Q within the "grace"
period provided by Securities Exchange Act Rule 12b-25.

                       About China Precision

China Precision Steel Inc. is a niche precision steel processing
company principally engaged in the production and sale of high
precision cold-rolled steel products and provides value added
services such as heat treatment and cutting medium and high
carbon hot-rolled steel strips.  China Precision Steel's high
precision, ultra-thin, high strength (7.5 mm to 0.05 mm) cold-
rolled steel products are mainly used in the production of
automotive components, food packaging materials, saw blades and
textile needles.  The Company primarily sells to manufacturers in
the People's Republic of China as well as overseas markets such
as Nigeria, Thailand, Indonesia and the Philippines.  China
Precision Steel was incorporated in 2002 and is headquartered in
Sheung Wan, Hong Kong.

China Precision reported a net loss of $68.93 million on $36.52
million of sales revenues for the year ended June 30, 2013, as
compared with a net loss of $16.94 million on $142.97 million of
sales revenues during the prior fiscal year.

Moore Stephens, Certified Public Accountants, in Hong Kong, 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 a very significant
loss in the year ended June 30, 2013, and defaulted on interest
and principal repayments of bank borrowings that raise substantial
doubt about its ability to continue as a going concern.

The Company's balance sheet at Sept. 30, 2013, showed
$115.45 million in total assets, $71.97 million in total
liabilities, all current, and $43.47 million in total
stockholders' equity.


CLOUD PEAK: S&P Assigns 'BB-' Rating to $200MM Sr. Unsecured Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit and unsecured issue-level ratings on Gillette,
Wyo.-based Cloud Peak Energy.  The outlook is stable.

At the same time, S&P assigned its 'BB-' senior unsecured issue-
level rating to the company's proposed offering, with a recovery
rating of '3'.  The '3' recovery rating indicates S&P's
expectation of meaningful (50%-70%) recovery in the event of a
payment default.

"The stable rating outlook reflects our view that Cloud Peak will
successfully complete the proposed transaction and that the
company's strong liquidity profile and competitive cost position
will enable it to maintain credit measures, despite lower planned
production and operating results," said Standard & Poor's credit
analyst Marie Shmaruk.

S&P would lower the rating if persistent market weakness, coupled
with a meaningful acquisition or higher capital or federal coal
lease spending, resulted in credit measures that S&P would
consider inconsistent with the rating.  S&P would also consider a
downgrade if FFO to total debt fell to less than 20%, and if S&P
believed that Cloud Peak would not be able to restore
these ratios to more appropriate levels within a reasonable time.

S&P considers an upgrade at this time unlikely given lower planned
production and weak thermal coal market conditions.  An upgrade
could occur if market conditions improved significantly and
resulted in a sustainable improvement in credit measures.  S&P
could also consider an upgrade if the company expanded its reserve
base while consistently maintaining debt to EBITDA of less than 3x
and FFO to total debt of above 20%.


COLOR STAR: SSG Capital Served as Investment Banker in Asset Sale
-----------------------------------------------------------------
SSG Capital Advisors, LLC, an independent special situations
investment bank, on Feb. 26 disclosed that it served as investment
banker to Color Star Growers of Colorado, Inc. in the sale of
substantially all of its assets to Altman Plants, Raindrop
Partners and Black Diamond Capital Management, L.L.C., which owns
Color Spot Nurseries.  The sale was completed in January 2014.

SSG advised Color Star on the exploration of various strategic
alternatives, including a sale of substantially all of its assets.
SSG conducted a comprehensive marketing process which resulted in
a wide range of potential buyers, including multiple strategic and
financial parties.  SSG's knowledge of the industry, extensive
dialogue and negotiations with parties interested in different
parts of the Company's assets and experience in running efficient
and timely Chapter 11 sales processes enabled the Company to
maximize the value of the assets.

SSG has extensive transaction experience in the flower and nursery
stock grower and wholesaling industries.  SSG recently served as
investment banker to Stacy's, Inc. in the sale of substantially
all of its assets to an affiliate of Metrolina Greenhouses, Inc.
and advised the Chapter 11 Trustee of Jackson & Perkins
Acquisition, Inc., Geo. W. Park Seed Co, Inc. and their
subsidiaries, in the sale of substantially all of their assets to
an affiliate of Blackstreet Capital.

                    About SSG Capital Advisors

SSG Capital Advisors -- http://www.ssgca.com-- is an independent
boutique investment bank that assists middle-market companies and
their stakeholders in completing special situation transactions.
SSG provides its clients with comprehensive advisory services in
the areas of mergers and acquisitions, private placements,
financial advisory, financial restructurings and valuations.

                        About Color Star

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

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

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

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


COMMUNITY SHORES: Daniel Wiersma Stake at 5.3% as of Dec. 31
------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchnge Commission, Daniel M. Wiersma disclosed that as of
Dec. 31, 2013, he beneficially owned 77,750 shares of common stock
of Community Shores Bank Corporation representing 5.3 percent of
the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/1TIrZj

                       About Community Shores

Muskegon, Mich.-based Community Shores Bank Corporation, organized
in 1998, is a Michigan corporation and a bank holding company.
The Company owns all of the common stock of Community Shores Bank.
The Bank was organized and commenced operations in January 1999 as
a Michigan chartered bank with depository accounts insured by the
FDIC to the extent permitted by law.  The Bank provides a full
range of commercial and consumer banking services primarily in the
communities of Muskegon County and Northern Ottawa County.

The Company's balance sheet at Sept. 30, 2013, showed $182.96
million in total assets, $179.19 million in total liabilities and
$3.77 million in total shareholders' equity.

Community Shores reported net income of $267,838 in 2012 as
compared with a net loss of $2.46 million in 2011.

Crowe Horwath LLP, in Grand Rapids, Michigan, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred significant recurring operating
losses and is in default of its notes payable collateralized by
the stock of its wholly-owned bank subsidiary.  In addition, the
Company has a deficit in shareholders' equity.  The subsidiary
bank is undercapitalized and is not in compliance with revised
minimum regulatory capital requirements under a formal regulatory
agreement which has imposed limitations on certain operations.
These events raise substantial doubt about the Company's ability
to continue as a going concern."


CREST DARTMOUTH: Fitch Raises Class D Notes Rating to 'BBsf'
------------------------------------------------------------
Fitch Ratings has upgraded one class issued by Crest Dartmouth
Street 2003-1, Ltd./Corp. (Crest Dartmouth Street 2003-1).

Key Rating Drivers:

The upgrade reflects significant delevering of the capital
structure.  Since the last rating action in April 2013, the
transaction has received $14.6 million in paydowns, which has
resulted in the full repayment of the class C notes and $5.8
million in paydowns to the class D notes.  Currently, 37.8% of the
portfolio has a Fitch derived rating in the 'CCC' category and
below with the remaining balance of the collateral investment
grade, compared to 32% in the 'CCC' category and below, at the
last rating action.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  Fitch also analyzed the
structure's sensitivity to the assets that are distressed,
experiencing interest shortfalls, and those with near-term
maturities.  Additionally, an asset by asset analysis was then
performed for the remaining assets to determine the collateral
coverage for the remaining liabilities.  The upgrade was limited
to 'BBsf' due to the increased risk for interest shortfall on the
notes as a result of increased concentration and adverse
selection.

Rating Sensitivity

The Stable Outlook reflects Fitch's view that the notes will
continue to delever.  Crest Dartmouth Street 2003-1 is a cash flow
commercial real estate collateralized debt obligation (CRE CDO)
which closed on April 10, 2003.  The collateral is composed of
five commercial mortgage backed securities (CMBS) from five
obligors.

Fitch has upgraded the following class as indicated:

-- $7,151,549 class D notes to 'BBsf' from 'CCCsf'; assigned
    Outlook Stable.


DECATUR EMERGENCY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Decatur Emergency Medical Service Inc.
        P.O. Box 18982
        Huntsville, AL 35804

Case No.: 14-80531

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       Northern District of Alabama (Decatur)

Judge: Hon. Jack Caddell

Debtor's Counsel: Angela Stewart Ary, Esq.
                  HEARD ARY, LLC
                  307 Clinton Avenue West, Suite 310
                  Huntsville, AL 35801
                  Tel: 256-535-0817
                  Fax: 256-535-0818
                  Email: aary@heardlaw.com

                       - and -

                  Kevin D. Heard, Esq.
                  HEARD ARY, LLC
                  307 Clinton Ave. W. Ste 310
                  Huntsville, AL 35801
                  Tel: (256) 535-0817
                  Fax: (256) 535-0818
                  Email: kheard@heardlaw.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roger Stanmore, president/owner.

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


DETROIT COMMUNITY: S&P Lowers Rating on 2005 Revenue Bonds to 'B'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'B' from 'B+' on Detroit Community Schools (DCS), Mich.'s series
2005 public school academy revenue bonds and placed the rating on
CreditWatch with negative implications.

"The rating action reflects our view of DCS' continued trend of
enrollment declines, relatively poor academic performance, and
weak fiscal management," said Standard & Poor's credit analyst
Chris Littlewood.  "The CreditWatch action reflects our opinion of
the increased credit risk posed by the possibility of a charter
nonrenewal in June 2014," Mr. Littlewood added.


DIOCESE OF STOCKTON: MORs Due Every 28th Day the Next Month
-----------------------------------------------------------
U.S. Bankruptcy Judge Christopher Klein has imposed a new deadline
for the Roman Catholic Bishop of Stockton to file monthly
operating reports.

In a decision handed down Feb. 13, the bankruptcy judge authorized
the diocese to file its monthly operating reports every 28th day
of the month following the month of the reported period.

Judge Klein approved the diocese's request despite opposition
from a Justice Department official charged with regulating
bankruptcy cases.

Tracy Hope Davis, U.S. trustee for Region 17, argued there is no
need to set a new deadline since the diocese is capable of
preparing the reports within the time required by Local Rule
2015-1(c).

Local Rule 2015-1(c) requires a debtor to file its monthly
operating reports not later than the fourteenth day of the month
following the month of the reported period.

The Roman Catholic Bishop of Stockton had sought a two-week
extension to file its monthly operating report.  In a motion filed
with the U.S. Bankruptcy Court for the Eastern District of
California, the diocese proposed to move the deadline to Feb. 28
from Feb. 14, which is the deadline contained in Local
Rule 2015-1(c) for filing its monthly operating report.

"The debtor does not believe that it will be able to obtain
copies of the numerous bank statements from the many financial
institutions at which it holds bank accounts in sufficient time
to be able to accurately complete the monthly operating reports,"
said its lawyer, Paul Pascuzzi, Esq., at Felderstein Fitzgerald
Willoughby & Pascuzzi LLP, in Sacramento, California.

The U.S. Trustee is represented by:

   Allen C. Massey, Esq.
   Antonia G. Darling, Esq.
   United States Department of Justice
   Office of the United States Trustee
   501 "I" Street, Suite 7-500
   Sacramento, CA 95814
   Tel: (916) 930-2100
   Fax: (916) 930-2099
   Email: al.c.massey@usdoj.gov

                     About Diocese of Stockton

The Diocese of Stockton, California was established on Feb. 21,
1962, by Pope John XXIII from the territory formerly located in
the Archdiocese of San Francisco and the Diocese of Sacramento.
The Diocese, comprising the six counties of San Joaquin,
Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently
serves approximately 250,000 Catholics in 35 parishes.

As a religious organization, The Roman Catholic Bishop of
Stockton ("RCB") has no significant ongoing for-profit business
activities.  Revenue for the RCB principally comes from the annual
ministry appeal, fees for services provided to non-RCB entities,
donations, grants, and RCB ministry revenue.

When the Diocese was created, most, if not all, of the property of
the Parishes (excluding the pre- and/or elementary (K-8) schools)
was held in the name of the RCB. The RCB also held the property
for the cemeteries in the Diocese as well as some of the real
property to be used for future parishes.

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

In Stockton's case, the RCB filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15,
2014.  Judge Christopher M. Klein oversees the case.  Attorneys at
Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel
to the Debtor.  The Debtor estimated assets of $1 million to $10
million and debt of $10 million to $50 million.

(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


DIOCESE OF STOCKTON: UST Balks at Bid to Hire Heenan Comms
----------------------------------------------------------
Tracy Hope Davis, U.S. Trustee for Region 17, said the proposed
hiring of Heenan Communications shouldn't be approved unless the
committee representing unsecured creditors of the Roman Catholic
Bishop of Stockton "has had sufficient time to make its opinion
known."

Ms. David called the diocese's request "somewhat unusual,"
pointing out that the unsecured creditors' committee was only
appointed on Feb. 11, a day before the deadline for filing
objections to the proposed hiring.

"It would be appropriate to allow the committee of unsecured
creditors time to opine on the employment requested," the U.S.
trustee said in a court filing.

The Stockton diocese tapped the firm to serve as its public
relations consultant.

                     About Diocese of Stockton

The Diocese of Stockton, California was established on Feb. 21,
1962, by Pope John XXIII from the territory formerly located in
the Archdiocese of San Francisco and the Diocese of Sacramento.
The Diocese, comprising the six counties of San Joaquin,
Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently
serves approximately 250,000 Catholics in 35 parishes.

As a religious organization, The Roman Catholic Bishop of
Stockton ("RCB") has no significant ongoing for-profit business
activities.  Revenue for the RCB principally comes from the annual
ministry appeal, fees for services provided to non-RCB entities,
donations, grants, and RCB ministry revenue.

When the Diocese was created, most, if not all, of the property of
the Parishes (excluding the pre- and/or elementary (K-8) schools)
was held in the name of the RCB. The RCB also held the property
for the cemeteries in the Diocese as well as some of the real
property to be used for future parishes.

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

In Stockton's case, the RCB filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15,
2014.  Judge Christopher M. Klein oversees the case.  Attorneys at
Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel
to the Debtor.  The Debtor estimated assets of $1 million to $10
million and debt of $10 million to $50 million.

(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


DIOCESE OF STOCKTON: UST Balks at Bid to Hire Rev. Pranaitis
------------------------------------------------------------
A Justice Department official charged with regulating bankruptcy
cases is blocking efforts by the Roman Catholic Bishop of
Stockton to win court approval to hire Rev. Mark Pranaitis as
its consultant.

Tracy Hope Davis, U.S. trustee for Region 17, said the diocese's
official committee of unsecured creditors should be given enough
time to make its opinion on the proposed hiring of Mr. Pranaitis
known.

The U.S. trustee called the diocese's request "somewhat unusual"
in a bankruptcy case.  She pointed out that the unsecured
creditors' committee was only appointed on Feb. 11, a day before
the deadline for filing objections to the proposed hiring.

The Stockton diocese tapped Mr. Pranaitis to serve as consultant
for a project called "As One Project," which involves the
reorganization of programs, services and staffing for the
diocese.

                     About Diocese of Stockton

The Diocese of Stockton, California was established on Feb. 21,
1962, by Pope John XXIII from the territory formerly located in
the Archdiocese of San Francisco and the Diocese of Sacramento.
The Diocese, comprising the six counties of San Joaquin,
Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently
serves approximately 250,000 Catholics in 35 parishes.

As a religious organization, The Roman Catholic Bishop of
Stockton ("RCB") has no significant ongoing for-profit business
activities.  Revenue for the RCB principally comes from the annual
ministry appeal, fees for services provided to non-RCB entities,
donations, grants, and RCB ministry revenue.

When the Diocese was created, most, if not all, of the property of
the Parishes (excluding the pre- and/or elementary (K-8) schools)
was held in the name of the RCB. The RCB also held the property
for the cemeteries in the Diocese as well as some of the real
property to be used for future parishes.

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

In Stockton's case, the RCB filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15,
2014.  Judge Christopher M. Klein oversees the case.  Attorneys at
Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel
to the Debtor.  The Debtor estimated assets of $1 million to $10
million and debt of $10 million to $50 million.

(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


DOTS LLC: Court Okays Gordon Brothers to Conduct GOB Sales
----------------------------------------------------------
Judge Donald H. Steckroth on Feb. 27, 2014, issued an order
approving Dots LLC's entry into an agency agreement with Gordon
Brothers Retail Partners, LLC, and sell certain merchandise
through store closing sales, and abandon unsold property.

Gordon Brothers will act as the Debtors' exclusive agent to
conduct "going out of business", "store closing", "sale on
everything", "everything must go", or similarly themed sale or
other disposition of all of Debtors' Merchandise from the Debtors'
Closing Stores and Distribution Center, as identified in the
parties' Agency Agreement, with each such sale to be free and
clear of any and all liens, claims and encumbrances of any kind or
nature.

The Court held a hearing Feb. 18, 2014, whereupon it entered an
order approving auction procedures.

The Debtors conducted an auction on Feb. 26, 2014, among Qualified
Bidders, and a sale hearing was held Feb. 27.

A copy of the Court's Order, together with an execution copy of
the parties' Agency Agreement, is available at no extra charge at:

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

The execution copy of the Agency Agreement entered into as of Feb.
26, 2014, by and between DOTS, LLC, as Merchant; and GORDON
BROTHERS RETAIL PARTNERS, LLC, as Agent, provides that:

     (a) Agent guarantees that Merchant will receive 48.5% --
         Guaranty Percentage -- of the aggregate Retail Price of
         Merchandise.  The Guaranteed Amount will be calculated
         based upon the product of (x) the Guaranty Percentage
         multiplied by (y) the aggregate Retail Price of the
         Merchandise (in the case of (y), as determined by (A)
         the Final Inventory Report at the conclusion of the
         Inventory Taking by the Inventory Taking Service after
         verification and reconciliation thereof by Agent and
         Merchant, in consultation with Salus Capital Partners,
         LLC, DOT's lender, (B) the aggregate amount of Gross
         Rings (as adjusted for shrinkage per this Agreement),
         (C) the aggregate Retail Price of In-Transit Merchandise
         included in the Sale; and (D) the aggregate Retail Price
         of Returned Merchandise not otherwise included in the
         Inventory Taking.

     (b) To the extent that Proceeds exceed the sum of: (x) the
         Guaranteed Amount, plus (y) Expenses of the Sale, plus
         (z) an amount equal to 2.0% of the aggregate Retail
         Price of the Merchandise (including In-Transit
         Merchandise) and Additional Agent Merchandise
         (calculated at a usual and customary Retail Price)
         included in the Sale (the sum of (x), (y) and (z) as the
         "Sharing Threshold"), then all remaining Proceeds of the
         Sale above the Sharing Threshold shall be shared 50% to
         Merchant (Merchant's share of Proceeds beyond the
         Sharing Threshold is the "Sharing Amount") and 50% to
         Agent.

     (c) The Guaranteed Percentage has been fixed based upon the
         Aggregate Retail Price of the Merchandise included in the
         Sale (inclusive of In-Transit Merchandise) being not less
         than $65,000,000 (the "Merchandise Threshold") and not
         greater than $75,000,000 (inclusive of In-Transit
         Merchandise, the "Merchandise Ceiling"); provided that,
         solely for purposes of determining whether the aggregate
         Retail Price of the Merchandise included in the Sale is
         either (i) less than the Merchandise Threshold, or (ii)
         greater than the Merchandise Ceiling, as applicable, no
         adjustment shall be made to the applicable Base Retail
         Price (other than with respect to adjustments made to
         reflect the Per Store Lowest Price) to account for the
         effect of (x) Recognized POS Price and/or (y) Prevailing
         Discount Adjustment. To the extent that the aggregate
         Retail Price of the Merchandise included in the Sale is
         less than or greater than the Merchandise Threshold or
         Merchandise Ceiling, as applicable, the Guaranteed
         Percentage shall be adjusted in accordance with Exhibit
         3.1(d) attached to the Agreement.

After payment in full of the Guaranteed Amount, the Additional
Agent Merchandise Fee, the Sharing Amount (if any), all Expenses,
the proceeds realized upon a sale of Owned FF&E (less the Agent
FF&E Commission) or the FF&E Guaranty Amount, as applicable, and
such other amounts due to Merchant, Agent shall be entitled to
retain any remaining Proceeds (inclusive of the Agent's Fee).

Michelle Park Lazette, writing for Crain's Cleveland Business,
reported that Gordon will conduct going-out-of-business sales at
all of the roughly 350 Dots stores.

Crain's noted that attorneys for Dots filed notice of selection of
the winning bidder shortly after 10 p.m. on Feb. 26.  The sale
hearing was scheduled for 1 p.m. Thursday, Feb. 27.

According to the Crain's report, Mr. Rosen said that though there
was "a lot of competitive bidding" at the auction and company
executives and advisers preferred to sell Dots as a going concern,
they didn't receive "reasonable proposals to do so."

"Of course, we would have preferred that someone would buy the
chain and continue it under the Dots name, but there weren't any
satisfactory proposals," Rosen said early Thursday morning by
telephone, according to Crain's.  "We always would prefer to sell
the chain."

The competitive bidding did result in the purchase price of the
assets rising by "a few million dollars," Mr. Rosen told Crain's.

Crain's also reported that Mr. Rosen said another retailer is
buying 100 of Dots' leases -- though it has yet to be approved by
a judge -- and will reopen the stores under its name.  He would
not identify the retailer and said he didn't know which locations
are included in that sale.

"Our wish would be that they hire many of our employees to do so,"
he said.

Crain's said that going forward, the aim is to find buyers for the
other 250 leases and to find someone to buy the lease to the
Glenwillow distribution center that Dots opened in 2009.

DOTS LLC is represented by:

     Kenneth A. Rosen, Esq.
     John K. Sherwood, Esq.
     Andrew Behlmann, Esq.
     LOWENSTEIN SANDLER LLP
     65 Livingston Avenue
     Roseland, NJ 07068
     Tel: 973-597-2548
     Email: krosen@lowenstein.com
            jsherwood@lowenstein.com
            abehlmann@lowenstein.com

Gordon is represented by:

     Steven E. Fox, Esq.
     RIEMER & BRAUNSTEIN LLP
     Times Square Tower
     Seven Times Square, Suite 2506
     New York, NY 10036
     Tel: 212-789-3150
     E-mail: sfox@riemerlaw.com

                         About DOTS LLC

Dots is a retailer of fashionable clothing, accessories, and
footwear for price-conscious women.  Dots provides missy and plus
size choices to fashion savvy 25 to 35 year old women at
approximately 400 retail stores throughout the Midwest, East, and
South United States.  Dots' workforce includes 3,500 individuals
in their stores, distribution center, and corporate headquarters.

Dots, LLC, and its affiliates sought bankruptcy protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
14-11016) on Jan. 20, 2014, to sell some or all of their assets.

Lowenstein Sandler LLP serves as counsel to the Debtors.
PricewaterhouseCoopers LLP is financial advisor and investment
banker.  Donlin, Recano & Company, Inc., is the claims and notice
agent.

As of the Petition Date, the Debtors have outstanding secured debt
owed to senior lender Salus Capital Partners, LLC, of which
$14.5 million remains outstanding under a revolving facility and
$16.1 million is owed under a term facility.  The Debtors also
have not less than $17 million outstanding under subordinated term
loan agreements with Irving Place Capital Partners III L.P.
("IPC") and related entities.  Moreover, the Debtors have
aggregate unsecured debts of $47.0 million.

Salus, the prepetition senior lender and the DIP lender, is
represented by Morgan, Lewis & Bockius, LLP.  The prepetition
subordinated lenders are represented by Okin Hollander & DeLuca,
LLP.

The Company has arranged to borrow $36 million to keep operating
as it reorganizes under court protection.

The U.S. Trustee for Region 3 has appointed five creditors to
serve in the Official Committee of Unsecured Creditors.  The
Committee is represented by Scott L. Hazan, Esq., and David M.
Posner, Esq., at Otterbourg.


DOWNSTREAM DEVELOPMENT: S&P Revises Outlook & Affirms 'B' ICR
-------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Quapaw, Okla.-based casino operator Downstream
Development Authority to stable from negative.  S&P also affirmed
its 'B' issuer credit rating and 'B' issue-level rating on
Downstream's 10.5% senior secured notes due 2019.

"The outlook revision to stable reflects our expectation for
operating metrics to stabilize and improve modestly over the
intermediate term," said Standard & Poor's credit analyst Carissa
Schreck.

Specifically, S&P expects EBITDA coverage of fixed charges
(defined as interest expense, amortization, and its assumption for
maintenance capital expenditures, and tribal distributions) to be
in the low-1x area and for debt to EBITDA to be in the low-5x area
through 2015.  Under the terms of the amendment, amortization
payments are meaningfully reduced, and existing financial
covenants, with the exception of a minimum EBITDA test, are
removed, eliminating the risk of a fixed charge covenant
violation.  Under the new terms, S&P believes Downstream can
sustain an adequate liquidity cushion in the form of cash
balances, revolver availability, and anticipated free cash flow
relative to fixed charges over the intermediate term.

S&P's 'B' issuer credit rating on Downstream Development Authority
reflects its view of the company's business risk profile as "weak"
and its financial risk profile as "highly leveraged," according to
S&P's criteria.

S&P's assessment of Downstream's financial risk profile as "highly
leveraged" reflects its expectation for total leverage to remain
greater than 5x, and for funds from operations (FFO) to total debt
to remain less than 12% through 2015.  Furthermore, S&P's
financial risk profile assessment reflects its expectation for
EBITDA coverage of fixed charges to remain in the low-1x area
through fiscal 2015.

The stable rating outlook reflects S&P's expectation for credit
metrics to stabilize and improve modestly over the intermediate
term.  Specifically, S&P expects leverage to be in the low-5x area
and FFO to total debt to be below 12% through fiscal 2015.

S&P could lower the ratings if Downstream's efforts to better
align its cost structure do not result in improving operating
performance over the next few quarters and if S&P believes fixed-
charge coverage will be less than 1x, leading to a reduction in
excess cash balances.  S&P would also likely lower the ratings if
a decline in EBITDA results in a use of all excess cash balances.

Given S&P's assessment of Downstream's business risk profile as
weak, it could consider a higher rating if it believes that
leverage would be sustained below 5x and FFO to total debt would
be sustained above 12% over the long-run.


DUNE ENERGY: Highbridge Stake at 5.2% as of Dec. 31
---------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Highbridge International LLC and Highbridge
Capital Management, LLC, disclosed that as of Dec. 31, 2013, they
beneficially owned 3,682,358 shares of common stock of Dune
Energy, Inc., representing 5.2 percent of the shares outstanding.
Highbridge previously reported beneficial ownership of 3,080,956
shares as of Dec. 31, 2012.  A copy of the regulatory filing is
available for free at http://is.gd/xs2usj

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company's balance sheet at Sept. 30, 2013, showed $252.02
million in total assets, $117.49 million in total liabilities and
$134.52 million in total stockholders' equity.

Dune Energy incurred a net loss of $7.85 million in 2012 following
a net loss of $60.41 million in 2011.  For the nine months ended
Sept. 30, 2013, the Company reported a net loss of $34.91 million.


DUNE ENERGY: TPG Opportunities Stake at 13.6% as of Dec. 31
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, TPG Opportunities Advisors, Inc., and its
affiliates disclosed that as of Dec. 31, 2013, they beneficially
owned 9,747,466 shares of common stock of Dune Energy, Inc.,
representing 13.6 percent of the shares outstanding.  TPG
Opportunities, et al., previously reported beneficial ownership of
7,970,018 shares at Dec. 31, 2012.  A copy of the regulatory
filing is available for free at http://is.gd/RuoWII

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company's balance sheet at Sept. 30, 2013, showed $252.02
million in total assets, $117.49 million in total liabilities and
$134.52 million in total stockholders' equity.

Dune Energy incurred a net loss of $7.85 million in 2012 following
a net loss of $60.41 million in 2011.  For the nine months ended
Sept. 30, 2013, the Company reported a net loss of $34.91 million.


DUNE ENERGY: West Face Stake at 15.2% as of Dec. 31
---------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, West Face Capital Inc. and Gregory A. Boland
disclosed that as of Dec. 31, 2013, they beneficially owned
10,896,823 shares of common stock of Dune Energy, Inc.,
representing 15.2 percent of the shares outstanding.  West Face
previously owned 5,929,241 at Dec. 31, 2011.  A copy of the
regulatory filing is available for free at http://is.gd/I7zgcv

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company's balance sheet at Sept. 30, 2013, showed $252.02
million in total assets, $117.49 million in total liabilities and
$134.52 million in total stockholders' equity.

Dune Energy incurred a net loss of $7.85 million in 2012 following
a net loss of $60.41 million in 2011.  For the nine months ended
Sept. 30, 2013, the Company reported a net loss of $34.91 million.


EASTCOAL INC: Completes Disposal of Gramsico Shareholding
---------------------------------------------------------
EastCoal Inc. on Feb. 26 disclosed that the Company and its
wholly-owned, Cyprus incorporated subsidiary, Gramsico Holdings
Ltd. completed the disposal of all of the Company's 0.1%
shareholding and all of Gramsico's 99.9% shareholding in East Coal
Company LLC ("ECC") for an aggregate cash consideration of
US$499,000, and completed the disposal of all of the Company's
0.1% shareholding and all of Gramsico's 99.9% shareholding in
Ukraine Energy LLC ("UE") for an aggregate cash consideration of
US$1,000, in each case, pursuant to the terms of share purchase
agreements with an Austrian based company, EFI Holding GmbH
("EFI").

ECC and UE are Ukrainian incorporated companies that were
indirectly wholly-owned by the Company through Gramsico.  ECC
holds the assets relating to the Company's material project, the
Verticalnaya mine.  There is no profit attributable to the
Verticalnaya mine.  UE is an inactive shell company.

The cash proceeds will be used to fund any further proposal to
creditors under the Bankruptcy and Insolvency Act (Canada) (the
"BIA") and negotiating any further transactions that may present
themselves to the Company in order to potentially generate some
additional value for creditors and shareholders.

The share purchase agreements with EFI also provide for a royalty
interest to be earned by the Company equal to US$1.00 per tonne of
coal produced at the Verticalnaya mine, and provide for the
assignment to EFI of the Company's rights pursuant to a loan
agreement dated June 25, 2009 between the Company (as lender) and
ECC as (borrower).

The Company and Gramsico also completed the disposal of all of the
Company's 0.1% shareholding and all of Gramsico's 99.9%
shareholding in Inter-Invest Coal LLC ("IIC") for an aggregate
cash consideration of US$15,020 pursuant to the terms of share
purchase agreements with a Cyprus based company, Strong Group
Corporation Limited ("Strong Group").

IIC is a Ukrainian incorporated company that was indirectly
wholly-owned by the Company through Gramsico.  IIC holds the
assets relating to the Company's Menzhinsky mine, and, as
previously announced, IIC is currently in a liquidation process in
the Ukraine.

The share purchase agreements also provide for the assignment to
Strong Group of the Company's rights pursuant to various loan
agreements between the Company (as lender) and IIC as (borrower).

Following completion of the disposal the Company will now be
treated as an investing company under the AIM Rules.

The Company intends to make a proposal to creditors under the BIA
imminently and will update shareholders following the creditor
meeting.

As a result of the financial uncertainty created by the creditor
proposal process, trading on AIM in the Company's shares has been
suspended with immediate effect, pending clarification of the
Company's financial position.

The Company's listing on TSX Venture Exchange will be moved, with
effect from the opening of the markets on February 27, 2014 to the
NEX exchange as administered by the TSX Venture Exchange as the
Company no longer meets the continued listing requirements of a
Tier 2 issuer on the TSX Venture Exchange.

The Company is still actively seeking further sources of funding
although there can be no guarantee that the Company will be
successful in securing further financing or achieving its
restructuring objectives.  If the Company fails to achieve its
financing and restructuring goals it will likely result in the
Company becoming bankrupt.

The Company will make further announcements in due course.

EastCoal Inc. owns the Verticalnaya anthracite mine, which is
operated by its 100% owned subsidiary East Coal Company.


EDDIE BAUER: Financing for Buyout Gets Delayed
----------------------------------------------
Liz Hoffman and Gillian Tan, writing for The Wall Street Journal,
reported that Goldman Sachs Group Inc. has postponed its efforts
to syndicate a $400 million loan that would help finance Jos. A.
Bank Clothiers Inc.'s acquisition of fellow retailer Eddie Bauer,
according to people familiar with the matter, after the proposed
takeover was challenged in court.

Goldman signed on as the sole underwriter of a bridge loan backing
the takeover deal, which was announced this month, according to
the report.  The bank plans to offload the loan in pieces to
investors, as underwriters do in such cases, and had set a Feb. 27
deadline for commitments, according to the people.  A new date
hasn't yet been set, they said.

The people didn't give a reason for the postponement, but it comes
after a development in a court case that cast the timing of the
Eddie Bauer deal in doubt, the report said.

Men's Wearhouse Inc., which is pursuing a $1.8 billion hostile
takeover of Jos. A. Bank, sued on Feb. 24 in Delaware court to
block the Eddie Bauer deal, which it says is designed to put Jos.
A. Bank out of Men's Wearhouse's reach, the report related.  Jos.
A. Bank has agreed to pay $825 million in cash and new shares to
Eddie Bauer's private-equity owner, Golden Gate Capital.

In response to the challenge, Jos. A. Bank agreed to give Men's
Wearhouse 10-days notice before closing the Eddie Bauer deal,
essentially guaranteeing that Men's Wearhouse will get at least
one more shot at blocking it in court, the report further related.

                        About Eddie Bauer

Eddie Bauer -- http://www.eddiebauer.com/-- is a specialty
retailer that sells outerwear, apparel and accessories for the
active outdoor lifestyle.  Eddie Bauer participates in a joint
venture in Japan and has licensing agreements across a variety of
product categories.

Eddie Bauer, founded in Bellevue, Wash., in 1920, was acquired by
General Mills Inc. in 1971 and then sold to catalog retailer
Spiegel Inc. in 1988.  Eddie Bauer Inc. emerged from Spiegel's
2003 Chapter 11 case as a separate, reorganized entity under the
control and ownership of Eddie Bauer Holdings, Inc.

Eddie Bauer Holdings, Inc. (now known as EBHI Holdings, Inc.) and
eight affiliates filed for bankruptcy (Bankr. D. Del. Lead Case
No. 09-12099) on June 17, 2009.  Judge Mary F. Walrath presides
over the case.  David S. Heller, Esq., Josef S. Athanas, Esq., and
Heather L. Fowler, Esq., at Latham & Watkins LLP, serve as the
Debtors' general counsel.  Kara Hammond Coyle, Esq., and Michael
R. Nestor, Esq., at Young Conaway Stargatt & Taylor LLP, serve as
local counsel.  The Debtors' restructuring advisors are Alvarez
and Marsal North America LLC.  Their financial advisors are Peter
J. Solomon Company.  Kurtzman Carson Consultants LLC acts as
claims and notice agent.  As of April 4, 2009, Eddie Bauer had
$525,224,000 in total assets and $448,907,000 in total
liabilities.

Eddie Bauer Canada, Inc., and Eddie Bauer Customer Services filed
for protection from their creditors in Canada on June 17, 2009,
the same day the U.S. Debtors filed for creditor protection.  The
Canadian Debtors have obtained an initial order of the Canadian
Court staying the proceedings against the Canadian Debtors and
their property in Canada.  RSM Richter Inc. was appointed as
monitor in the Canadian proceedings.

On Aug. 4, 2009, Golden Gate Capital closed a deal to acquire
Eddie Bauer Holdings for $286 million.  Golden Gate will maintain
the substantial majority of Eddie Bauer's stores and employees in
a newly formed going concern company.  Golden Gate beat an
affiliate of CCMP Capital Advisors, LLC, at the auction.  The CCMP
unit's $202 million cash offer served as stalking horse bid.

Golden Gate Capital -- http://www.goldengatecap.com/-- is a San
Francisco-based private equity investment firm with roughly
$9 billion of assets under management.

The Troubled Company Reporter, on Feb. 17, 2014, reported that
Jos. A. Bank Clothiers Inc. said it agreed to buy retailer Eddie
Bauer for $825 million in cash and stock.


ENDEAVOUR INTERNATIONAL: Steelhead Partners Holds 13.2% Stake
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Steelhead Partners, LLC, and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
6,245,784 shares of common stock of Endeavor International
Corporation representing 13.2 percent of the shares outstanding.
Steelhead previously reported beneficial ownership of 6,267,979
shares as of Oct. 18, 2013.  A copy of the regulatory filing is
available for free at http://is.gd/GdekyW

                    About Endeavour International

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

For the year ended Dec. 31, 2012, the Company incurred a net loss
of $126.22 million as compared with a net loss of $130.99 million
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $1.50 billion in total assets, $1.41 billion in total
liabilities, $43.70 million in series C convertible preferred
stock, and $46.24 million in total stockholders' equity.

                           *     *     *

As reported by the TCR on March 5, 2013, Moody's Investors Service
downgraded Endeavour International Corporation's Corporate Family
Rating to Caa3 from Caa1.  Endeavour's Caa3 CFR reflects its weak
liquidity, small production and proved reserve scale, geographic
concentration and the uncertainties regarding its future
performance given the inherent execution risks related to its
offshore North Sea operations for a company of its size.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit rating on Houston,
Texas-based Endeavour International Corp. (Endeavour) to 'CCC+'
from 'B-'.  The rating action reflects S&P's expectation that
Endeavour could have insufficient liquidity to meet its needs due
to the delay in production from its Rochelle development.


ENDEAVOUR INTERNATIONAL: Aristeia Capital Holds 7.8% Equity Stake
-----------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Aristeia Capital, L.L.C., disclosed that as of
Dec. 31, 2013, it beneficially owned 3,679,288 shares of common
stock of Endeavour International Corporation representing 7.8
percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/AVr414

                  About Endeavour International

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

For the year ended Dec. 31, 2012, the Company incurred a net loss
of $126.22 million as compared with a net loss of $130.99 million
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $1.50 billion in total assets, $1.41 billion in total
liabilities, $43.70 million in series C convertible preferred
stock, and $46.24 million in total stockholders' equity.

                           *     *     *

As reported by the TCR on March 5, 2013, Moody's Investors Service
downgraded Endeavour International Corporation's Corporate Family
Rating to Caa3 from Caa1.  Endeavour's Caa3 CFR reflects its weak
liquidity, small production and proved reserve scale, geographic
concentration and the uncertainties regarding its future
performance given the inherent execution risks related to its
offshore North Sea operations for a company of its size.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit rating on Houston,
Texas-based Endeavour International Corp. (Endeavour) to 'CCC+'
from 'B-'.  The rating action reflects S&P's expectation that
Endeavour could have insufficient liquidity to meet its needs due
to the delay in production from its Rochelle development.


ETIENNE ESTATES: Case Summary & 8 Unsecured Creditors
-----------------------------------------------------
Debtor: Etienne Estates at Washington LLC
        301 Washington Avenue
        Brooklyn, NY 11205

Case No.: 14-40786

Chapter 11 Petition Date: February 26, 2014

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Hon. Elizabeth S. Stong

Debtor's Counsel: Kevin J Nash, Esq.
                  GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
                  1501 Broadway, 22nd Floor
                  New York, NY 10036
                  Tel: (212) 301-6944
                  Fax: (212) 422-6836
                  Email: KNash@gwfglaw.com

Total Assets: $2 million

Total Liabilities: $2.18 million

The petition was signed by Johanna Francis, manager.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb14-40786.pdf


FIRST SECURITY: Forest Hill Holds 6.6% Equity Stake
---------------------------------------------------
Forest Hill Capital, L.L.C., and Mark Lee disclosed in a Schedule
13G filed with the U.S. Securities and Exchange Commission that as
of Dec. 31, 2013, they beneficially owned 4,408,847 shares of
common stock or 6.6 percent equity stake of First Security Group,
Inc.  A copy of the regulatory filing is available for free at:

                       http://is.gd/Cjo0jy

                    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.

The Company reported a net loss of $23.06 million in 2011, a net
loss of $44.34 million in 2010, and a net loss of $33.45 million
in 2009.  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.


FNBH BANCORP: Amends 2.3 Million Shares Rights Prospectus
---------------------------------------------------------
FNBH Bancorp, Inc., amended its registration statement relating to
the offer to holders of the Company's common stock the right to
buy additional shares of common stock at a price of $0.70 per
share.  The Company is offering up to 2,300,000 shares of its
common stock in this rights offering.  The Company is offering the
shares on a "best efforts" basis, and there is no minimum number
of shares that must be sold.

In the rights offering, subscribers will receive one (1) non-
transferrable subscription right for each share of common stock
they owned as of 5:00 p.m. Eastern time on Jan. 8, 2014, the
record date of the rights offering.

Funds the Company receives in the rights offering will be held in
a segregated account by its subscription agent for this rights
offering until the rights offering is completed or canceled.

If the Company sells all shares of common stock offered in this
rights offering, the Company expects to receive net proceeds of
approximately $1,510,000, after deducting estimated offering
expenses.  However, no assurance can be given that all or any of
the shares will be sold.  There are no underwriter discounts or
commissions payable in this offering.

The rights offering will expire at 5:00 p.m. Eastern time on [__],
unless the Company's Board decides to extend this expiration date.

The Company's common stock is currently quoted on the OTCBB under
the symbol "FNHM."  On [__], the last reported sale price of the
Company's common stock was $[___] per share.

A copy of the Form S-1/A is available for free at:

                        http://is.gd/SCXL1g

                         About FNBH Bancorp

Howell, Michigan-based FNBH Bancorp, Inc., is a one-bank holding
company, which owns all of the outstanding capital stock of First
National Bank in Howell.  The Bank was originally organized in
1934 as a national banking association.  As of Dec. 31, 2011, the
Bank had approximately 85 full-time and part-time employees.  The
Bank serves primarily five communities, Howell, Brighton, Green
Oak Township, Hartland, and Fowlerville, all of which are located
in Livingston County.

FNBH disclosed net income of $329,000 in 2012, as compared with a
net loss of $3.57 million in 2011.  The Company's balance sheet at
Sept. 30, 2013, showed $301.79 million in total assets, $292.65
million in total liabilities and $9.14 million in total
shareholders' equity.

BDO USA, LLP, in Grand Rapids, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.

"The Corporation's subsidiary bank ("Bank") is significantly
undercapitalized under regulatory capital guidelines and, during
2009, the Bank entered into a consent order regulatory enforcement
action ("consent order") with its primary regulator, the Office of
the Comptroller of the Currency.  The consent order requires
management to take a number of actions, including, among other
things, increasing and maintaining its capital levels at amounts
in excess of the Bank's current capital levels.  As discussed in
Note 20, the Bank has not yet met the higher capital requirements
and is therefore not in compliance with the consent order.  As a
result of the uncertain potential impact of future regulatory
actions, circumstances exist that raise substantial doubt about
the Corporation's ability to continue as a going concern."


FREESEAS INC: Crede Stake at 9.9% as of Dec. 31
-----------------------------------------------
Crede CG III, Ltd., and its affiliates disclosed that as of
Dec. 31, 2013, they may be deemed to have beneficial ownership of
2,084,843 shares of common stock, which consists of 2,084,843
shares of Common Stock issuable upon exercise or exchange of a
warrant held by Crede CG III, and all those shares of Common Stock
represent beneficial ownership of approximately 9.9 percent of the
Common Stock, based on (1) 18,974,185 shares of Common Stock
issued and outstanding on Dec. 20, 2013, as reported in the Form
424(b)(3) prospectus filed by the Issuer on Dec. 30, 2013, plus
(2) 2,084,843 shares of Common Stock issuable upon exercise or
exchange of the Warrant.  A copy of the regulatory filing is
available for free at http://is.gd/iD6QtP

                         About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.

Freeseas disclosed a net loss of US$30.88 million in 2012, a net
loss of US$88.19 million in 2011, and a net loss of US$21.82
million in 2010.  As of Sept. 30, 2013, the Company had $107.35
million in total assets, $106.63 million in total liabilities, all
current, and $711,000 in total shareholders' equity.

RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012.  The independent auditors noted that the Company has
incurred recurring operating losses and has a working capital
deficiency.  In addition, the Company has failed to meet
scheduled payment obligations under its loan facilities and has
not complied with certain covenants included in its loan
agreements.  It has also failed to make required payments to
Deutsche Bank Nederland as agreed to in its Sept. 7, 2012,
amended and restated facility agreement and received notices of
default from First Business Bank.  Furthermore, the vast majority
of the Company's assets are considered to be highly illiquid and
if the Company were forced to liquidate, the amount realized by
the Company could be substantially lower that the carrying value
of these assets.  These conditions, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.


GADSDEN/ETOWAH EMS: Files Chapter 11 to Sell Assets
---------------------------------------------------
Gadsden/Etowah EMS, Inc., aka Gadsden EMS, and affiliate Decatur
Emergency Medical Service Inc., filed voluntary petitions for
Chapter 11 bankruptcy (Bankr. N.D. Ala. Case Nos. 14-80532 and
14-80531) on Feb. 25, 2014.

John Davidson, writing for The Gadsden Times, reported that the
goal of the bankruptcy was to allow the businesses to possibly be
sold, and the proceeds used to pay off their debts.  The report
said as of bankruptcy filing date, GEEMS and DEMS had a total of
$1,921,880.56 in assets on the books with $1,820,127.93 in debt.
GEEMS owes about $362,367.51 to the Internal Revenue Service,
which has placed numerous liens against both companies and said it
intends to levy the two companies' assets before the bankruptcy
was filed.

The report said Gadsden Fire Chief Stephen Carroll said the
Alabama Department of Public Health had given GEEMS until 4 p.m.
on Wednesday to have its business up and running and if it didn't,
its medical license would be revoked.  Mr. Carroll said if the
medical license is pulled, he will initiate the process to pull
the company's Gadsden business license at a meeting of the City
Council's Public Safety Committee, set for 10 a.m. Thursday at
City Hall.

There's a bankruptcy court hearing scheduled for Monday, according
to the report.

Bankruptcy Judge Jack Caddell in Decatur presides over the case.
Kevin D. Heard, Esq., and Angela Stewart Ary, Esq., at Heard Ary,
LLC, serve as their counsel.

Gadsden EMS and Decatur EMS are owned by Roger Stanmore, the
companies' president.  Mr. Stanmore signed the Chapter 11
petitions.


GADSDEN/ESTOWAH: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Gadsden/Etowah EMS, Inc.
           aka Gadsden EMS
        P.O. Box 18982
        Huntsville, AL 35804

Case No.: 14-80532

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       Northern District of Alabama (Decatur)

Judge: Hon. Jack Caddell

Debtor's Counsel: Angela Stewart Ary, Esq.
                  HEARD ARY, LLC
                  307 Clinton Avenue West, Suite 310
                  Huntsville, AL 35801
                  Tel: 256-535-0817
                  Fax: 256-535-0818
                  Email: aary@heardlaw.com

                       - and -

                  Kevin D. Heard, Esq.
                  HEARD ARY, LLC
                  307 Clinton Ave. W. Ste 310
                  Huntsville, AL 35801
                  Tel: (256) 535-0817
                  Fax: (256) 535-0818
                  Email: kheard@heardlaw.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by Roger Stanmore, president/owner.

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


GENE CUNNINGHAM: Case Converted to Ch.7; Staking Rink Closes Door
-----------------------------------------------------------------
Edith Brady-Lunny, writing for pantagraph.com, reported that Skate
'N' Place, a skating rink at 1701 S. Morris Ave., in Bloomington,
closed Feb. 25 after the Chapter 11 bankruptcy case of its owners,
spouses Gene L. Cunningham and wife Georgianna Cunningham, was
converted to Chapter 7 liquidation proceedings.

According to the report, Mariann Pogge was named Chapter 7
bankruptcy trustee.  A meeting of creditors in the Chapter 7 case
has been set for March 28.

The report added that Ms. Cunningham declined to answer questions
about the financial issues that led to the filing of the initial
Chapter 11 bankruptcy case in March involving the indoor rink that
has been open for almost 50 years.  The report noted that
bankruptcy court records indicate that a total of $1.2 million in
debt was claimed in the bankruptcy filing, with $600,000 in secure
claims expected to have priority for any funds collected during
the legal process.

The report said the largest claims have been filed by First
Federal Bank for $587,140; Busey Bank, $431,033 and First Farmers
Bank, $159,622.

The Cunninghams filed for Chapter 11 bankruptcy (Bankr. C.D. Ill.
Case No. 13-70607) on March 29, 2013.


GENERAL MOTORS: Could Face $35-Mil. Fine for Recalls
----------------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that
General Motors Co. could face a maximum $35 million federal fine
if the National Highway Traffic Safety Administration determines
GM failed to quickly issue the recall after determining the
switches were faulty.

According to the report, General Motors, for the second time in
less than a week, apologized for its ignition switch recall and
said it is racing to get replacements to dealers, although it
could not yet say when the repairs would begin.

A total of 13 deaths have been linked to the problem, in which
switches can suddenly turn off when jarred and shut down air bags
and the engine, the report said.  The company recently ordered a
world-wide recall of 1.6 million cars.

NHTSA confirmed that it has begun a "timeliness query" to
determine if GM took the right steps in issuing a recall of some
models of the Chevrolet Cobalt and Pontiac G5s last month, the
report related.  The auto maker expanded the recall this week to
include some Saturn, Solstice and HHR models.

GM's biggest challenge its own engineers found in 2004 that
jarring or a heavy key ring weighing on the ignition key while it
is on could cause the car to turn off suddenly, disabling the air
bags, the report further related.  The auto maker disclosed the
finding in a report filed with NHTSA earlier this week.

                     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: Court Allows KCC to Provide Additional Services
----------------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath authorized Kurtzman Carson
Consultants LLC to provide additional services to Global Aviation
Holdings Inc.

The services to be provided by the firm include balloting,
tabulation, and solicitation of votes in connection with the
anticipated filing of Global Aviation's Chapter 11 plan that will
implement the sale process approved by the bankruptcy judge last
month.

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 the 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: Court Extends Lease Decision Period to June 10
---------------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath has given Global Aviation
Holdings Inc. and its affiliated debtors until June 10 to assume
or reject their leases for nonresidential real property.

Global Aviation's lawyer, Christopher Ward, Esq., at Polsinelli
PC, in Wilmington, Delaware, said the counterparties to the leases
won't be adversely affected by the extension.

"The debtors are not aware of any basis for the lessors to assert
that the debtors' continued occupation of the leased premises
would damage the lessors beyond the compensation available under
the Bankruptcy Code," Mr. Ward said.

                   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: Claims Bar Date Set for April 25
-------------------------------------------------
Creditors of Global Aviation Holdings Inc. et al must file their
proofs of claim not later than April 25, 2014 at 5:00 p.m.

Meanwhile, governmental units have until May 12, 2014, at 5:00
p.m. to file their proofs of claim.

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.

An Official Committee of Unsecured Creditors has been appointed in
the 2013 case.  The Committee has hired Alvarez & Marsal North
America, LLC, as financial advisors; and Morris James LLP as
counsel.


GREECE: Banks Need at Least US$6-Bil. More
------------------------------------------
Stephen J. Lubben, writing for The New York Times' DealBook,
reported that Greece will probably need another bailout.

According to the report, Greece has already negotiated two
bailouts worth 240 billion euros, or about $329 billion, with the
European Commission, the European Central Bank and the
International Monetary Fund, but the country now agrees that its
banks need at least $6 billion to $7 billion.  Agence France
Presse said Greece's top four banks are expected to need an extra
capital injection of about five billion euros.

Everyone else says the number is closer to $20 billion, which
sounds like small potatoes to those steeped in United States
financial institutions, but the Greek banking sector is probably
close to the size of New Jersey's, the report noted.  The Bank of
Greece, AFP said, is evaluating the restructuring plans of the
county's four main lenders -- National Bank, Alpha Bank, Piraeus
Bank and Eurobank -- before releasing stress test results that
will show whether they can absorb possible future shocks from bad
loans.


GREEKTOWN HOLDINGS: S&P Assigns 'B-' CCR & Rates $425MM Notes 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned Detroit-based gaming
operator Greektown Holdings LLC its 'B-' corporate credit rating.
The outlook is stable.

At the same time, S&P assigned the company's proposed $425 million
second-priority senior secured notes due 2019 our 'B-' issue-level
rating, with a recovery rating of '3', indicating S&P's
expectation for meaningful (50% to 70%) recovery for lenders in
the event of a payment default.

Greektown will use proceeds from the proposed notes, along with
$25 million of additional sponsor equity and $25 million in asset
sale proceeds to refinance existing debt, to pay fees and expenses
associated with the transaction, and for general corporate
purposes, which S&P expects to include about $50 million of
renovation capital expenditures over the next 12 to 18 months.

The 'B-' corporate credit rating reflects S&P's assessment of
Greektown's business risk profile as "vulnerable" and its
assessment of the company's financial risk profile as "highly
leveraged," according to S&P's criteria.

S&P's assessment of Greektown's business risk profile as
vulnerable is based on its weak diversity as the operator of a
single casino and its weak market position.  Greektown's share of
the Detroit market's gross gaming revenue on a percentage basis is
consistently lower than its share of slot machines and table game
seats, illustrating the Detroit gaming customer's preference for
Greektown's competition.  In 2013, Greektown's market share of
revenue was 24%, compared with our estimate that its share of
gaming positions in the market was 29%.  S&P's business risk
assessment also factors in the potential for modest disruption
associated with planned renovation projects at the property, the
casino's more challenged location, and the risk that nearby
redevelopment projects could lower casino visitation.  S&P's view
that the company's planned renovation projects and operational
improvements will improve customer experience at the property and
modestly improve the company's market position only modestly
offsets the above business risk factors.

S&P's assessment of the financial risk profile as highly leveraged
reflects its expectation that the company will operate with very
high leverage, averaging more than 7x over the next two years as
it completes its planned casino renovation projects.  S&P's
financial risk profile assessment also factors in its forecast for
negative discretionary cash flow generation and EBITDA coverage of
interest in the low- to mid-1x area.  S&P expects the company will
have sufficient liquidity to complete its planned renovation
projects and manage through a 12 to 18 month renovation timeline.


HARRISBURG, PA: Judge Grants Application to Vacate Receivership
---------------------------------------------------------------
Governor Tom Corbett on Feb. 26 joined Mayor Eric Papenfuse and
Maj. Gen. (Ret.) William Lynch to announce that Commonwealth Court
Judge Bonnie Brigance Leadbetter granted an Application filed by
attorneys representing Department of Community & Economic
Development Secretary C. Alan Walker to Vacate the Receivership
for the City of Harrisburg.  Governor Corbett also announced that
he is rescinding the fiscal emergency declaration issued on
October 24, 2011.  Harrisburg is one of only a few cities in the
nation to successfully emerge from state receivership.

"Beginning in 2011 when I declared a fiscal emergency in the City
of Harrisburg, we charted a course for municipal financial
recovery for which there was no blueprint in Pennsylvania,
requesting for the very first time the appointment of an Act 47
receiver and creating the Office of the Receiver to spearhead the
fiscal recovery of our capital city.  These were bold moves, but
extraordinary circumstances call for bold measures," said
Governor Corbett.  "After decades of financial difficulties and
nearly three years of fiscal emergency, we pulled everyone
together to develop consensual solutions and provide a path to
fiscal recovery for the people of Harrisburg."

In granting the Application to Vacate the Receivership, Judge
Leadbetter authorized ongoing implementation of the Harrisburg
Strong plan by a Coordinator.  In turn, Secretary Walker has
appointed Frederick Reddig as the Coordinator responsible to
direct ongoing implementation of the Plan.  Mr. Reddig, who has
been involved in the management of Harrisburg's fiscal crisis
since 2010, will begin his appointment as Coordinator March 1,
2014.  In doing so, he will continue working with city officials
to implement the Harrisburg Strong Plan.

Maj. Gen. (Ret.) William Lynch, who has been serving as Receiver
for the City since May 24, 2012, will exit his post Friday.

"As cities throughout the country have faced dire fiscal
emergencies, Gov. Corbett never gave up on Harrisburg and its
people," Gen. Lynch said.  "The end result has been a course of
recovery that will serve as a model for resolving municipal
distress."

In her five-page Order, Judge Leadbetter cited two critical
components of the Harrisburg Strong Plan, the monetization of the
City's Incinerator and the parking system, both completed in
December, which eliminated the statutory criteria for the
existence of a fiscal emergency declared by Gov. Corbett in August
of 2011.

Those transactions, the result of a collaborative effort put forth
by Gov. Corbett, Gen. Lynch and his team, Harrisburg City Council,
former Mayor Linda Thompson, Mayor Eric Papenfuse and City
creditors, retired over $360 million in debt, while providing the
City with a balanced budget through 2016.

"By working together, we overcame extraordinary challenges to
create a sound plan for Harrisburg that did not include bankruptcy
or bailouts," said Gov. Corbett.

Although the keystone transactions have been completed, ongoing
implementation of the Harrisburg Strong Plan continues.  Most
recently, the City negotiated a contract with Capital City Paid
Firefighter's Association IAFF Local 428 pursuant to the Plan.
The Commonwealth Court will retain jurisdiction over the Plan to
ensure that all parties comply with all remaining aspects of the
recovery plan and that the Plan is fully implemented to its
successful completion.

Mr. Reddig, currently a top advisor with Gen. Lynch in
coordination of the Plan, has administered the Municipalities
Financial Recovery Program since its inception and has coordinated
recovery activities under the Act 47 program including extensive
work in Chester, Johnstown, New Castle, Reading, Pittsburgh and
Scranton.  The same team of professionals and advisors from
Lynch's team will continue to advise Reddig moving forward in
coordinating the Plan.

                  About Harrisburg, Pennsylvania

The city of Harrisburg, in Pennsylvania, is coping with debt
related to a failed revamp of an incinerator.  The city is
$65 million in default on $242 million owing on bonds sold to
finance an incinerator that converts trash to energy.

The Harrisburg city council voted 4-3 on Oct. 11, 2011, to
authorize the filing of a Chapter 9 municipal bankruptcy (Bankr.
M.D. Pa. Case No. 11-06938).  The city claims to be insolvent,
unable to pay its debt and in imminent danger of having
tax revenue seized by holders of defaulted bonds.

Judge Mary D. France presided over the Chapter 9 case.  Mark D.
Schwartz, Esq. and David A. Gradwohl, Esq., served as Harrisburg's
counsel.  The petition estimated $100 million to $500 million in
assets and debts.  Susan Wilson, the city's chairperson on Budget
and Finance, signed the petition.

Harrisburg said in court papers it is in imminent jeopardy through
six pending legal actions by creditors with respect to a number of
outstanding bond issues relating to the Harrisburg Materials,
Energy, Recycling and Recovery Facilities, which processes waste
into steam and electrical energy.  The owner and operator of the
incinerator is The Harrisburg Authority, which is unable to pay
the bond issues.  The city is the primary guarantor under each
bond issue.  The lawsuits were filed by Dauphin County, where
Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and
Covanta Harrisburg Inc.

The Commonwealth of Pennsylvania, the County of Dauphin, and
Harrisburg city mayor Linda D. Thompson and other creditors and
interested parties objected to the Chapter 9 petition.  The state
later adopted a new law allowing the governor to appoint a
receiver.

Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss
Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg,
P.C., represented Mayor Thompson in the Chapter 9 case. Counsel to
the Commonwealth of Pennsylvania was Neal D. Colton, Esq., Jeffrey
G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor.

In November 2011, the Bankruptcy Judge dismissed the Chapter 9
case because (1) the City Council did not have the authority under
the Optional Third Class City Charter Law and the Third Class City
Code to commence a bankruptcy case on behalf of Harrisburg and (2)
the City was not specifically authorized under state law to be a
debtor under Chapter 9 as required by 11 U.S.C. Sec. 109(c)(2).

Dismissal of the Chapter 9 petition was upheld in a U.S. District
Court.

That same month, the state governor appointed David Unkovic as
receiver for Harrisburg.  Mr. Unkovic is represented by the
Municipal Recovery & Restructuring group of McKenna Long &
Aldridge LLP, led by Keith Mason, Esq., co-chair of the group.

Mr. Unkovic resigned as receiver March 30, 2012.  Mr. Unkovic was
replaced by William Lynch as receiver.


HORIZON LINES: Western Asset Stake at 13.5% as of Dec. 31
---------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Western Asset Management Co. disclosed that
as of Dec. 31, 2013, it beneficially owned 12,514,051 shares of
common stock of Horizon Lines, Inc., representing 13.54 percent of
the shares outstanding.  Western Asset previously reported
beneficial ownership of 12,514,047 shares as of Dec. 31, 2012.  A
copy of the regulatory filing is available at http://is.gd/44BKF4

                        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.


HTH LEARNING: Fitch Affirms 'BB+' Rating on Series 2008A Bonds
--------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on the series 2008A
(Media Arts) bonds and 'BB' rating on the series 2008B bonds
(Chula Vista), each of which are educational facility revenue
bonds issued by the California Municipal Finance Authority on
behalf of HTH Learning (HTHL).

-- $4,440,000 (High Tech High projects), series 2008A (Media
    Arts);

-- $18,520,000(High Tech High projects), series 2008B (Chula
    Vista);

The Rating Outlook is Stable.

Security

The series 2008A and the 2008B bonds are separately secured,
warranting the distinct ratings.  Lease payments received by HTHL
from High Tech High Media Arts (HTHMA) secure the series 2008A
bonds.  Lease payments received by HTHL from High Tech High Chula
Vista (HTHCV) secure the series 2008B bonds.  HTHCV's series 2008B
bonds also have a subordinate pledge of up to $600,000 annually
from revenues generated by certain other HTHL schools, as well as
a mortgage lien. Both bond series have a cash-funded debt service
reserve.

Upon repayment or refinancing of approximately $11.5 million
outstanding senior series 2005 bonds (senior bonds, not rated by
Fitch), which HTHL covenants to effectuate by Dec. 1, 2014, the
series 2008A and 2008B bonds will be secured on a parity senior
lien basis by gross revenues of HTHL.  Additional security
provisions include a deed of trust on the Chula Vista facility and
a cash-funded debt service reserve.

Key Rating Drivers

Speculative-Grade Characteristics: The 'BB+' and 'BB' ratings,
respectively, reflect HTHMA and HTHCV's limited operating
histories and speculative-grade financial attributes. Fitch views
HTHCV's credit profile as weaker than HTHMA's, supporting the one-
notch distinction in ratings.

Solid Demand: HTHL benefits from a solid demand position for both
HTHMA and HTHCV in recent years.

Limited Financial Flexibility: Despite solid academic performance
and favorable enrollment trends, both HTHMA and HTHCV operate in
constrained financial environments. HTHCV relies on a debt service
subsidy, although that subsidy began moderating in fiscal 2013.
Both schools are heavily dependent on state per-pupil funding, and
both have very limited balance sheets.

Rating Sensitivities

Standard Charter Renewal Risk: A limited financial cushion;
substantial reliance on enrollment-driven, per pupil funding; and
charter renewal risk are credit concerns common among all charter
school transactions that, if pressured, could negatively impact
the rating overtime.

Change In Lien Status: Upon refinancing of the series 2005 bonds,
which is expected to occur by Dec. 31, 2014, the lien status of
both the 2008A and 2008B bonds is expected to change, which Fitch
will review at that time.

Credit Profile
HTHL is the non-profit parent of several affiliates, including
HTH, which operates 12 charter schools.  The various schools
operate on essentially three campuses, with each campus housing a
complement of elementary, middle and high schools to provide
academic services.  HTH reports that each charter school uses a
project-based learning model, whereby classroom projects weave
science, math, literature, history, art and other academic
subjects together.  HTHL owns the facilities leased to the
respective charter schools, and provides supervision, oversight
and coordination across its 12 affiliated charter schools.

All affiliate schools operate in San Diego County, CA, and
management expects that geographic focus to continue.  All of
HTHL's charter schools are authorized by either the San Diego
Unified School District (SDUSD) or under a statewide benefit
charter from the State Board of Education (SBE).

HTHCV is one of the SBE-authorized schools and opened in fall
2007. It serves about 600 grade 9-12 students.  The school
operates under a five-year charter which extends through June,
2017.  SBE reports a positive working relationship with HTHCV.

HTHMA serves about 410 grade 9-12 students at the HTH Village in
San Diego.  It was founded in fall 2005, and operates under a
charter from San Diego Unified School District (SDUSD); the
current five-year charter was reauthorized to be in effect July
2014 and extend through 2019.  The district reports a positive
working relationship with HTHMA.

Pledged Schools Remain Financially Stable
The pledged schools maintained breakeven to positive operating
margins over the past few years, even in years with state per-
pupil aid reductions.  Per-pupil aid is the largest funding source
for the schools, as is typical in California and with charter
schools in general.  With state funding increases in fiscal 2013
and 2014 due to voter approval of Proposition 30, both schools
began to modestly trim enrollment to better meet operating
capacity and academic goals, while still maintaining balanced
operating results.

Per-pupil funding increases are again projected for the 2014/2015
academic year, which Fitch believes bodes well for continued
positive operating performance.

HTHMA generated a modestly positive margin in each of the past
three fiscal years.  Coverage of $620,000 annual debt service
(equivalent to MADS and the annual HTHL lease obligation) has been
positive - the fiscal 2013 1.2x is comparable to coverage in
recent years.  Debt burden remains high and was 17.3% in fiscal
2013.

HTHCV receives a subsidy from other HTHL schools (the various
Point Loma facilities) to meet its annual Transactional Maximum
Annual Debt Service (T MADS) obligation of $1.2 million.  With
that subsidy operations are consistently close to break-even, and
debt service coverage is modestly positive (1.2x in fiscal 2013).
In fiscals 2013 and 2014, the subsidy was lowered to $450,000 from
the pledged $600,000 due to stronger operations at HTHCV.  The
Point Loma facilities have ample capacity to continue the subsidy;
management indicates that income available for the subsidy exceeds
$1 million annually.  Fitch views the moderating level of
subsidization favorably.

Slim Balance Sheets
The balance sheet cushions at each of the pledged schools remain
extremely light relative to the rating category.  Liquidity
remains a significant credit concern, as is the case for many
other Fitch-rated charter schools.  For HTHCV, available funds
(AF; unrestricted cash and investments) on June 30, 2013 was an
improved but still slim $321,000, equal to only 6.1% of expenses
and 1.7% of debt.  For HTHMA, AF was $20,000, less than 1% of both
expenses and debt.  HTH management reports that liquidity is
managed on a pooled basis at the HTHL and Affiliates level.

At June 30, 2013, AF for HTH Learning and Affiliates was
approximately $8.7 million, equal to a stronger 21% of
consolidated organization expenses and 12% of consolidated debt of
$70 million (including the $22.9 million series 2008A and B
bonds).  While the balance sheet is stronger than that of the
pledged schools, not all of this amount is pledged or available
for series 2008A or 2008B debt service.

Strong Student Demand
Strong student demand at the pledged schools drives operating
performance.  At HTHMA, enrollment for fall 2013 remained stable,
with 409 students.  At HTHCV, enrollment was intentionally trimmed
to 609 students from 620 the prior year.  Management reports that
enrollment at both schools is consistent with budget.  Enrollment
had inched up over time to compensate for state budget cuts
starting in 2008, as well as reflecting strong student demand.

Wait lists also indicate healthy demand. HTHCV had 404 students on
its waitlist at the start of the 2013-2014 academic year,
reflecting substantial over-subscription for the 168 available
seats. School specific data is not available for HTHMA because HTH
consolidates admissions data for all HTH Village high schools, one
of which is HTHMA.  On a consolidated basis, the HTH Village high
schools had a waitlist of 522 after filling 374 available seats.

Mixed Debt Burden Ratios
HTHMA's debt burden is consistently high but manageable at about
17% of operating revenues.  Fitch bases this calculation on the
$620,000 annual lease payment and MADS amount. Actual series 2008A
bond debt service is less.  MADS accounted for 5.7x net income,
available for debt service (net available income), a level more
favorable than most Fitch-rated charter schools.

HTHCV's ratios are substantially weaker, reflecting the younger
age of the school, higher debt leverage, and reliance on a pledged
debt service subsidy from other Point Loma charter schools.  TMADS
represented about 23% of fiscal 2013 operating revenues, not
inconsistent with the prior two years, which Fitch considers very
high.  Similarly, total debt represented a high 12.3x net
available income.


IMS HEALTH: S&P Retains 'B+' CCR on CreditWatch Positive
--------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B+' corporate
credit rating on health care information, services, and technology
provider IMS Health Inc. remains on CreditWatch positive, where
S&P placed it on Jan. 2, 2014.

At the same time, S&P is assigning a 'BB-' issue-level rating to
IMS' proposed $1 billion senior secured credit facility and the
amended and extended term loan B.  These ratings are not on
CreditWatch.  The new facility consists of a $500 million
revolving credit facility and a $500 million delayed draw term
loan A (both due in 2019).  The term loan B consists of a $1,747.6
million USD tranche and a EUR746.9 million EUR tranche; the term
loan B matures in 2021.  Upon completion of the IPO, S&P will
revise the existing senior secured recovery rating to '3' from '2'
to reflect the higher amount of secured debt following the
issuance of the term loan A with an unchanged enterprise value.

The 'B' unsecured issue-level rating on the $500 million 6%
unsecured senior notes due November 2020 also remains on
CreditWatch positive; the recovery rating of '5' is unchanged and
reflects S&P's expectation of modest (10%-30%) recovery in the
event of payment default.  This rating will be raised one notch
once the IPO is complete.

The 'B+' corporate credit rating and the 'B' senior unsecured
issue-level rating remain on CreditWatch with positive
implications, where S&P placed them on Jan. 2, 2014.  The 'BB-'
senior secured issue-level rating is not on CreditWatch because it
will not change following completion of the IPO.

"Our corporate credit rating on IMS currently reflects a "highly
leveraged" financial risk profile with debt leverage that is about
6.5x; lower debt leverage following the IPO will prompt a
favorable revision of our financial risk assessment to
"aggressive".  This is predicated on S&P's belief that, pro forma
for the IPO, adjusted leverage of 5.1x will decline to at least
4.8x by the end of 2014 due to EBITDA growth," said credit analyst
Shannan Murphy.  "Beyond 2014, our base case assumes that the
company will maintain leverage in the 4x-5x range.  In S&P's
opinion, leverage reduction will primarily come from EBITDA
expansion which, coupled with a still-high debt burden of more
than $4 billion, will only contribute to modest debt reduction.
Although S&P's base case forecast has IMS generating more than
$350 million of free cash flow, it expects IMS will use at least
half of this free cash flow for business development activities--
limiting IMS' deleveraging capabilities."

S&P will resolve the CreditWatch placement upon completion of the
IPO.  At that time, S&P will raise the corporate credit rating to
'BB-'.  S&P will also revise the senior secured recovery rating to
'3' from '2' and affirm the 'BB-'issue-level rating, and raise the
issue-level rating on the 6% senior unsecured notes to 'B+' and
maintain a recovery rating of '5'.

S&P expects the rating outlook to be stable, reflecting its belief
that IMS will generate low-single-digit growth and more than
$350 million of free cash flow.  In S&P's opinion, some of this
free cash flow will likely be used for business development
activities instead of optional debt reduction.


INTERLINE BRANDS: S&P Assigns 'B' Rating on $350MM Term Loan
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue-level
rating (the same as the corporate credit rating) to Interline New
Jersey's proposed $350 million term loan B due 2021.  The recovery
rating is '3', indicating S&P's expectation of meaningful (50% to
70%) recovery in the event of payment default.

At the same time, S&P affirmed its 'B' corporate credit rating on
Jacksonville, Fla.-based Interline Brands Inc. (Delaware Corp.).
The rating outlook is stable.

In addition, S&P affirmed its 'CCC+' issue-level ratings (two
notches below the corporate credit rating) on the company's
$365 million holding company notes due 2018.  The recovery rating
on these notes remains unchanged at '6', indicating S&P's
expectation of negligible (0% to 10%) recovery in the event of
payment default.

"Our ratings affirmation reflects our view that following the
proposed transaction, Interline's forecast debt to EBITDA will
remain about 6x," said Standard & Poor's credit analyst Maurice
Austin.  "We expect interest expense will decline by about $8
million, based on the transaction, contributing further to the
company's financial flexibility while maintaining its "adequate"
liquidity," added Mr. Austin.

S&P's baseline scenario for 2014 reflects Interline's improved
operating results resulting from recent strong operating
performance in all its end markets, driven by increasing occupancy
and rent rates for multifamily REITs and its recent acquisitions.
As a result, S&P anticipates sales growth of about 5.5% in 2014
with gross margins remaining about 35%.  Consequently, S&P expects
EBITDA of about $170 million in 2014, with funds from operation to
debt of about 10% and debt to EBITDA of about 5.5x by the end of
2014.  S&P considers these ratios to be consistent with a "highly
leveraged" financial risk profile.  Risks to S&P's forecasts
include lower repair and remodeling spending than previously
anticipated and declining occupancy and rent rates for multifamily
REITs.


INTRALINKS INC: S&P Assigns 'BB' Rating to $80MM Loan Due 2019
--------------------------------------------------------------
Standard & Poor's Ratings Services it assigned its 'BB' issue-
level rating to New York City-based IntraLinks Inc.'s proposed
$80 million term loan due 2019.  The '1' recovery rating indicates
S&P's expectation for very high recovery (90% to 100%) in the
event of payment default.  The company intends to use the proceeds
to repay the $75 million outstanding on its current term loan due
June 2014 and to pay transaction costs.  S&P's 'B+' corporate
credit rating on Intralinks is unchanged.  The outlook is stable.

The ratings reflect Intralinks' "significant" financial risk
profile with leverage in the high-4x area at Dec. 31, 2013 (pro
forma for the proposed transaction and including S&P's treatment
of capitalized software development as an operating expense), but
that S&P also expects leverage to fall below 4x in 2014 driven by
mid-to-high single-digit revenue growth and modestly expanding
profitability resulting from operating leverage.  The ratings also
incorporate S&P's assessment of the company's business risk
profile as "weak" derived from its narrow focus on the fragmented
and competitive electronic collaboration market and its exposure
to the volatile mergers and acquisitions (M&A) environment, which
makes up nearly 50% of revenues.  Partly offsetting these factors
are its recurring revenue base of more than 50% of revenues and
good M&A advisor relationships.  S&P subtract one notch from its
anchor rating of 'bb-' to arrive at the corporate credit rating
due to the company's transitioning enterprise business model,
small EBITDA base, and modest free operating cash flow, which S&P
expects to be below $10 million over the next 12 months.

RATINGS LIST

InterLinks Inc.
Corporate Credit Rating      B+/Stable

New Rating
$80 mil. term loan due 2019  BB
Recovery rating             1


ISTAR FINANCIAL: PointState No Longer a Shareholder
---------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, PointState Capital LP and Zachary J.
Schreiber disclosed that as of Dec. 31, 2013, they did not
beneficially own any shares of common stock of Istar Financial
Inc.  PointState previously owned 5,492,500 shares at March 5,
2013.  A copy of the regulatory filing is available at:

                        http://is.gd/6jlOWs

                       About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

iStar Financial incurred a net loss of $241.43 million in 2012,
following a net loss of $25.69 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $5.77 billion in total
assets, $4.37 billion in total liabilities, $12.39 million in
redeemable noncontrolling interests, and $1.38 billion in total
equity.

                            *     *     *

In March 2013, Fitch Ratings affirmed iStar's 'B-' issuer default
rating and revised the outlook to "positive" from "stable."  The
revision of the outlook to positive is based on the company's
demonstrated access to the unsecured debt market, which, combined
with certain secured debt refinancings, have significantly
improved SFI's near-term debt maturity profile.

As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.

In October 2012, Moody's Investors Service upgraded the corporate
family rating to B2 from B3.  The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate.  The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.


JACKSONVILLE BANCORP: Wellington Mgt. Stake at 8.3% as of Dec. 31
-----------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Wellington Management Company, LLP, disclosed
that as of Dec. 31, 2013, it beneficially owned 266,643 shares of
common stock of Jacksonville Bancorp, Inc., representing 8.39
percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/OL1LIJ

                    About Jacksonville Bancorp

Jacksonville Bancorp, Inc., a bank holding company, is the parent
of The Jacksonville Bank, a Florida state-chartered bank focusing
on the Northeast Florida market with eight full-service branches
in Jacksonville, Duval County, Florida, as well as the Company's
virtual branch.  The Jacksonville Bank opened for business on
May 28, 1999, and provides a variety of community banking services
to businesses and individuals in Jacksonville, Florida.

Jacksonville Bancorp disclosed a net loss of $43.04 million in
2012, a net loss of $24.05 million in 2011 and a $11.44 million
net loss in 2010.  As of Sept. 30, 2013, the Company had $514.54
million in total assets, $481.82 million in total liabilities and
$32.72 million in total shareholders' equity.

"Both Bancorp and the Bank must meet regulatory capital
requirements and maintain sufficient capital and liquidity and our
regulators may modify and adjust such requirements in the future.
The Bank's Board of Directors has agreed to a Memorandum of
Understanding (the "2012 MoU") with the FDIC and the OFR for the
Bank to maintain a total risk-based capital ratio of 12.00% and a
Tier 1 leverage ratio of 8.00%.  As of December 31, 2012, the Bank
was well capitalized for regulatory purposes and met the capital
requirements of the 2012 MoU.  If noncompliance or other events
cause the Bank to become subject to formal enforcement action, the
FDIC could determine that the Bank is no longer "adequately
capitalized" for regulatory purposes.  Failure to remain
adequately capitalized for regulatory purposes could affect
customer confidence, our ability to grow, our costs of funds and
FDIC insurance costs, our ability to make distributions on our
trust preferred securities, and our business, results of
operation, liquidity and financial condition, generally,"
according to the Company's annual report for the year ended
Dec. 31, 2012.


JACKSONVILLE BANCORP: Ithan Creek Stake at 1.3% as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Ithan Creek Master Investors (Cayman) L.P.
and Wellington Hedge Management, LLC, disclosed that as of
Dec. 31, 2013, they beneficially owned 42,839 shares of common
stock of Jacksonville Bancorp, Inc., representing 1.35 percent of
the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/Qfv8Ri

                    About Jacksonville Bancorp

Jacksonville Bancorp, Inc., a bank holding company, is the parent
of The Jacksonville Bank, a Florida state-chartered bank focusing
on the Northeast Florida market with eight full-service branches
in Jacksonville, Duval County, Florida, as well as the Company's
virtual branch.  The Jacksonville Bank opened for business on
May 28, 1999, and provides a variety of community banking services
to businesses and individuals in Jacksonville, Florida.

Jacksonville Bancorp disclosed a net loss of $43.04 million in
2012, a net loss of $24.05 million in 2011 and a $11.44 million
net loss in 2010.  As of Sept. 30, 2013, the Company had $514.54
million in total assets, $481.82 million in total liabilities and
$32.72 million in total shareholders' equity.

"Both Bancorp and the Bank must meet regulatory capital
requirements and maintain sufficient capital and liquidity and our
regulators may modify and adjust such requirements in the future.
The Bank's Board of Directors has agreed to a Memorandum of
Understanding (the "2012 MoU") with the FDIC and the OFR for the
Bank to maintain a total risk-based capital ratio of 12.00% and a
Tier 1 leverage ratio of 8.00%.  As of December 31, 2012, the Bank
was well capitalized for regulatory purposes and met the capital
requirements of the 2012 MoU.  If noncompliance or other events
cause the Bank to become subject to formal enforcement action, the
FDIC could determine that the Bank is no longer "adequately
capitalized" for regulatory purposes.  Failure to remain
adequately capitalized for regulatory purposes could affect
customer confidence, our ability to grow, our costs of funds and
FDIC insurance costs, our ability to make distributions on our
trust preferred securities, and our business, results of
operation, liquidity and financial condition, generally,"
according to the Company's annual report for the year ended
Dec. 31, 2012.


JACKSONVILLE BANCORP: Endeavour Stake at 11.2% as of Dec. 31
------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Endeavour Capital Advisors Inc. and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
355,192 shares of common stock of Jacksonville Bancorp, Inc.,
representing 11.2 percent of the shares outstanding.  A copy of
the regulatory filing is available for free at http://is.gd/huSODj

                    About Jacksonville Bancorp

Jacksonville Bancorp, Inc., a bank holding company, is the parent
of The Jacksonville Bank, a Florida state-chartered bank focusing
on the Northeast Florida market with eight full-service branches
in Jacksonville, Duval County, Florida, as well as the Company's
virtual branch.  The Jacksonville Bank opened for business on
May 28, 1999, and provides a variety of community banking services
to businesses and individuals in Jacksonville, Florida.

Jacksonville Bancorp disclosed a net loss of $43.04 million in
2012, a net loss of $24.05 million in 2011 and a $11.44 million
net loss in 2010.  As of Sept. 30, 2013, the Company had $514.54
million in total assets, $481.82 million in total liabilities and
$32.72 million in total shareholders' equity.

"Both Bancorp and the Bank must meet regulatory capital
requirements and maintain sufficient capital and liquidity and our
regulators may modify and adjust such requirements in the future.
The Bank's Board of Directors has agreed to a Memorandum of
Understanding (the "2012 MoU") with the FDIC and the OFR for the
Bank to maintain a total risk-based capital ratio of 12.00% and a
Tier 1 leverage ratio of 8.00%.  As of December 31, 2012, the Bank
was well capitalized for regulatory purposes and met the capital
requirements of the 2012 MoU.  If noncompliance or other events
cause the Bank to become subject to formal enforcement action, the
FDIC could determine that the Bank is no longer "adequately
capitalized" for regulatory purposes.  Failure to remain
adequately capitalized for regulatory purposes could affect
customer confidence, our ability to grow, our costs of funds and
FDIC insurance costs, our ability to make distributions on our
trust preferred securities, and our business, results of
operation, liquidity and financial condition, generally,"
according to the Company's annual report for the year ended
Dec. 31, 2012.


JAMES ALBERT D'ANGELO: Suit Against JPMorgan Dismissed
------------------------------------------------------
Bankruptcy Judge Magdeline D. Coleman dismissed in its entirety
the Second Amended Adversary Complaint in the case, JAMES ALBERT
D'ANGELO, SR. AND CAROLYN MARIE D'ANGELO, Plaintiffs, v. J.P.
MORGAN CHASE BANK, N.A., Defendant, Adv. Proc. No. 12-00301-MDC
(Bankr. E.D. Pa.). In Count Nine of the complaint, the Plaintiffs
seek to avoid as a preferential transfer pursuant to 11 U.S.C.
Sec. 547(b) an equitable lien in favor of J.P. Morgan in the
amount of $1,339,387.30 against the Plaintiffs' residence located
at 102 Pickwick Drive, Doylestown, Pennsylvania, imposed by a Lien
Order dated April 11, 2011, entered by the Bucks County Court of
Common Pleas.  Judge Coleman said that, after consideration of the
pleadings and the parties' arguments at the hearing, the Court
finds that the claim asserted by Count Nine to be implausible.  A
copy of Judge Coleman's Feb. 21 Memorandum is available at
http://is.gd/Hm64Slfrom Leagle.com.

James A. D'Angelo, Sr. and Carolyn M. D'Angelo filed a Chapter 13
bankruptcy petition on June 22, 2011.  Their case was later
converted to a Chapter 11 case (Bankr. E.D. Pa. Case No. 11-14926-
MDC) on Sept. 30, 2011.


JSM PROPERTIES: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: JSM Properties LLC
        PO Box 1399
        Lebanon, TN 37088

Case No.: 14-01485

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Hon. Marian F Harrison

Debtor's Counsel: Ben Hill Thomas, Esq.
                  BEN H THOMAS LAW, PLLC
                  1105 16th Ave. South, Suite D
                  Nashville, TN 37212
                  Tel: 615-322-9191
                  Fax: 615-322-1220
                  Email: ben@benhthomaslaw.com

Total Assets: $1.2 million

Total Liabilities: $930,000

The petition was signed by Bradford J. Moss, manager and owner.

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


KEY PLASTICS: Minority Investor Allowed to Review Books & Records
-----------------------------------------------------------------
Judge John W. Noble of the Court of Chancery of Delaware ruled
that Caspian Select Credit Master Fund Ltd., a Cayman Islands
limited liability company and the sole minority investor in Key
Plastics Corporation, is entitled to inspect Key Plastics' books
and records that are tailored to meet its asserted purposes.

"Caspian has demonstrated proper purposes for this books and
records action: to investigate waste, mismanagement, and self-
dealing and to gather information about the Company's financial
position to value its stock.  Caspian has indicated its optimism
that it can work with Key Plastics to narrow its books and records
request pursuant to these purposes and its willingness to comply
with a reasonable confidentiality agreement.  Should the parties
find themselves unable to reach agreement, they may request the
Court to address both topics.  Therefore, judgment shall be
entered in favor of Caspian. Counsel shall confer to define the
appropriate books and records to be inspected and to execute a
reasonable confidentiality agreement, as discussed at trial,"
Judge Noble said.

Caspian owns approximately 8.5% of Key Plastics' outstanding
shares.  The remaining 91.5% of the Company is owned by two
related funds, the Wayzata Opportunities Fund II, L.P. and Wayzata
Opportunities Fund Offshore II, L.P., managed by Wayzata
Investment Partners LLC.

Key Plastics, after becoming insolvent, filed a prepackaged
bankruptcy plan under Chapter 11 on Dec. 15, 2008.  The senior
note holders obtained an option to receive a pro rata share of 65%
of the fully diluted equity in the reorganized Company or cash
equal to 16% of the face value of their notes.  Under the
bankruptcy plan, the senior notes of Caspian and Wayzata were
converted into equity of the reorganized Key Plastics.

The case is Caspian Select Credit Master Fund Ltd. v. Key Plastics
Corporation, C.A. No. 8625-VCN (Del. Chancery).

A copy of Judge Noble's decision dated Feb. 24 is available at
http://is.gd/Hly5i8from Leagle.com.

Headquartered in Northville, Michigan, Key Plastics LLC --
http://www.keyplastics.com/-- supplies plastic components to the
automotive industry.  The company has 24 manufacturing facilities
located in the United States, Canada, Mexico, Germany, Portugal,
Spain, the Czech Republic, France, Slovakia, Italy and China.
According to Bloomberg News, the company filed for bankruptcy in
March 23, 2000, in Detroit and emerged a year later under the
ownership of private-equity firm Carlyle.

The Company and Key Plastics Finance Corp. filed separate
petitions for Chapter 11 relief on December 15, 2008 (Bankr. D.
Del. Case Lead Case No. 08-13324).  Mark D. Collins, Esq., at
Richards Layton & Finger PA; and Stephen A. Youngman, Esq., and
Martin A. Sosland, Esq., at Weil, Gotschall & Manges LLP,
represent the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they listed
assets and debts between $100 million and $500 million each.

As reported in the Troubled Company Reporter on February 10, 2009,
the Court confirmed on January 29, 2009, the Debtors' prepackaged
plan, concluding the Key Plastics' second trek through Chapter 11.
Key Plastics converted $115 million of senior secured debt into
equity.


KIPP INC: Fitch Affirms 'BB+' Rating on 2009A Bonds
---------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on approximately $64.2
million of series 2009A bonds (the bonds) issued by the La Vernia
Higher Education Finance Corporation, TX on behalf of KIPP, Inc.
(KIPP).

The Rating Outlook is Stable.

Security

The bonds are secured by a senior lien on revenues and a lien on
and security interest in certain real property on which KIPP's
Houston area schools are located.  Additional security features
include a debt service reserve fund, and an additional bonds test.

PHILO Houston, LLC (PHILO), a 501c3 created by PHILO Finance
Corporation (PFC) and KIPP, provides an unconditional and
irrevocable debt service fund guaranty for principal and interest
payments on KIPP's series 2009 bonds in the amount of $20 million.
The guaranty is supported by three parties: PFC ($9 million);
Local Initiatives Support Corporation (LISC) ($1 million); and the
Bill & Melinda Gates Foundation ($10 million).  PFC and LISC's
fund are held by PHILO in a reserved capital account.  The Bill
and Melinda Gates Foundation issued an effectiveness letter,
pursuant to a support agreement, which may be drawn upon to pay
bondholders if funds in the reserved capital account are
insufficient.   The Bill and Melinda Gates Foundation and LISC
guaranties expire in 2019, while the PFC guarantee extends through
the term of the bonds.

The bonds rank on parity with around $32.6 million of outstanding
series 2006A revenue bonds (not rated by Fitch).  The bonds are
senior to outstanding Qualified Zone Academy Bonds (QZABs) and
Qualified School Construction Bonds in the amount of $34.8 million
and $17.4 million, respectively.

Key Rating Drivers

Stable Credit Characteristics: The 'BB+' rating primarily reflects
a long operating history, punctuated by multiple charter renewals
and a track-record of positive GAAP-based operating performance.
Consistently healthy student demand and enrollment trends are
supported by a demonstrated ability to produce favorable academic
outcomes.  Counterbalancing factors include significant financial
leverage and thin balance sheet liquidity.

Market-Leading Position Supports Operations: KIPP's strong
reputation in the charter school landscape supports consistently
solid student demand, which provides some financial stability and
contributes to healthy operating surpluses.  Favorable enrollment
trends coupled with prudent financial management and financial
support from PFC partially offset Fitch's concerns related to
KIPP's high reliance on state per pupil funding for operations and
limited balance sheet liquidity.

Sizeable Financial Leverage: Capital investment in new facilities
to accommodate enrollment growth has necessitated periodic debt
issuances in recent years; consequently, KIPP currently operates
with significant financial leverage.  Fitch expects KIPP to
continue its track-record of generating consistently healthy
operating performance sufficient to repay its debt obligations
which is an important mitigating factor.  KIPP's long-term
strategy may include further debt-financed capital investments;
however, there are no concrete plans to do so at present time.

Rating Sensitivities

Standard Sector Concerns: A modest financial cushion; substantial
reliance on enrollment-driven, per pupil funding; and charter
renewal risk are credit concerns common among all charter school
transactions that, if pressured, could negatively impact the
rating.

Significant Changes In Charter Laws: The state of Texas recently
passed Senate Bill 2 (SB 2) which made significant changes in the
state's charter school laws.  Fitch believes KIPP's nearly 20 year
operating history reflects a clear competency in managing through
varied regulatory landscapes and does not expect SB2 to adversely
impact operations.

Credit Profile

The Knowledge is Power Program (KIPP) is a non-profit entity
founded in Houston in 1994 by two teachers from Teach for America
Corps as an inner-city public school program.  KIPP Inc. began as
one middle school in 1995 and, for academic year 2013-14, had
twenty two schools across nine campuses.  The total school count
includes a new high school in KIPP's Northeast campus, which
opened on time and budget for academic year 2013-14 and benefits
from nearby KIPP-feeder schools, and district partnerships with
the Spring Branch School District (one school) and the Galveston
Independent School District (two schools).  Two additional
schools, financed with Series 2012 QZABs, are expected to open in
fall 2014.

Historically, KIPP held two charters authorized by the Texas
Education Agency (TEA) - KIPP Southeast Houston (SE), which
covered five schools and KIPP Inc., which covered the remaining 14
schools. Effective July 1, 2013, schools operating under the KIPP
SE charter were transferred to the KIPP Inc. Charter and the
former was eliminated.  In tandem with charter consolidation, KIPP
Inc.'s charter was extended through July 1, 2023.  TEA indicated
that there are no material issues or concerns related to KIPP's
charter standing at present time.

Sb 2 Is Not Expected To Adversely Impact Kipp

The state of Texas (rated 'AAA'/Stable Outlook by Fitch) recently
passed SB 2 which made significant changes in the state's charter
school laws.  Provisions, which became effective September 2013,
include a gradual expansion in the number of charters permitted in
the state (from 215 to a maximum of 305 by Sept. 2019),
streamlined the process of expanding and renewing successful
charter schools, and instituting a mandatory charter expiration if
a school exhibits several years of academic and/or financial
underperformance.

Fitch's view on SB 2 are mixed.  The state's greater acceptance of
charter schools as a viable alternative to traditional public
education coupled with greater transparency in the charter renewal
process are viewed favorably.  However, Fitch believes that other
measures included in the legislation, for instance a mandatory
charter expiration for academically and/or financially
underperforming schools (which does not permit an appeals
process), present some new risk.  Importantly, Fitch believes
KIPP's nearly 20 year operating history reflects a clear
competency in managing through varied regulatory landscapes and
does not expect SB 2 to adversely impact operations.

Market-Leading Position Supports Operations

KIPP's strong reputation in the charter school landscape and
demonstrated track-record of producing favorable academic outcomes
supports consistently solid student demand.  In academic year
2012-13, all schools under KIPP's charter achieved the new "met
standard" rating (temporary pass-fail system that replaced the
exemplary-to-unacceptable scale) and a number of schools achieved
a mark of distinction in at least one area of evaluation. More
recently, two of KIPP Inc.'s schools were nominated for 2014
national Blue Ribbon honors, which is reserved for very high
performing schools as measured by state or national assessments.

January 2014 total enrollment stood at 10,925, or 16.5% ahead of
academic year 2012-13.  As of Jan. 31, 2014, 8,013 names were
submitted to KIPP's lottery process relative to 7,036 names as of
Jan. 31, 2013.  A random automated lottery process will be
performed on March 1, 2014 to address instances where demand for a
specific grade/school is in excess of available slots.  The loss
of 876 students for academic year 2014-15 associated with the
recent termination of a district partnership with the Galveston
Independent School District is expected to be more than offset by
organic growth at maturing schools and the opening of the new KIPP
Connect Primary and Middle Schools, yielding a more modest 2.5%
growth rate for fall 2014.

The size of KIPP's enrollment base, which is the largest of all
Fitch-rated charter schools, provides some financial flexibility,
as the loss of a few students does not produce a material adverse
financial effect that cannot be managed from a budgetary
perspective.  However, state funding reductions in per pupil aid,
the organization's primary revenue stream, did pressure operations
in the 2012-13 biennium (fiscal years 2012 and 2013).  In fiscal
2013, KIPP registered a negative operating margin of -1.6% before
consideration of debt service support from PFC pursuant to a 15-
year agreement for the series 2009 bonds.  KIPP's unrestricted
operating revenues adjusted for the $3 million in fiscal 2013
support yielded a positive 1.5% operating margin.  Based on
preliminary data, fiscal year-end 2014 operations are expected to
be comparable to fiscal 2013.

A track-record of relatively steady GAAP-based operating
performance somewhat mitigates KIPP's limited financial cushion.
Available funds, defined by Fitch as cash and investments not
permanently restricted, totaled $8.6 million at fiscal year-end
2013 and covered fiscal 2013 operating expenses by modest 8.9%.
KIPP recently renewed and increased its line of credit to $6
million. According to management, there have neither been, nor are
expected to be, any draws on the line of credit.

Significant Financial Leverage

KIPP operates with significant financial leverage similar to many
other charter schools.  KIPP's pro-forma maximum annual debt
service (MADS) of around $12.3 million, which includes debt
service on subordinated debt and conservatively excludes expected
federal credit payments on these bonds, represented a high 12.6%
of adjusted unrestricted operating revenues (adjusted net income
from operations covered MADS by a satisfactory 1.2x).  Available
funds in fiscal year 2013 covered long-term debt ($149.8 million,
including subordinate bonds) by a modest 5.7%.

Fitch views the aforementioned ratios as speculative-grade
attributes highlighting the importance of KIPP's ability to
sustain healthy operating performance to repay its debt
obligations. KIPP's long-term strategy may include further
investment in capital assets accompanied by additional debt;
however, there are no concrete plans to do so at present time.


KLN STEEL: Some Payments to Pre-Bankruptcy Advisor Avoidable
------------------------------------------------------------
MICHAEL CIESLA TRUSTEE OF THE KLN LIQUIDATING TRUST, Plaintiff, v.
HARNEY MANAGEMENT PARTNERS, Defendant, Adv. Proc. No. 13-01013
(Bankr. W.D. Tex.), requires the Bankruptcy Court to determine
whether payments should be recovered by the trustee of a
liquidating trust from restructuring consultants hired to advise a
bankrupt business prior to its bankruptcy filing, or whether those
payments are protected from recovery by the "ordinary course of
business" or "new value" defenses.

Harney provided business consulting and restructuring advisory
services to KLN.  In the Complaint, the Trustee sought to recover
payments made during the during the 90 days before the bankruptcy
filing in the sum of "at least" $168,594.85, as preferential
transfers recoverable pursuant to section 547(b) of the Bankruptcy
Code.  Although the Trustee never amended the Complaint, it later
became clear from his filings and representations to the Court
that he wished to recover another payment made in the 90 days
prior to filing, in the sum of $50,000, for a total attempted
recovery of $218,594.85.

At summary judgment, the Court found that most of the contested
payments were not avoidable, because they fit snugly within the
"ordinary course of business" exception.  Now, the Court finds
that the remaining amounts are not protected as "ordinary course"
payments, and only a small amount is protected by the "new value"
exception. The Court also finds that the payments have been
properly placed at issue before the court, and that the plaintiff
has standing to pursue them.

In a Feb. 18, 2014 Findings of Fact and Conclusions of Law
available at http://is.gd/1iojHffrom Leagle.com, Bankruptcy Judge
Tony M. Davis holds that Harney should retain the amount of $2,280
as a payment protected by the "new value" exception, and that the
Trustee should otherwise be entitled to recover the transfers made
on the invoices of September 24 and October 8, 2011, in the amount
of $42,994.19, and the day-of-bankruptcy payment, in the amount of
$50,000.  The Trustee's net recovery is, thus, $90,714.19.

                    About KLN Steel Products

KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and
Furniture by Thurston manufacture and market high quality
furniture for multi-person housing facilities and packaged
services for federal government offices and dormitory facilities.
They have two manufacturing facilities.  One is in San Antonio,
Texas, which is consolidated and designed to accommodate high
volume fabrication of standard and semi-custom steel furniture and
case goods of high quality for colleges and universities, military
quarters, and job corps centers, or wherever high quality, long
life, low maintenance furniture is essential.  The facility
includes a manufacturing facility of more than 170,000 square feet
capable of producing substantial projects on a timely basis.  The
second facility is located in Grass Valley, California, with more
than 61,000 square feet dedicated to the manufacturing of wood
furniture for military and university housing.

KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case
No. 11-12855) on Nov. 22, 2011.  Dehler (Case No. 11-12856) and
Furniture by Thurston (Case No. 11-12858) filed on the same day.
Judge Craig A. Gargotta oversees the case.  Patricia Baron
Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors'
counsel.  Horwood Marcus & Berk Chartered serves as their special
counsel.  Conway MacKenzie, Inc., serves as financial advisor.
Each of the Debtors estimated assets and debts of $10 million to
$50 million.

San Antonio, Texas-based 4200 Pan Am LLC filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 11-13154) on Dec. 29, 2011.
Judge Gargotta oversees the case, taking over from Judge H.
Christopher Mott.  Patricia Baron Tomasco, Esq., at Jackson Walker
LLP, serves as 4200 Pan Am's counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts. The
petition was signed by Edward J. Herman, manager.

4200 Pan Am sought joint administration of its case with those of
affiliates Dehler, Furniture By Thurston, and KLN.

The Official Committee of Unsecured Creditors in the Chapter 11
cases of KLN Steel Products Company, LLC, et al., is represented
by Hall Attorneys, P.C.  The Committee tapped Navigant Consulting
(PI), LLC as its financial advisor.

The Debtors' Third Amended Chapter 11 Plan of Reorganization was
confirmed by the Court in 2012.  As reported in the Troubled
Company Reporter on June 5, 2012, KLN and its two sister companies
will be sold to a Dallas company as part of the Plan, which calls
for Avteq Inc. to make some payments and assume various
liabilities that combined are about $11 million.  Michael Ciesla
was appointed as liquidating trustee under the Plan.

A full-text copy of the order and the Third Amended Plan is
available for free at:

     http://bankrupt.com/misc/KLNSTEEL_3RdAPlan_order.pdf


KREIN-ONE LLC: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Krein-One, LLC
        2875 St. Rose Parkway
        Ste. 100
        Henderson, NV 89052

Case No.: 14-11153

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. August B. Landis

Debtor's Counsel: Thomas H. Fell, Esq.
                  GORDON SILVER
                  3960 Howard Hughes Pky 9th Flr
                  Las Vegas, NV 89169
                  Tel: (702) 796-5555
                  Fax: (702) 369-2666
                  Email: tfell@gordonsilver.com

Total Assets: $4.40 million

Total Liabilities: $4.05 million

The petition was signed by Michael Krein, authorized individual.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb14-11153.pdf


KREIN-TWO LLC: Case Summary & 8 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Krein-Two, LLC
        2875 St. Rose Parkway, Ste. 100
        Henderson, NV 89052

Case No.: 14-11154

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. August B. Landis

Debtor's Counsel: Thomas H. Fell, Esq.
                  GORDON SILVER
                  3960 Howard Hughes Pky 9TH Flr
                  Las Vegas, NV 89169
                  Tel: (702) 796-5555
                  Fax: (702) 369-2666
                  Email: tfell@gordonsilver.com

Total Assets: $2.70 million

Total Liabilities: $2.56 million

The petition was signed by Michael Krein, manager.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb14-11154.pdf


LANE AWARD: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Lane Award Manufacturing, Inc.
        1118 South Central Avenue
        Phoenix, AZ 85004-2786

Case No.: 14-02267

Chapter 11 Petition Date: February 25, 2014

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

Judge: Hon. George B. Nielsen Jr.

Debtor's Counsel: Allan D. Newdelman, Esq.
                  ALLAN D. NEWDELMAN PC
                  80 E. Columbus Ave.
                  Phoenix, AZ 85012
                  Tel: 602-264-4550
                  Fax: 602-277-0144
                  Email: anewdelman@adnlaw.net

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Mack Gleekel and John Luvisi, president
and CEO.

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


LEHMAN BROTHERS: To Make Fifth Payment to Creditors April 3
-----------------------------------------------------------
Lehman Brothers Holdings Inc. said it will make a fifth payment to
creditors under its $65 billion payout plan on April 3.

The company, which has already paid half of the $65 billion it
aims to pay by 2016 or so, did not disclose how much creditors
will be paid in the fifth distribution.

In order to receive payment, creditors have to submit documents,
including an Internal Revenue Service tax form and certification
pertaining to Office of Foreign Assets Control compliance, by
March 7.  Lehman won't recognize any transfer of claims recorded
on the claims register after February 23.

In its initial distribution on April 17, 2012, Lehman paid $22.5
billion to creditors.  Its creditors received $10.208 billion
while creditors of its commercial paper unit received $3.235
billion.

On October 1, 2012, Lehman paid another $10.2 billion, of which
more than $6.75 billion was paid to its creditors while more than
$2.51 billion went to creditors of the commercial paper unit.

In its third distribution on April 4, 2013, Lehman paid more than
$14 billion.  On October 3, 2013, the company paid another $15.6
billion, of which about $11.1 billion went to third-party
creditors and non-controlled affiliates.

Lehman's payout plan, which treats creditors of its subsidiaries
better than its own creditors, was confirmed by the U.S.
Bankruptcy Court for the Southern District of New York in
December 2011.  On March 6, 2012, the company officially emerged
from bankruptcy protection.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012,
and a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

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


LEHMAN BROTHERS: Court Approves Freddie Mac Deal
------------------------------------------------
Lehman Brothers Holdings Inc. won court approval of a deal it
made with the Federal Home Loan Mortgage Corp. ("Freddie Mac") to
settle the mortgage agency's $1.2 billion.

The settlement will free up millions of dollars which will be
available for distribution to Lehman's creditors.  Prior to the
deal, the company had to set aside $1.2 billion to cover Freddie
Mac's claim.

Under the deal, Lehman will make a one-time cash payment of $767
million to Freddie Mac.  The settlement requires the mortgage
agency to turn over documents Lehman can use to pursue claims
against third parties for alleged misrepresentations in
connection with the company's residential mortgage loan business.

Attorney for Lehman, Alfredo Perez, Esq., at Weil Gotshal &
Manges LLP, in New York, said the company expects to get
"substantial recoveries" from those claims.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
pointed out that Lehman also said the settlement resolves two of
the largest outstanding claims.

A full-text copy of the settlement agreement is available without
charge at http://is.gd/QD70Ps

Freddie Mac's claim stemmed from two loans it extended to Lehman
prior to the company's bankruptcy filing in 2008.  Freddie Mac
was claiming $1.2 billion as a priority claim to be paid in full
on account of loans made in August 2008, Mr. Rochelle pointed
out.  The other claim, for $961 million, related to faulty
mortgages, Mr. Rochelle said.  Lehman wanted the claim classified
as general unsecured to release the $1.2 billion cash reserve but
the mortgage agency argued that its claim should get priority
status and be placed ahead of other claims filed in the company's
bankruptcy case.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012,
and a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

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


LEHMAN BROTHERS: To Establish $44MM Reserve for Stonehill Claims
----------------------------------------------------------------
Lehman Brothers Holdings Inc. has filed a motion seeking approval
from the U.S. Bankruptcy Court for the Southern District of New
York to set aside $44 million to cover the claims of Stonehill
Offshore Partners Ltd. and Stonehill Institutional Partners, L.P.

The companies each filed 20 claims against the Lehman estates in
September 2009.  Together, the face amount of the 40 claims
aggregates more than $875 million.

Lehman said the claims assert "exact same liabilities" asserted
in claims filed by Stonehill against the company's brokerage arm
in January 2009, which seek, among other things, payment for
damages related to foreign currency trades or trades that the
brokerage allegedly did not settle.

Stonehill received distributions of cash and securities on
account of its claims against the brokerage after it filed the
duplicate claims, according to Lehman.

The Court will hold a hearing on March 6 to consider approval of
the cash reserve.  Objections were due by Feb. 27.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012,
and a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

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


LEHMAN BROTHERS: 16 Avoidance Suits Remain Stayed Thru May 20
-------------------------------------------------------------
Lehman Brothers Holdings Inc. obtained a court order extending
the stay on 16 lawsuits involving avoidance claims.

The stay was extended to the later of May 20 or 30 days after the
U.S. Bankruptcy Court in Manhattan issues a scheduling order
governing the avoidance action filed by Lehman's special
financing unit against Bank of America N.A. and several other
companies.

The bankruptcy court allows Lehman and the defendants in the BofA
case and in 15 other lawsuits to meet and confer during the
period Feb. 19 to March 19 to discuss the proposed scheduling
order.  The proposed scheduling order will be addressed at the
omnibus hearing in May.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012,
and a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

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


LEHMAN BROTHERS: Seeks Approval of Settlement With IRS
------------------------------------------------------
Lehman Brothers Holdings Inc. seeks court approval of a
settlement framework, which it said, will "significantly
accelerate the determination of the final prepetition tax
liability" of the company and the affiliated group with which it
filed consolidated federal income tax returns.

The company has had certain disputes with the Internal Revenue
Service regarding its consolidated federal income tax returns for
the 1997 through 2008 taxable years.  Since Sept. 15, 2008, the
U.S. Bankruptcy Court in Manhattan has approved settlements
between the company and the IRS of 43 disputed issues from the
pre-bankruptcy period, representing $2.9 billion in taxes and
penalties.

One issue, which involves adjustments relating to certain stock
lending transactions executed in 1999 through 2004 between
Lehman's brokerage arm and Lehman Brothers International (Europe)
plc, could not be resolved in the IRS administrative process.

In connection with these stock lending transactions, the IRS
disallowed certain foreign tax credits claimed by Lehman, reduced
taxable income in an amount equal to the disallowed stock loan
foreign tax credits, and asserted related penalties.  The tax and
penalties in dispute total more than $382 million excluding
interest.

The tax and penalties for the 1999 and 2000 tax years were
assessed by the IRS, paid by Lehman, and are currently pending in
a refund lawsuit before the U.S. District Court for the Southern
District of New York.

The tax and penalties for the 2001 through 2004 tax years have
gone through the IRS administrative process and are included in
the amended claims filed by the agency against Lehman's estates,
but these years are not part of the litigation.

"Absent the settlement framework, at least four distinct and
complex issues will need to be determined to resolve the stock
loan issue," said Garrett Fail, Esq., at Weil Gotshal & Manges
LLP, in New York.

Pursuant to the settlement framework, which will apply to both
the lawsuit and the stock loan adjustments for the 2001 through
2004 tax years, the IRS will concede three of the four issues,
including the asserted penalties.  In exchange, Lehman will
concede 52.5% of the foreign tax credits in each of the 1999
through 2004 taxable years.

The remaining legal issue, which can be resolved with briefing
and limited testimony, would be adjudicated by the district court
and determine whether Lehman is entitled to the 47.5% of foreign
tax credits remaining in each of the 1999 through 2004 taxable
years, according to court filings.

A court hearing to consider approval of the settlement framework
was scheduled for Feb. 27.  Objections were due by Feb. 24.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012,
and a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

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


LEHMAN BROTHERS: Files 51st Status Report on Claims Settlement
--------------------------------------------------------------
Weil Gotshal & Manges LLP, Lehman Brothers' legal counsel, filed a
status report on the settlement of claims it negotiated through
the so-called alternative dispute resolution process.

The report noted that since the filing of the 50th status report,
Lehman has served two additional ADR notices, bringing the total
number of notices served to 451.

The company also reached settlements with counterparties in 11
ADR matters, none as a result of mediation.  Upon closing of
those settlements, the company will recover a total of
$2,187,742,822.  Settlements have now been reached in 314 ADR
matters involving 413 counterparties.

As of Feb. 19, 2013, 132 of the 143 ADR matters that reached the
mediation stage and concluded were settled through mediation.
Only 11 mediations were terminated without settlement.

Eighteen more mediations are scheduled to be conducted for the
period Feb. 21 to May 21, 2014.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012,
and a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

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


LEVEL 3: V. Prem Watsa No Longer a Shareholder
----------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, V. Prem Watsa and its affiliates disclosed
that as of Dec. 31, 2013, they ceased to be the beneficial owner
of any shares of common stock of Level 3 Communications, Inc.
The reporting persons previously disclosed beneficial ownership of
15,708,872 shares as of Dec. 31, 2012.  A copy of the regulatory
filing is available for free at http://is.gd/j7gdR4

                    About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $123 million on $4.71 billion of revenue as compared
with a net loss of $366 million on $4.76 million of revenue for
the same period a year ago.  The Company's balance sheet at
Sept. 30, 2013, showed $12.85 billion in total assets, $11.70
billion in total liabilities and $1.14 billion in total
stockholders' equity.

                           *     *     *

In October 2013, Fitch Ratings affirmed the 'B' Issuer Default
Ratings (IDRs) assigned to Level 3.

As reported by the TCR on June 5, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Broomfield, Colo.-
based global telecommunications provider Level 3 Communications
Inc. to 'B' from 'B-'.  "The upgrade reflects improved debt
leverage, initially from the acquisition of the lower-leveraged
Global Crossing in October 2011, and subsequently from realization
of the bulk of what the company expects to eventually be $300
million of annual operating synergies," said Standard & Poor's
credit analyst Richard Siderman.


MBA WASTE SERVICES: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: MBA Waste Services, LLC
           dba Big John's Portables
        PO Box 725
        Acworth, GA 30101

Case No.: 14-53669

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Ian M Falcone, Esq.
                  THE FALCONE LAW FIRM PC
                  363 Lawrence Street
                  Marietta, GA 30060
                  Tel: (770) 426-9359
                  Email: attorneys@falconefirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Ken Mitchell, manager.

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


MEDIA GENERAL: James Dondero Stake at 9.9% as of Dec. 31
--------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, James D. Dondero and his affiliates disclosed that as
of Dec. 31, 2013, they beneficially owned 8,715,530 shares of
Class A Common Stock of Media General, Inc., representing 9.9
percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/5SKdfT

                       About Media General

Richmond, Virginia-based Media General Inc. (NYSE: MEG) --
http://www.mediageneral.com/-- is an independent communications
company with interests in newspapers, television stations and
interactive media in the United States.

Media General, Inc., closed on its business combination with New
Young Broadcasting Holding Co., Inc., on Nov. 12, 2013.

The Company's balance sheet at Sept. 30, 2013, showed
$749.87 million in total assets, $967.06 million in total
liabilities, and a $217.18 million in total stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Report on July 10, 2013,
Moody's Investors Service upgraded Media General, Inc.'s Corporate
Family Rating to B1 from Caa1 reflecting the marked improvement in
credit metrics pro forma for the pending stock merger with New
Young Broadcasting Holding Co., Inc.

In the July 12, 2013, edition of the TCR, Standard & Poor's
Ratings Services raised its corporate credit rating on Richmond,
Va.-based local TV broadcaster Media General Inc. to 'B+' from
'B'.  "The rating action reflects the improvement in discretionary
cash flow from the refinancing and our expectation that trailing-
eight-quarter leverage will remain at 6x or below over the
intermediate term," said Standard & Poor's credit analyst Daniel
Haines.


MEDIA GENERAL: Rich Barrera Stake at 5.3% as of Dec. 31
-------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Rich Barrera and Roystone Capital Management LP
disclosed that as of Dec. 31, 2013, they beneficially owned
4,670,103 shares of common stock of Media General, Inc.,
representing 5.33 percent of the shares outstanding.  A copy of
the regulatory filing is available at http://is.gd/kuirjD

                         About Media General

Richmond, Virginia-based Media General Inc. (NYSE: MEG) --
http://www.mediageneral.com/-- is an independent communications
company with interests in newspapers, television stations and
interactive media in the United States.

Media General, Inc., closed on its business combination with New
Young Broadcasting Holding Co., Inc., on Nov. 12, 2013.

The Company's balance sheet at Sept. 30, 2013, showed
$749.87 million in total assets, $967.06 million in total
liabilities, and a $217.18 million in total stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Report on July 10, 2013,
Moody's Investors Service upgraded Media General, Inc.'s Corporate
Family Rating to B1 from Caa1 reflecting the marked improvement in
credit metrics pro forma for the pending stock merger with New
Young Broadcasting Holding Co., Inc.

In the July 12, 2013, edition of the TCR, Standard & Poor's
Ratings Services raised its corporate credit rating on Richmond,
Va.-based local TV broadcaster Media General Inc. to 'B+' from
'B'.  "The rating action reflects the improvement in discretionary
cash flow from the refinancing and our expectation that trailing-
eight-quarter leverage will remain at 6x or below over the
intermediate term," said Standard & Poor's credit analyst Daniel
Haines.


MENDOCINO COAST RECREATION: Suit Against UHC, et al. Dismissed
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
approved a compromise among the Mendocino Coast Health Care
District, UHC of California, The Bank of New York Mellon Trust
Company, N.A., as trustee, and the Office of Statewide Health
Planning and Development of the State of California, pursuant to
Rule 9019 of the Federal Rules of Bankruptcy Procedure and
Bankruptcy Local Rule 9014-1.

Pursuant to the agreement, among other things:

   1. the Debtor is authorized to file a stipulation for
      dismissal of the adversary proceeding at the time set
      forth in the settlement agreement;

   2. the trustee is directed to remit to the District $115,451
      and any other funds held by the trustee under the Original
      Indenture of Trust less the unpaid reasonable charges and
      expenses of the Trustee due thereunder as of the closing
      date.

The Debtor, in its motion for entry by default of order approving
compromise, stated that there have been no objections to the
relief requested.  The deadline to respond or object to the motion
was Jan. 13, 2014.

In its motion filed Dec. 23, 2013, the Debtor noted that on
Feb. 19, 2013, the Debtor filed a complaint to determine validity
and extent of liens against UHC and OSHPD.  In the adversary
proceeding, the Debtor contends, and UHC disputes, that certain
Old Notes and related agreements did not grant a lien or security
interest in favor of UHC, nor did such notes pledge an interest in
any special revenues of the Debtor.  UHC and OSHPD each filed
answers in the Adversary Proceeding.

Under the Settlement, the Debtor will restructure the prepetition
2011 HIT/EHR Taxable Promissory Notes payable to UHC with existing
maturities of Dec. 1, 2014, 2015, and 2016, respectively.  The
trustee is the indenture trustee for the Old Notes under that
certain Indenture of Trust dated as of Dec. 1, 2011.  The
aggregate principal amount outstanding under the Old Notes is
$2,500,000, and they each bear interest at an annual rate of
3.75 percent.  The Old Notes will be restructured into a new,
single note with a maturity of 10 years following the date of its
execution by the Debtor (closing date).  The Restructured Note
will have a reduced principal amount of $2,100,000 and will bear
interest at a reduced annual rate of 3.25 percent.

As a settlement of certain issues raised in the adversary
proceeding, the Restructured Note will be secured by a junior lien
on certain assets of the Debtor that are currently pledged to
secure certain obligations to OSHPD pursuant to an Amended and
Restated Regulatory Agreement dated as of July 1, 2010, between
the Debtor and OSHPD.

The Restructured Note will be payable in equal, annual
installments of principal and interest over 10 years following the
closing date of the settlement.  OSHPD has agreed to the Debtor's
issuance of the Restructured Note and to the grant of a junior
security interest to secure repayment of the Restructured Note.
To specify the rights of UHC and OSHPD to the collateral that will
secure the Restructured Note, UHC and OSHPD also entered into an
Intercreditor Agreement.

The Settlement contemplates that the trustee will be discharged
and the Indenture terminated, and that the Parties will exchange
mutual, general releases.

                  About Mendocino Coast Recreation

Fort Bragg, California-based Mendocino Coast Recreation and Park
District filed for Chapter 9 protection (Bankr. N.D. Calif. Case
No. 11-14625) on Dec. 9, 2011.  Douglas B. Provencher, Esq., at
Law Offices of Provencher and Flatt, represents the Debtor.  The
Debtor estimated assets as $10 million to $50 million and debts at
$1 million to $10 million.  The petition was signed by James C.
Hurst, executive director.

Westamerica Bank objected to the petition on the ground that the
District failed to meet the Chapter 9 eligibility requirements in
Section 109(c)(5)(B) of the Bankruptcy Code.  The Bankruptcy Court
overruled the Bank's objection.


MERRIMACK PHARMACEUTICALS: Board OKs $645,000 Executive Bonuses
---------------------------------------------------------------
The Organization and Compensation Committee of the Board of
Directors of Merrimack Pharmaceuticals, Inc., approved the 2013
annual cash bonus awards for each named executive officer pursuant
to the Company's annual cash bonus program:

                                       2013 Base    2013 Actual
  Name                                  Salary      Cash Bonus
  ----                                 ---------    -----------
Robert J. Mulroy                        $520,000      $187,778
President and Chief Executive Officer

William A. Sullivan                     $289,831      $101,441
Chief Financial Officer and Treasurer

William M. McClements                   $346,762      $121,367
SVP of Corporate Operations

Ulrik B. Nielsen                         $371,219     $129,927
Senior Vice President and Chief
Scientific Officer

Edward J. Stewart                        $309,975     $104,491
Senior Vice President and President,
Merrimack Healthcare Solutions

The Compensation Committee also established 2014 base salaries,
effective April 1, 2014:

   Name                            2014 Base Salary
   -------------                   ----------------
   Robert J. Mulroy                   $530,400
   William A. Sullivan                $295,628
   William M. McClements              $353,697
   Ulrik B. Nielsen                   $389,780
   Edward J. Stewart                  $316,175

A full-text copy of the Form 8-K as filed with the U.S. Securities
and Exchange Commission is available for free at:

                        http://is.gd/Kwv50e

                          About Merrimack

Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics.  The Company's
initial focus is in the field of oncology.  The Company has five
programs in clinical development.  In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.

Merrimack Pharmaceuticals reported a net loss of $91.75 million
in 2012, a net loss of $79.67 million in 2011 and a net loss of
$50.15 million in 2010.  The Company's balance sheet at Sept. 30,
2013, showed $224.24 million in total assets, $240.87 million in
total liabilities, $374,000 in noncontrolling interest, and a
$16.26 million total stockholders' deficit.


MERRIMACK PHARMACEUTICALS: FMR LLC Stake at 15% as of Feb. 13
-------------------------------------------------------------
FMR LLC and Edward C. Johnson 3d disclosed in an amended Schedule
13G filed with the U.S. Securities and Exchange Commission on
Feb. 13, 2014, that they beneficially owned 15,352,128 shares of
common stock of Merrimack Pharmaceuticals representing 15 percent
of the shares outstanding.  The reporting persons previously owned
15,935,258 common shares as of Nov. 9, 2012.  A copy of the
regulatory filing is available for free at http://is.gd/xty4jC

                          About Merrimack

Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics.  The Company's
initial focus is in the field of oncology.  The Company has five
programs in clinical development.  In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.

Merrimack Pharmaceuticals reported a net loss of $91.75 million
in 2012, a net loss of $79.67 million in 2011 and a $50.15 million
net loss in 2010.  The Company's balance sheet at Sept. 30, 2013,
showed $224.24 million in total assets, $240.87 million in total
liabilities, $374,000 in noncontrolling interest, and a $16.26
million total stockholders' deficit.


MGM RESORTS: Paulson & Co. Stake at 5.8% as of Dec. 31
------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Paulson & Co. Inc. disclosed that as of
Dec. 31, 2013, it beneficially owned 28,790,500 shares of common
stock of MGM Resorts International representing 5.87 percent of
the shares outstanding.  Paulson & Co. previously owned
37,417,600 common shares as of Dec. 31, 2011.  A copy of the
regulatory filing is available for free at http://is.gd/oBO2PH

                          About MGM Resorts

MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50 percent
investments in four other properties in Nevada, Illinois and
Macau.

MGM Resorts reported a net loss attributable to the Company of
$1.76 billion in 2012 as compared with net income attributable to
the Company of $3.11 billion in 2011.  As of Sept. 30, 2013, the
Company had $25.65 billion in total assets, $17.83 billion in
total liabilities and $7.82 billion in total stockholders' equity.

                        Bankruptcy Warning

"We have a significant amount of indebtedness maturing in 2015 and
thereafter.  Our ability to timely refinance and replace such
indebtedness will depend upon the foregoing as well as on
continued and sustained improvements in financial markets.  If we
are unable to refinance our indebtedness on a timely basis, we
might be forced to seek alternate forms of financing, dispose of
certain assets or minimize capital expenditures and other
investments.  There is no assurance that any of these alternatives
would be available to us, if at all, on satisfactory terms, on
terms that would not be disadvantageous to us, or on terms that
would not require us to breach the terms and conditions of our
existing or future debt agreements."

"Our ability to comply with these provisions may be affected by
events beyond our control.  The breach of any such covenants or
obligations not otherwise waived or cured could result in a
default under the applicable debt obligations and could trigger
acceleration of those obligations, which in turn could trigger
cross defaults under other agreements governing our long-term
indebtedness.  Any default under our senior credit facility or the
indentures governing our other debt could adversely affect our
growth, our financial condition, our results of operations and our
ability to make payments on our debt, and could force us to seek
protection under the bankruptcy laws," the Company said in its
annual report for the year ended Dec. 31, 2012.

                           *     *     *

As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'.   In March 2012, S&P revised
the outlook to positive from stable.

"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.

In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating.  The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.

As reported by the TCR on Oct. 15, 2012, Fitch Ratings has
affirmed MGM Resorts International's (MGM) Issuer Default Rating
(IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise)
IDR at 'B+'.


MI PUEBLO: Wants Perkins Coie to Handle Financing Transactions
--------------------------------------------------------------
Mi Pueblo San Jose, Inc., asks the U.S. Bankruptcy Court for the
Northern District of California to expand the scope of employment
of Perkins Coie LLP as special counsel to include transactional
representation in connection with the Debtor's financing
transactions with potential investors and lenders, including but
not limited to Victory Park Capital Advisors, LLC and Victory Park
Management, LLC.

As reported in the Troubled Company Reporter on Sept. 18, 2013,
the Debtor obtained bankruptcy court approval to employ Perkins
Coie as special counsel.

As reported in the TCR on Aug. 27, 2013, the Debtor needs the firm
to, among other things, provide these services:

   a. provide advice and representation in various intellectual
      property and intellectual property litigation matters,
      including but not limited to THF Equities, LP and Bay
      Valley Foods, LLC v. Mi Pueblo San Jose, Inc., United
      States Patent and Trademark Office, Trademark Trial and
      Appeal Board Proceeding Nos. 91202185, 91202569, and
      92054486; Mi Pueblo San Jose, Inc. v. THF Equities, LP and
      Bay Valley Foods, LLC, United States Patent and Trademark
      Office, Trademark Trial and Appeal Board Proceeding Nos.
      92052561 and 92055015; and

   b. provide legal services, advice, representation and
      related services in connection with such other matters as
      the Debtor may from time to time request.

Perkins Coie was to be employed on these terms:

   a. Approval of attorneys' fees and costs to be paid to Special
      Counsel by Mi Pueblo will be subject to one or more duly
      noticed fee applications to be approved by the Court.

   b. It is anticipated that these attorneys and paralegals
      will be primarily utilized by Special Counsel in rendering
      services to Mi Pueblo at the following hourly rates:

      Attorney Name         Attorney Hourly Rate
      -------------         --------------------
      Christopher Kao               $710.00
      Jeffrey A. Nelson             $455.00

                     About Mi Pueblo San Jose

Mi Pueblo San Jose, Inc., filed a Chapter 11 petition (Bankr. N.D.
Calif. Case No. 13-53893) in San Jose, California, on July 22,
2013.  An affiliate, Cha Cha Enterprises, LLC, sought Chapter 11
protection (Case No. 13-53894) on the same day.  The cases are not
jointly administered.

In its amended schedules, Mi Pueblo disclosed $61,577,296 in
assets and $68,735,285 in liabilities as of the Petition Date.

Heinz Binder, Esq., at Binder & Malter, LLP, is the Debtor's
general reorganization counsel.  The Law Offices of Wm. Thomas
Lewis, sometimes doing business as Robertson & Lewis, is the
Debtor's special counsel.  Avant Advisory Partners, LLC serves as
its financial advisors. Bustamante & Gagliasso, P.C. serves as its
special counsel.

The U.S. Trustee appointed seven members to the Official Committee
of Unsecured Creditors.  Protiviti Inc. serves as financial
advisor.  Stutman, Treister & Glatt P.C. serves as counsel to the
Committee.


MICROVISION INC: Crede CG Stake at 9.9% as of Dec. 31
-----------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Crede CG III, Ltd., and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
3,523,667 shares of common stock of Microvision Inc. representing
9.9 percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/ZKahO9

                        About Microvision Inc.

Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ:
MVIS) is the creator of PicoP(R) display technology, an ultra-
miniature laser projection solution for mobile consumer
electronics, automotive head-up displays and other applications.

Microvision incurred a net loss of $22.69 million in 2012
following a net loss of $35.80 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $12.01 million in total
assets, $12.20 million in total liabilities and a $190,000 total
shareholders' deficit.

Moss Adams LLP, in Seattle, Washington, 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 and has
a net capital deficiency that raise substantial doubt about its
ability to continue as a going concern.


MOMENTIVE SPECIALTY: Director Resigns, New Director Appointed
-------------------------------------------------------------
Jordan Zaken resigned from the Board of Directors of Momentive
Specialty Chemicals Inc. on Feb. 11, 2014.

The Board of Directors of Momentive Specialty Chemicals Inc.
increased the size of its board from six to seven members, in
accordance with its by-laws, and Scott M. Kleinman was elected a
director.  Mr. Kleinman has been appointed to the Company's
Compensation Committee.  He will receive the same compensation as
is currently paid to other non-employee directors.  There are no
transactions between the Company and Mr. Kleinman which are
reportable under Item 404(a) of Regulation S-K of the Securities
Exchange Act of 1934.

                     About Momentive Specialty

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

Momentive Specialty posted net income of $324 million in 2012 and
net income of $118 million in 2011.  The Company's balance sheet
at Sept. 30, 2013, showed $3.48 billion in total assets, $5.09
billion in total liabilities and a $1.61 billion total deficit.

                           *     *     *

Momentive Specialty carries a 'B-' issuer credit rating from
Standard & Poor's Ratings Services.  It has 'B3' corporate family
and probability of default ratings from Moody's Investors Service.

As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors
Service assigned a 'Caa1' rating to the guaranteed senior secured
second lien notes due 2020 of Momentive Specialty (formerly known
as Hexion Specialty Chemicals Inc.).  Proceeds from the notes were
allocated for the repayment of $533 million of guaranteed senior
secured second lien notes due 2014.  "With this refinancing Hexion
will have refinanced or extended the maturities on the vast
majority of the debt that was originally slated to mature prior to
2015.  There is less than $600 million of this debt remaining,
which should be much easier to for the company to refinance as its
credit metrics improve further," stated John Rogers, Senior Vice
President at Moody's.


MORGANS HOTEL: Long Pond No Longer a Shareholder
------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Long Pond Capital, LP, Long Pond Capital GP,
LLC and John Khoury disclosed that as of Dec. 31, 2013, they no
longer owned any shares of common stock of Morgans Hotel Group Co.
The reporting persons previously disclosed beneficial ownership of
1,969,989 shares as of Dec. 31, 2012.  A copy of the regulatory
filing is available for free at http://is.gd/USW4pz

                     About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company incurred a net loss attributable to common
stockholders of $66.81 million in 2012, a net loss attributable to
common stockholders of $95.34 million in 2011, and a net loss
attributable to common stockholders of $89.96 million in 2010.

The Company's balance sheet at Sept. 30, 2013, showed $572.83
million in total assets, $745.70 million in total liabilities,
$6.31 million in redeemable noncontrolling interest and
$179.18 million total deficit.


MOUNTAIN PROVINCE: Amends 2012 Annual Report to Add Exhibit
-----------------------------------------------------------
Mountain Province Diamonds Inc. has amended its annual report on
Form 20-F/A for the year ended Dec. 31, 2012, originally filed
with the Commission on April 1, 2013, for the sole purpose of
adding Exhibit 4.14: Amended and Restated Joint Venture Agreement
among Mountain Province Diamonds Inc. and Camphor Ventures Inc.
and De Beers Canada Inc.  A copy of the Exhibit is available for
free at http://is.gd/ogp0LG

                   About Mountain Province Diamonds

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

Mountain Province disclosed a net loss of C$3.33 million for the
year ended Dec. 31, 2012, a net loss of C$11.53 million in 2011,
and a net loss of C$14.53 million in 2010.

The Company's balance sheet at Sept. 30, 2013, showed C$81.07
million in total assets, C$12.42 million in total liabilities and
C$68.64 million in total shareholders' equity.


NATIONAL ENVELOPE: Unisource Worldwide Agrees to Setoff Claim
-------------------------------------------------------------
NE Opco, Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware to approve a stipulation among Debtors NE
Opco, Inc. and NEV Credit Holdings, Inc., HRV NE, LLC (Hilco), and
Unisource Worldwide, Inc., concerning setoff and related issues.

Unisource and the Debtors had a long-standing trade relationship
whereby Unisource and the Debtors bought products from and sold
products to each other.  During the 90-day period prior to the
Petition Date, Unisource owed the Debtors sums in excess of the
sums owed by the Debtors to Unisource, and no insufficiency
existed as such term is used in Section 553(b) of the Bankruptcy
Code.  Unisource and Debtors continued to transact business with
each other subsequent to the Petition Date.

Unisource filed an objection to the Debtor's motion to sell
substantially all of its assets.

On Sept. 12, 2013, the Bankruptcy Court entered an order, among
other things, authorizing Hilco to acquire all of the Debtors'
receivables outstanding pursuant to the Hilco APA as of the
closing date of such transaction, including the amounts owed by
Unisource to Debtors as of the closing after application of
Unisource's prepetition setoffs.

Pursuant to the stipulation, among other things:

   1. As of the closing, Unisource owed the Debtors the sum of
      $379,774.  The Debtors and Hilco acknowledge and agree
      that Unisource owed no additional amounts to the Debtors
      as of the closing.

   2. As of the closing, the Debtors owed Unisource the sum of
      $237,192.  Unisource acknowledges and agrees that the
      Debtors owed no additional amounts to Unisource as of the
      closing.

   3. Unisource is entitled to a prepetition setoff in the
      amount of the Unisource payable against the Unisource
      receivable.

   4. The net amount owed by Unisource to the Debtors as of the
      Closing, after such payoff, is $142,581.

   5. Unisource agrees to remit payment of the net sum to Hilco,
      by wire, in accordance with directions received from Hilco.

   6. Unisource agrees that Unisource is forever barred and
      prohibited from pursuing, and will not have, any claims,
      against the Debtors.

                        About NE OPCO, Inc.

National Envelope is the largest privately-held manufacturer of
envelopes in North America.  Headquartered in Frisco, Texas,
National Envelope has eight plants and 15 percent of the envelope
market.  Revenue of $427 million in 2012 resulted in a $60.1
million net loss, continuing an unbroken string of losses since
2007.

NE OPCO, Inc., doing business as National Envelope, along with
affiliate NEV Credit Holdings, Inc., filed petitions seeking
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 13-11483) on June 10, 2013.

The company disclosed liabilities including $148.4 million in
secured debt, with $37.5 million owing on a revolving credit and
$15.6 million on a secured term loan.  There is a $55.7 million
second-lien debt 82 percent held by a Gores Group LLC affiliate.

National Envelope, then known as NEC Holdings Corp., first sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-11890) on
June 10, 2010.  The business was bought by Gores Group LLC for
$208 million in a bankruptcy sale.

National Envelope, through NE OPCO, has returned to bankruptcy to
pursue a plan of reorganization or sell the assets as a going
concern via 11 U.S.C. Sec. 363.  The Debtor plans to facilitate a
sale of the business with publicly traded competitor Cenveo Inc.

In the new Chapter 11 case, the company has tapped the law firm
Richards, Layton & Finger as counsel, PricewaterhouseCoopers LLP
as financial adviser, and Epiq Bankruptcy Solutions as claims and
notice agent.

The Gores Group is represented by Weil, Gotshal and Manges LLP and
Lowenstein Landler LLP.  Salus Capital Partners, the DIP agent, is
represented by Choate, Hall & Stewart LLP and Morris Nichols Arsht
& Tunnell LLP.   Wells Fargo Capital Finance, LLC, the prepetition
senior agent, is represented by Goldberg Kohn Ltd and DLA Piper.

The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP's Laura Davis Jones, Esq.,
Bradford J. Sandier, Esq., Robert J. Feinstein, Esq., and Peter J.
Keane, Esq.  Guggenheim Securities, LLC, serves as its investment
banker and financial advisor.

National Envelope won court approval on July 19, 2013, for a
global settlement permitting a sale of the company without
objection from the official unsecured creditors' committee.  The
settlement ensures some recovery for unsecured creditors.  The
Company also won final approval for $67.5 million in
bankruptcy financing being supplied by Salus Capital Partners LLC.

Judge Sontchi authorized three buyers to acquire Frisco, Texas-
based National Envelope's business for a total of about $70
million.  Connecticut-based printer Cenveo Inc. acquired National
Envelope's operating assets for $25 million, Hilco Receivables LLC
picked up accounts receivable for $25 million and Southern Paper
LLC took on its inventory for $15 million.


NAVISTAR INTERNATIONAL: Discovery Stake at 6.2% as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Discovery Capital Management, LLC, and Robert
K. Citrone disclosed that as of Dec. 31, 2013, they beneficially
owned 5,051,833 shares of common stock of Navistar International
Corporation representing 6.2 percent of the shares outstanding.  A
copy of the regulatory filing is available for free at:

                        http://is.gd/ZKoIAp

                    About Navistar International

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

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

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

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

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.


NAVISTAR INTERNATIONAL: Kenneth Griffin Stake Down to 0.1%
----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Kenneth Griffin and his affiliates disclosed
that as of Dec. 31, 2013, they beneficially owned 88,527 shares of
common stock of Navistar International Corporation representing
0.1 percent of the shares outstanding.  Mr. Griffin previously
reported beneficial ownership of 4,348,428 shares as of Dec. 24,
2012.  A copy of the regulatory filing is available at:

                        http://is.gd/0RLT3i

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

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

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.


NELSON EDUCATION: S&P Lowers CCR to 'CCC-' on Refinancing Risk
--------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Toronto-based Nelson Education Ltd. to
'CCC-' from 'CCC'.  The outlook is negative.

S&P also lowered its issue-level ratings on the company's first-
lien debt to 'CCC-' from 'CCC' and on its second-lien debt to 'C'
from 'CC' in conjunction with the downgrade.  S&P's recovery
ratings on the debt issues are unchanged at '3' and '6',
respectively.

"We base the downgrade on our view of the company's refinancing
risk, with Nelson's senior secured first-lien term loan maturing
in July 2014," said Standard & Poor's credit analyst Lori Harris.
"Given the deterioration in the company's operating performance,
very high leverage, and weak liquidity, we believe Nelson will
likely default within the next six months," Ms. Harris added.

The ratings on Nelson reflect Standard & Poor's view of the
company's "vulnerable" business risk profile and "highly
leveraged" financial risk profile.  S&P bases its business risk
assessment on the company's weak operating performance, lack of
geographic diversity given the high proportion of its sales in
Ontario, and participation in the challenging educational
publishing industry, which is mature and characterized by reduced
revenues given lower government funding and increased product
alternatives.  S&P bases its financial risk assessment on a very
aggressive financial policy, including refinancing risk, a highly
leveraged capital structure, and weak liquidity.

Nelson is one of the largest academic publishers in Canada, with
leading market positions in the school segment (Kindergarten-Grade
12) and higher education.  The company was formed in 2007 to
enable OMERS Private Equity and Apax Partners to purchase the
Canadian division of educational publisher Thomson Learning Inc.
from Thomson Reuters Corp.

The negative outlook reflects S&P's view that Nelson may have a
strong incentive to seek restructuring alternatives given its high
leverage and weak liquidity, along with S&P's view that the
current capital structure is unsustainable.  As per S&P's criteria
on distressed debt exchanges, it would lower the corporate credit
rating on Nelson to 'CC' if the company announces it has launched
an exchange offer, and would subsequently lower the rating to 'D'
at the completion of the exchange.  S&P could also lower the
ratings to 'D' should the company pursue formal restructuring
proceedings.

S&P regards a near-term revision of the outlook to stable as a
remote scenario, involving consistent improvement in operating
performance, a reduction in leverage, and restoring a healthy
margin of compliance with its financial covenant, none of which
appears probable.

Nelson is a private company and does not release financial
information publicly.


NEW CENTAUR: S&P Raises 1st Lien Debt Rating to 'BB-'
-----------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
New Centaur LLC's first-lien credit agreement to '1', indicating
S&P's expectation for 90% to 100% recovery for lenders in the
event of default, from '2' (70% to 90% recovery expectation).  S&P
subsequently raised its issue-level rating on this debt to 'BB-'
from 'B+', in accordance with its notching criteria.

The rating action follows the company's recent repayment of
$50 million of its first-lien term loan (part of which was
optional), and reflects a lower amount of first-lien debt
outstanding at default.

The corporate credit rating on New Centaur is 'B' and the outlook
is positive.  For the corporate credit rating rationale, see the
summary analysis on New Centaur, published Feb. 26, 2014, on
RatingsDirect.

RATINGS LIST

New Centaur LLC
Corporate Credit Rating        B/Positive/--

Upgraded; Recovery Rating Revised

                                To           From
New Centaur LLC
First-lien credit              BB-          B+
   Recovery Rating              1            2


NEW MILLENIUM MANAGEMENT: Exclusivity Terminated; To Have Trustee
-----------------------------------------------------------------
Bankruptcy Judge Letitia Z. Paul denied the request of creditor
TexHou Investment Group, Ltd., to convert the chapter 11 case of
New Millennium Management, L.L.C. to one under Chapter 7 of the
Bankruptcy Code, but agreed with the creditor that a Chapter 11
trustee should be appointed to replace management.

Judge Paul also denied rejected the request of New Millennium
Management for extension of its exclusive periods to file a
Chapter 11 Plan and Disclosure Statement.

"[T]here is insufficient evidence to support a finding of cause to
extend exclusivity.  The case is relatively small. Debtor has had
sufficient time to negotiate a plan, but has not done so. Debtor
has made little progress toward reorganization and has filed
inaccurate monthly operating reports. Debtor has not demonstrated
reasonable prospects for filing a viable plan. The court concludes
that the requested extension of the exclusive period to file a
plan should be denied," Judge Paul said.

TexHou seeks conversion to Chapter 7, or appointment of a Chapter
11 trustee, based on David Sheller's (the Debtor's sole member)
allowing tenants to occupy the Debtor's building at below-market
rents, inadequate insurance, and inaccurate schedules.

The hearing on the motions of TexHou and the Debtor commenced on
Jan. 22, 2014, and concluded on Jan. 30, 2014, 139 days after the
date of filing of the bankruptcy petition.  The Debtor has not
filed a plan of reorganization or a disclosure statement.  At the
hearing, Mr. Sheller testified that he does not know what a
disclosure statement is.

A copy of the Court's Feb. 25, 2014 Memorandum Opinion is
available at http://is.gd/Cj649Yfrom Leagle.com.

New Millennium Management, L.L.C., filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
13-35719-H3-11) on Sept. 13, 2013.  Its primary business is the
operation of a commercial building located at 810 Waugh, Houston,
Texas.

Judge Letitia Z. Paul presides over the case.  Margaret Maxwell
McClure, Esq., at the Law Office Of Margaret M. McClure, serves as
the Debtor's counsel.  In its petition, the Debtor estimated under
$10 million in both assets and debts.

The petition was signed by David L. Sheller, managing member.


NEWPAGE HOLDINGS: Posts Net Loss of $2 Million in Year-End 2013
---------------------------------------------------------------
NewPage Holdings Inc. on Feb. 26 announced its results of
operations for the full year 2013.

Net sales for the full year 2013 were $3,054 million compared to
$3,131 million for 2012, a decrease of $77 million, or 2 percent.
On a year over year basis, net sales were primarily affected by
lower sales volume of paper and lower average paper prices,
partially offset by improved mix.  For the full year, net loss was
$(2) million in 2013 compared to net income of $1,258 million in
2012.  The decrease was primarily the result of Reorganization
items, net, partially offset by improved gross margin.

Adjusted EBITDA (earnings before interest, taxes, depreciation and
amortization as further adjusted as shown in the attached
reconciliation) was $269 million in 2013 compared to $238 million
in 2012.

The following table details key performance and cost metrics for
the full year:

      Full Year

Price per ton of paper               $891       $901
Total paper volume ? 000s tons       3,318       3,371
Market-related downtime - 000s tons    69       34
Gross margin %                         6.2%     3.7%

NewPage closed the year with total liquidity of $400 million,
consisting of $317 million of availability under the revolving
credit facility and $83 million of available cash and cash
equivalents.

Cash from operating activities was $116 million during 2013
compared to $3 million during 2012, primarily the result of lower
cash requirements for interest and other bankruptcy related
activities as a result of emerging from Chapter 11 Proceedings, as
well improved gross margins driven by cost reductions.

Capital expenditures for 2013 were $75 million compared to $157
million in 2012.  Capital expenditures in 2012 included $54
million associated with the purchase of paper machine No. 35,
previously under a capital lease pursuant to the Chapter 11 plan.

"We were able to offset the impact of lower prices with
improvements in productivity and cost saving measures to increase
adjusted EBITDA by 13% compared to 2012.  Our year over year
improvement in Adjusted EBITDA comes at a time when there was a
4.3% decline in North American demand for coated paper according
to PPPC," said George F. Martin, president and chief executive
officer for NewPage.

On February 11, 2014, the company entered into a $750 million
senior secured term loan facility to refinance the existing $500
million senior secured exit term loan debt facility and to fund a
special distribution to NewPage stockholders and holders of
NewPage stock awards, to pay certain transaction costs and for
general corporate purposes.  The company also announced a new a
$350 million ABL facility to replace the existing $350 million
revolving credit facility on the same day.  The refinancing
transactions and the distribution payments are components of the
merger announced by the company on January 6, 2014.

                        About NewPage Corp

Headquartered in Miamisburg, Ohio, NewPage Corporation was the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended Dec. 31, 2010.  NewPage owns paper mills
in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and
Nova Scotia, Canada.

NewPage Group, NewPage Holding, NewPage, and certain of their U.S.
subsidiaries commenced Chapter 11 voluntary cases (Bankr. D. Del.
Case Nos. 11-12804 through 11-12817) on Sept. 7, 2011.  Its
subsidiary, Consolidated Water Power Company, is not a part of the
Chapter 11 proceedings.

Separately, on Sept. 6, 2011, its Canadian subsidiary, NewPage
Port Hawkesbury Corp., brought a motion before the Supreme Court
of Nova Scotia to commence proceedings to seek creditor protection
under the Companies' Creditors Arrangement Act of Canada.  NPPH is
under the jurisdiction of the Canadian court and the court-
appointed Monitor, Ernst & Young in the CCAA Proceedings.

Initial orders were issued by the Supreme Court of Nova Scotia on
Sept. 9, 2011 commencing the CCAA Proceedings and approving a
settlement and transition agreement transferring certain current
assets to NewPage against a settlement payment of $25 million and
in exchange for being relieved of all liability associated with
NPPH.  On Sept. 16, 2011, production ceased at NPPH.

NewPage originally engaged Dewey & LeBoeuf LLP as general
bankruptcy counsel.  In May 2012, Dewey dissolved and commenced
its own Chapter 11 case.  Dewey's restructuring group led by
Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M.
Abelson, Esq., moved to Proskauer Rose LLP.  In June, NewPage
sought to hire Proskauer as replacement counsel.

NewPage is also represented by Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as
co-counsel.  Lazard Freres & Co. LLC is the investment banker, and
FTI Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

In its balance sheet, NewPage disclosed $3.4 billion in assets and
$4.2 billion in total liabilities as of June 30, 2011.

The Official Committee of Unsecured Creditors selected Paul
Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt
& Taylor, LLP to act as its Delaware and conflicts counsel.

An affiliate, Newpage Wisconsin System Inc., disclosed
$509,180,203 in liabilities in its schedules.

NewPage successfully completed its financial restructuring and has
officially emerged from Chapter 11 bankruptcy protection pursuant
to its Modified Fourth Amended Chapter 11 Plan, confirmed on
Dec. 14, 2012, by the U.S. Bankruptcy Court for the District of
Delaware in Wilmington.


NFC DATA: In Default of Loans Under Play LA Share Purchase Deal
---------------------------------------------------------------
Play LA Inc. on Feb. 26 disclosed that it has retained the
services of Harney Westwood & Riegels (Harney's) to represent its
interests against NFC Data Inc., and NFC Data Inc.'s related
parties.  NFC Data Inc. is currently in default on loans owed to
Play LA and other lenders.  The loans are related to the Share
Purchase Agreement that NFC Data Inc. signed with Play LA Inc. on
December 12, 2012, and subsequently withdrew from, a proposed
transaction that would have seen the Company exchange shares and
acquire the business and assets of NFC Data Inc. in a deal that
valued NFC Data Inc. at $7,500,000.  Play LA further notes that
this was a unilateral decision made by NFC Data Inc., and that
Play LA Inc. fully intended to complete the transaction.

Geoff Cairns, CEO of NFC Data Inc., advised Play LA of the
withdrawal after entering into agreements with private investors
to sell a portion of NFC Data Inc. equity that he stated would
value NFC Data Inc. at approximately $25,000,000.

                     About Play LA Inc.

Play LA Inc. -- http://www.playlainc.com-- is an international
online publishing company that owns and operates a global network
of multi-language websites.  The Company currently owns and
operates 14 websites that reach hundreds of thousands of people
across the UK and Europe each month, who are specifically looking
for the unique sports news, advice and tournament information
published throughout Play LA's websites for the Sports, Casino
Games and the Poker industry.

                   About NFC Data, Inc.

Headquartered in Tortola, British Virgin Islands, NFC Data, Inc.
is a data-centric, security-focused mobile technology and services
company.  NFC Data's cloud-based & mobile banking application will
provide a friction-less change to how consumers and card issuing
banks, manage payment cards, payment transactions, and consumer
data.


NORTH AMERICAN BREWERIES: S&P Removes 'B' CCR From CreditWatch
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Delaware-based North American Breweries Holdings LLC, including
its 'B' corporate credit rating and 'B+' senior secured debt
rating.  S&P removed the ratings from CreditWatch, where it placed
them with negative implications on Nov. 22, 2013.  The outlook is
negative.

The recovery rating on the term loan remains '2', indicating S&P's
expectation for substantial recovery (70%-90%, although on the
low-end of this range) in the event of a default.

On Sept. 30, 2013, NAB had about $200 million in total debt
outstanding.

The affirmation and negative outlook continue to reflect NAB's
liquidity position given its weak operating performance, limited
financial covenant cushion, and the possibility that NAB could
again breach its maintenance financial covenants as covenant
levels tighten at year-end 2013 and then further in 2014.  This is
despite its parent company Cerveceria Costa Rica S.A.'s (CCR; not
rated) equity infusion in November 2013, our expectations for
somewhat improving operating performance in 2014, and S&P's belief
that NAB will remain assessed as "strategically important" to CCR.

"We could lower the ratings in the near-term if the company is
unable remain in compliance with its financial covenants, or
unable to demonstrate a credible plan to improve its liquidity
position," said Standard & Poor's credit analyst Jean Stout.
"Alternatively, we could consider revising the outlook to stable
if the company implements a credible plan to strengthen its
liquidity position and restore and sustain covenant cushion levels
of at least 10%, possibly through an amendment of its covenant
test levels."


OHCMC-OSWEGO LLC: Files for Chapter 11 to Sell Assets
-----------------------------------------------------
Naperville, Illinois-based OHCMC-Oswego, LLC, filed a Chapter 11
bankruptcy petition (Bankr. N.D. Ill. Case No. 14-05349) in
Chicago on Feb. 19, 2014, with plans to sell its assets.

The Debtor is an Illinois limited liability company that was
formed on July 12, 2005 to, inter alia, acquire, develop and sell
a series of real estate developments.  The Debtor is wholly owned
by Oliver-Hoffman Corporation.  The Debtor's principal place of
business is located at 3108 S. Rt. 59, Ste. 124-373, Naperville,
Illinois.

The Debtor was formed to acquire and improve vacant land in order
to develop and sell a series of real estate developments.  The
Debtor owns various unimproved real property located in Kendall
County, Illinois that are commonly known as:

    (a) 139.621 acres of land north of Wooley Road, Oswego,
        Illinois;

    (b) parcels of land located on the north side (20 acres)
        and south side (90 acres) of Wooley Road just west of
        Douglas Road, Oswego, Illinois; and

    (c) a parcel west of Douglas Road, south of Wolf's Crossing
        and north and south of Wooley Road, Oswego, Illinois.

The Debtor's prepetition lenders, BMO Harris Bank, N.A. and PNC
Bank, N.A. have asserted liens on the Properties.

BMO has asserted a lien on (i) the 139.621 acres of land north of
Wooley Road, Oswego, Illinois; and (ii) the parcels of land
located on the north side (20 acres) and south side (90 acres) of
Wooley Road just west of Douglas Road, Oswego, Illinois.  BMO
asserts its liens pursuant to a Mortgage dated December 11, 2006
and by a Mortgage dated June 13, 2007.

PNC has asserted a lien on the parcel west of Douglas Road, south
of Wolf's Crossing and north and south of Wooley Road, Oswego,
Illinois.  PNC asserts its liens pursuant to a Mortgage, Security
Agreement and Assignment of Leases and Rents filed with the
Kendall County Recorder of Deeds on October 26, 2005.

Given the Debtor's inability to develop the properties and lack of
other significant income relating to those properties, the Lenders
filed actions against the Debtor to recover upon their debts and
foreclose upon the Properties.

Prior to the Petition Date, the Debtor received an offer to
purchase the Properties for what the Debtor believed to represent
fair market value.  The Debtor approached both BMO and PNC to
explore whether the parties could work together to effectuate a
sale of the Debtor's Properties.  BMO has responded that it, too,
has received offers for certain of the properties, but it has not
disclosed the details of those offers and has otherwise not
responded to the Debtor's efforts to work together on any sale
efforts.  The Debtor also approached PNC who responded to the
purchase offer by initiating litigation seeking to foreclose on
its secured interest in the PNC Property.

The Debtor has commenced the chapter 11 case to market the
Properties for sale through either a Section 363 sale or a plan of
liquidation and otherwise utilize the "breathing room" afforded in
chapter 11 in order to maximize the value of the Debtor's estate
for the benefit of its creditors.

The Debtor is represented by Richard S. Lauter, Esq., at Freeborn
& Peters LLP.

The Debtor estimated $10 million to $50 million in assets and
liabilities.


OHCMC-OSWEGO LLC: Proposes Rally Capital's Samuels as CRO
---------------------------------------------------------
OHCMC-Oswego, LLC, filed a motion to (i) employ Rally Capital
Services, LLC to provide a Chief Restructuring Officer for the
Debtor, and (ii) designate Howard Samuels as chief restructuring
officer.

Rally will provide additional employees as necessary to assist the
CRO in the execution of the duties.

Among other things, the CRO Personnel will perform these services:

  (a) review and analyze the Debtor's current financial and
      collateral position as it relates to the Debtor's secured
      financing with the Lenders;

  (b) facilitate the development and preparation of weekly or
      monthly cash flow budgets and other reporting and analyses
      that are intended for use in the continued operation,
      management and control of the Debtor's operations;

  (c) review and facilitate the development of monthly pro forma
      cash flow and financial projections/budgets and other
      reporting and analyses that are intended for use in the
      continued operation, management and control of the Debtor's
      operations; and

  (d) work on behalf of the Debtor as chief restructuring officer
      to assist in marketing and selling the Debtor's assets, in a
      reasonable fashion so as to maximize the sale value of the
      Debtor's assets.

Rally will be paid by the Debtor for the services of the CRO
Personnel at their customary hourly billing rates.  The current
hourly billing rate for Mr. Samuels is $300. The hourly rates of
the additional personnel expected to contribute significant time
on this matter are as follows:

                                   Hourly Rate
                                   -----------
           Howard B. Samuels         $300
           David N. Missner          $300
           Vicki Jones               $195
           Gia Ormond                $195

The Debtor understands the Court, U.S. Trustee and other parties
in interest have an interest in monitoring the compensation Rally
receives in this case.  The Debtor proposes to implement these
compensation guidelines:

  (a) Rally may be paid in the ordinary course so long as its fees
      and expenses for any calendar month do not exceed $25,000.

  (b) If Rally's fees and expenses exceed $25,000 for any calendar
      month, then on or before the 20th day of the immediately
      following month, Rally shall file with the Court a copy of
      its invoice for the month in question.

  (c) Any party that objects to the payment of the compensation
      set forth in a fee statement must file with the Court an
      objection within ten days of the filing of the fee
      statement.  Rally may be paid all fees and expenses set
      forth in the fee statement if an objection is not timely
      filed with the court.  If an objection is filed, rally and
      the objecting party may seek to resolve any objection
      without Court intervention.  To the extent a resolution
      cannot be reached among the parties, Rally cannot be paid
      any portion of the fees or expenses at issue in the
      Objection absent further Court Order.

Rally has received an advanced payment retainer in the amount of
$10,000 to be applied against anticipated professional services
and expenses charged by Rally.

The Debtor believes that Rally is a "disinterested person" as that
term is defined by Section 101(14) of the Bankruptcy Code.

                        About OHCMC-Oswego

Naperville, Illinois-based OHCMC-Oswego, LLC, filed a Chapter 11
bankruptcy petition (Bankr. N.D. Ill. Case No. 14-05349) in
Chicago on Feb. 19, 2014, with plans to sell its assets.

The Debtor is an Illinois limited liability company that was
formed on July 12, 2005 to, inter alia, acquire, develop and sell
a series of real estate developments.  The Debtor owns 250-acre of
unimproved real property located in Kendall County, Illinois.
The Debtor is represented by Richard S Lauter, Esq., at Freeborn &
Peters LLP.

The Debtor estimated $10 million to $50 million in assets and
liabilities.


ORCHARD SUPPLY: Court Approves Stipulation Lifting Automatic Stay
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware in January
approved separate stipulations granting relief from stay in the
Chapter 11 cases of OSH 1 Liquidating Corporation, formerly known
as Orchard Supply Hardware Stores Corporation, et al.

The Court approved a stipulation granting limited relief from the
automatic stay and the plan injunction to allow non-party
discovery with respect to a case pending in the Superior Court of
the State of California.

The Court also lifted the automatic stay to allow Marie Fuentes,
et al., as co-successors of decedent Dominador Faller Fuentes, to
pursue the California lawsuit.  The movants wants to liquidate and
collect their claims via a negotiated resolution or judgment in an
amount not to exceed the Debtors' applicable insurance coverage.

The Court held that the order does not alter or amend the terms
and conditions of any insurance policies issued to the Debtor by
Ace American Insurance Company or any affiliates.

                      About Orchard Supply

San Jose, Calif.-based Orchard Supply Hardware Stores Corporation,
which operates neighborhood hardware and garden stores focused on
paint, repair and the backyard, and two affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16,
2013, to facilitate a restructuring of the company's balance sheet
and a sale of its assets for $205 million in cash to Lowe's
Companies, Inc., absent higher and better offers.  In addition to
the $205 million cash, Lowe's has agreed to assume payables owed
to nearly all of Orchard's supplier partners.

At the outset of bankruptcy, Orchard had 89 stores in California
and two in Oregon.  Orchard was 80.1 percent owned by Sears
Holdings Corp. until spun off in December 2011.

Bankruptcy Judge Christopher S. Sontchi oversees the case.
Michael W. Fox signed the petitions as senior vice president and
general counsel.  The Debtors disclosed total assets of
$441,028,000 and total debts of $480,144,000.

Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington,
Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and
Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago,
Illinois, are the Debtors' counsel.  Moelis & Company LLC serves
as the Debtors' investment banker.  FTI Consulting, Inc., serves
as the Debtors' financial advisors.  A&G Realty Partners, LLC,
serves as the Debtors' real estate advisors.  BMC Group Inc. is
the Debtors' claims and noticing agent.

The Official Committee of Unsecured Creditors appointed in case
has retained Pachulski Stang Ziehl & Jones LLP as counsel, and
Alvarez & Marsal as financial advisors.

On Aug. 30, 2013, the Debtors completed the sale of a majority of
its assets to Orchard Supply Company LLC, a Delaware limited
liability company affiliated with Lowe's Companies, Inc.  Lowe's
Cos. closed the $205 million acquisition of 72 of the Debtors' 91
stores.

The Debtors changed their names following the sale: OSH 1
Liquidating Corporation for Orchard Supply Hardware Stores
Corporation; OSH 2 Liquidating LLC for Orchard Supply Hardware
LLC; and OSH 3 Liquidating LLC for OSH Properties LLC.

The Bankruptcy Court entered an order confirming the Modified
First Amended Plan of Liquidation as filed Dec. 6, 2013, for the
Debtors.  Unsecured creditors were expected to recoup 2.1% to 3%
on $25 million to $35 million in claims.  Holders of senior notes
whose claims totaled $130.7 million were predicted to recover 74%
to 86%.

The Committee reached a settlement with the Debtors, wherein it
agreed to waive the right to sue lenders over the validity of a
$127 million term loan.  There was $118 million owing on an asset-
backed loan with a lien ahead of the term-loan lenders.  The
settlement called for paying off the DIP financing from the sale
proceeds, with term lenders receiving the remainder after Orchard
Supply retained $25 million.  The settlement also created a trust
for unsecured creditors funded with $500,000 from the company.
After term lenders recover 90% of their claims, the next $1.5
million is for the creditors' trust. From proceeds of lease sales
at the 19 stores Lowe's didn't buy, the creditors' trust receives
the first $250,000, with the remainder for term lenders.

The Plan provides for the appointment of a Responsible Person for
the sole purpose of liquidating and distributing the remaining
assets of the Debtors, and a GUC Trustee for the sole purpose of
reconciling and distributing the GUC Trust Assets to the GUC Trust
Beneficiaries.  Neither the Responsible Person nor the GUC Trust
will engage in any business activities other than winding down the
remaining affairs of the Debtors.


PACIFIC ETHANOL: Reports Earnings; To Restart Madera Plant
----------------------------------------------------------
The Sacramento Bee reported that that five years after mothballing
its production plants and placing them in Chapter 11 bankruptcy
protection, Pacific Ethanol Inc. announced record earnings on
Wednesday and said it will restart its Madera plant this spring.

The Bee noted that Pacific Ethanol went into a severe downturn
several years ago, caught between a collapse in ethanol prices and
a spike in the price of corn, its raw material. More recently,
ethanol prices have stabilized, and in the past year the price of
corn has fallen by more than 50 percent. Pacific Ethanol has also
diversified its feedstock and now uses sorghum and beet sugar as
well as corn.

Pacific Ethanol reported earnings of $8.6 million in the fourth
quarter of 2013, compared to a loss of $5.5 million a year
earlier.  Per-share income was 55 cents, compared to a loss of 60
cents.  For the year, it lost $781,000 vs. a loss of $19 million
in 2012.  Revenue grew to $215.3 million in the quarter, up from
$197 million the year before. For the whole year, revenue rose to
$908.4 million from $816 million.

Bee recounted that Pacific Ethanol was one of the first to jump
into the ethanol market, back when clean energy was still a
concept unknown to many.  Boosted by an early $80 million
investment from Microsoft co-founder Bill Gates, the company set
out to dominate the West Coast ethanol market and quickly started
four plants.  By 2009, all four had shut down: Madera; Stockton;
Boardman, Ore.; and Burley, Idaho.

Pacific Ethanol never went bankrupt but placed each of the four
plants in Chapter 11 protection.  Creditors later won control of
the production facilities.  But in recent years Pacific Ethanol
has gradually taken back ownership and now owns 91% of the
equipment in the facilities, according to the report.

                     About Pacific Ethanol

Five indirect wholly owned subsidiaries of Pacific Ethanol, Inc.
-- Pacific Ethanol Holding Co. LLC, Pacific Ethanol Madera LLC,
Pacific Ethanol Columbia, LLC, Pacific Ethanol Stockton, LLC and
Pacific Ethanol Magic Valley, LLC -- filed for Chapter 11
bankruptcy (Bankr. D. Del. Case No. 09-11713) on May 17, 2009.
Judge Kevin Gross handled the case.  Attorneys at Cooley Godward
Kronish LLP represented the Debtors as counsel.  Attorneys at
Potter Anderson & Corroon LLP served as co-counsel.  Epiq
Bankruptcy Solutions LLC served as the claims agent.  Pacific
Ethanol Holding disclosed $50 million to $100 million in assets
and $100 million to $500 million in debts in its petition.

Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy
Marketing LLC, and Pacific Ag. Products, LLC, did not file for
Chapter 11 bankruptcy protection.

Pacific Ethanol Holding Co. LLC and PEH's four wholly owned
ethanol production facility subsidiaries, emerged from bankruptcy
effective June 29, 2010.  The bankruptcy eliminated $290 million
in debt and other liabilities from the balance sheet.


PLY GEM HOLDINGS: Steven Lefkowitz Stake at 69.9% as of Dec. 31
---------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Steven M. Lefkowitz and his affiliates disclosed that
as of Dec. 31, 2013, they beneficially owned 47,755,969 shares of
common stock of Ply Gem Holdings, Inc., representing 69.9 percent
of the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/Z9vcOQ

                           About Ply Gem

Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.

Ply Gem Holdings incurred a net loss of $39.05 million in 2012, as
compared with a net loss of $84.50 million in 2011.  The Company's
balance sheet at Sept. 28, 2013, showed $1.08 billion in total
assets, $1.12 billion in total liabilities and a $37.69 million
total stockholders' deficit.

                           *     *     *

In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'.  "The ratings upgrade reflects our expectation that the
company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.


PLY GEM HOLDINGS: G. Robinette Stake Down to 0.1% as of Dec. 31
---------------------------------------------------------------
Gary E. Robinette 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
564,188 shares of common stock of Ply Gem Holdings, Inc.,
representing 0.1 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/cwtmJq

                           About Ply Gem

Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.

Ply Gem Holdings incurred a net loss of $39.05 million in 2012, as
compared with a net loss of $84.50 million in 2011.  The Company's
balance sheet at Sept. 28, 2013, showed $1.08 billion in total
assets, $1.12 billion in total liabilities and a $37.69 million
total stockholders' deficit.

                           *     *     *

In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'.  "The ratings upgrade reflects our expectation that the
company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.


PORTER BANCORP: Mendon Capital Stake at 2.99% as of Dec. 31
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Mendon Capital Advisors Corp. and Anton V.
Schutz disclosed that as of Dec. 31, 2013, they beneficial
ownership of 385,123 shares of common stock of Porter Bancorp,
Inc., representing 2.99 percent of the shares outstanding.  A copy
of the regulatory filing is available for free at:

                         http://is.gd/3TQF43

                          About Porter Bancorp

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

Crowe Horwath, LLP, in Louisville, Kentucky, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred substantial losses in 2012, 2011 and
2010, largely as a result of asset impairments.  In addition, the
Company's bank subsidiary is not in compliance with a regulatory
enforcement order issued by its primary federal regulator
requiring, among other things, increased minimum regulatory
capital ratios.  Additional significant asset impairments or
continued failure to comply with the regulatory enforcement order
may result in additional adverse regulatory action.  These events
raise substantial doubt about the Company's ability to continue as
a going concern.


PORTER BANCORP: Daniel Ellefson Stake at 1.8% as of Dec. 31
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Daniel M. Ellefson and his affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
0 shares of common stock and warrants to purchase 228,261 shares
of common stock of Porter Bancorp, Inc. representing 1.8 percent
of the shares outstanding.  The percentage is based upon the
12,846,668 shares of Common Stock outstanding as of Oct. 31, 2013,
as reflected in the Form 10-Q filed by the Company on Nov. 13,
2013.  Mr. Ellefson previously reported beneficial ownership of
395,272 shares of common stock as of Dec. 31, 2012.  A copy of the
regulatory filing is available for free at http://is.gd/vyCQb1

                        About Porter Bancorp

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

For the 12 months ended Dec. 31, 2013, the Company incurred a net
loss attributable to common shareholders of $3.39 million on
$43.22 million of interest income as compared with a net loss
attributable to common shareholders of $33.43 million on $57.72
million of interest income for the same period a year ago.

The Company's balance sheet at Dec. 31, 2013, showed $1.07 billion
in total assets, $1.04 billion in total liabilities and $35.93
million in stockholders' equity.

Crowe Horwath, LLP, in Louisville, Kentucky, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred substantial losses in 2012, 2011 and
2010, largely as a result of asset impairments.  In addition, the
Company's bank subsidiary is not in compliance with a regulatory
enforcement order issued by its primary federal regulator
requiring, among other things, increased minimum regulatory
capital ratios.  Additional significant asset impairments or
continued failure to comply with the regulatory enforcement order
may result in additional adverse regulatory action.  These events
raise substantial doubt about the Company's ability to continue as
a going concern.


PRIME CHOICE FOODS: Case Summary & 21 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Prime Choice Foods, Inc.
        155 N. Lake Ave., #816
        Pasadena, ca 91101

Case No.: 14-13422

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Robert N. Kwan

Debtor's Counsel: Marc J Winthrop, Esq.
                  WINTHROP COUCHOT PROFESSIONAL CORPORATION
                  660 Newport Center Dr Ste 400
                  Newport Beach, CA 92660
                  Tel: 949-720-4100
                  Email: mwinthrop@winthropcouchot.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jose G. Gomez, CEO/president.

A list of the Debtor's 21 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-13422.pdf


PROMMIS HOLDINGS: March 4 Hearing on Greenspon Bid for Stay Relief
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on March 4, 2014, at 10:00 a.m., to consider
Michael C. Greenspon's request for relief from the automatic stay
in the Chapter 11 cases of Prommis Holdings, LLC, et al.

Mr. Greenspon seeks to pursue wrongful foreclosure lawsuits
pending in the Circuit Court of the State of Hawaii.

                     About Prommis Holdings

Atlanta, Georgia-based Prommis Holdings, LLC, and its 10
affiliates delivered their petitions for voluntary bankruptcy
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 13-10551) on March 18, 2013.

Three subsidiaries -- EC Closing Corp., EC Closing Corp. of
Washington, and EC Posting Closing Corp. -- sought Chapter 11
protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on
June 25, 2013.

Prommis Holdings estimated assets between $10 million and $50
million and debts between $50 million and $100 million.  Prommis
Solutions, LLC, a debtor-affiliate disclosed $18,488,803 in assets
and $260,232,313 in liabilities as of the Chapter 11 filing.

Judge Brendan Linehan Shannon presides over the case.  Steven K.
Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as
the Debtors' counsel, while David S. Meyer, Esq., at Kirkland &
Ellis LLP serves as co-counsel.  The Debtors' restructuring
advisor is Huron Consulting Services, LLC.  Donlin Recano &
Company, Inc., is the Debtors' claims agent.

According to the Disclosure Statement and Plan of Liquidation
dated Nov. 12, 2013, the Plan contemplates the liquidation of the
Debtors' remaining assets and distribution to creditors.  The Plan
designates for the Company 9 classes of claims and interests.

The Official Committee of Unsecured Creditors tapped Saul Ewing
LLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting,
Inc., as its financial advisor.


PROMMIS HOLDINGS: Has Settlement With Cypress Innovations
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, according
to Prommis Holdings, LLC, et al.'s case docket, rescheduled until
March 17, 2014, at 10:00 a.m., the hearing to consider the motion
of the Liquidating Trustee to approve a proposed settlement among
(i) the Debtors, (ii) Cypress Innovations, Inc., and (iii) Robert
Hosch.

The hearing was previously scheduled for Feb. 12.

The Liquidating Trustee, in its motion, said the Debtor determined
to enter into settlement of the time-consuming and burdensome
litigation involving the parties.  The Debtors were confident that
litigation of the Debtors' claims against Cypress would likely
yield complete success, in the sense of obtaining a money judgment
with an award of pre- and post-judgment interest.

The Liquidating Trustee noted that on Dec. 19, 2013, the Court
entered an order approving the Disclosure Statement and confirming
the Debtors' First Amended Plan of Liquidation.  The Plan became
effective on Dec. 27, 2013.

On May 29, 2013, the Court approved the sale.  In conjunction with
the sale order, the parties negotiated and entered into an asset
purchase agreement and a transition services agreement.  The
parties closed on the APA on June 1, 2013, and Cypress made its
one and only payment under the APA to date at closing.  On the eve
of the due date of it first post-closing installment (which was
due on Aug. 30, 2013), Cypress and its principal Bob Hosch
notified the Debtors that they were withholding payment.  Cypress
failed to make any further payments required to be made under the
APA, and also failed to make certain payments owed under the TSA.

In this relation, the parties agreed to settle the matter.  The
Debtors believed the settlement terms agreed to at the Nov. 4
mediation, which included payment of all amounts due under the APA
in monthly installments, along with a $1 million last dollar
guarantee by Mr. Hosch, among other terms, reflected a reasonable
agreement under difficult circumstances.

However, the lenders were unwillingness to support the Term Sheet.
The Debtors expected that an agreement could be reached to modify
the terms of the proposed settlement so as to obtain a consensual
resolution among the Debtors, Cypress and the lenders.

                     About Prommis Holdings

Atlanta, Georgia-based Prommis Holdings, LLC, and its 10
affiliates delivered their petitions for voluntary bankruptcy
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 13-10551) on March 18, 2013.

Three subsidiaries -- EC Closing Corp., EC Closing Corp. of
Washington, and EC Posting Closing Corp. -- sought Chapter 11
protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on
June 25, 2013.

Prommis Holdings estimated assets between $10 million and $50
million and debts between $50 million and $100 million.  Prommis
Solutions, LLC, a debtor-affiliate disclosed $18,488,803 in assets
and $260,232,313 in liabilities as of the Chapter 11 filing.

Judge Brendan Linehan Shannon presides over the case.  Steven K.
Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as
the Debtors' counsel, while David S. Meyer, Esq., at Kirkland &
Ellis LLP serves as co-counsel.  The Debtors' restructuring
advisor is Huron Consulting Services, LLC.  Donlin Recano &
Company, Inc., is the Debtors' claims agent.

According to the Disclosure Statement and Plan of Liquidation
dated Nov. 12, 2013, the Plan contemplates the liquidation of the
Debtors' remaining assets and distribution to creditors.  The Plan
designates for the Company 9 classes of claims and interests.

The Official Committee of Unsecured Creditors tapped Saul Ewing
LLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting,
Inc., as its financial advisor.


QUANTUM FOODS: Taps BMC Group as Claims and Notice Agent
--------------------------------------------------------
Quantum Foods, LLC and its affiliated debtors seek approval from
the bankruptcy court to hire BMC Group, Inc., as claims and
noticing agent.

Although the Debtors have yet to file their schedules of assets
and liabilities, they anticipate that there will be in excess of
200 entities to be noticed.  In view of the number of anticipated
claimants and the complexity of the Debtors' business, the Debtors
submit that the appointment of a claims and noticing agent is both
necessary and in the best interests of the Debtors' estates and
their creditors.

Prior to the Petition Date, the Debtors provided BMC a retainer in
the amount of $20,000.

The fee scheduled agreed upon by the parties was not included in
the engagement agreement that was filed together with the
application.  The Debtors believe the rates and terms are
consistent with the market for comparable services.

                       About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois,
Quantum Foods, LLC -- http://www.quantumfoods.com-- provides
protein products made from beef, poultry and pork.

Quantum Foods and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to
CTI Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Winston &
Strawn, City Capital Advisors, LLC and FTI Consulting, Inc.
Young, Conaway, Stargatt & Taylor, LLP, is the local counsel.
City Capital Advisors is the investment banker.  BMC Group is the
claims and notice agent.


QUANTUM FOODS: Proposes to Pay Claims of Critical Vendors
---------------------------------------------------------
Quantum Foods LLC and its affiliated debtors seek approval from
the bankruptcy court to pay the prepetition claims of critical
vendors.

Avoiding production and delivery delays and maintaining key
business relationships with suppliers are a high priority of the
Debtors.  The Debtors would only pay claims of vendors that the
Debtors determine are truly essential to ongoing operations.

The Debtors intend to pay, in their discretion, critical vendors
claims in the amount of $6 million.  Up to an aggregate amount of
$3 million will be paid upon interim approval of the motion.

                       About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois,
Quantum Foods, LLC -- http://www.quantumfoods.com-- provides
protein products made from beef, poultry and pork.

Quantum Foods and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to
CTI Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Winston &
Strawn, City Capital Advisors, LLC and FTI Consulting, Inc.
Young, Conaway, Stargatt & Taylor, LLP, is the local counsel.
City Capital Advisors is the investment banker.  BMC Group is the
claims and notice agent.


QUANTUM FOODS: Has DIP Financing From Prepetition Lenders
---------------------------------------------------------
Quantum Foods LLC and its affiliated debtors seek approval from
the Bankruptcy Court to obtain postpetition senior secured super-
priority financing from certain of their prepetition lenders.

The Debtors have arranged super-priority postpetition revolving
credit financing in the aggregate principal amount of up to
$60,000,000 minus the amounts outstanding under their prepetition
credit agreement to be provided by Crystal Financial LLC as
administrative agent for the lenders.

The Debtors' primary secured indebtedness total $50.2 million,
owing to lenders led by Crystal Financial, as administrative and
collateral agent.

The Debtors also seek approval to use cash collateral.

The Debtors have an immediate need during the interim period to
access at least $27,500,000 under the DIP Facility during the
period from the Petition Date through the entry of the Final Order
approving the DIP Facility.

Absent the liquidity solution offered by the DIP Facility, the
Debtors would have been required to commence an immediate shut
down of their operations and liquidation of their assets to the
detriment of their vendors, employees and all other stakeholders.
Instead, the DIP Facility, which is conditioned on a sale of
substantially all of the Debtors' businesses pursuant to section
363(b) of the Bankruptcy Code in accordance with the milestones
required under the DIP Facility, permit the Debtors to run a
competitive sale process designed to maximize value for their
creditors because the sale is subject to an auction process
conducted by recognized investment bankers that will yield the
highest and best offer.

The salient terms of the DIP facility are:

      Borrowers       Quantum Foods, LLC, Quantum Foods 213-D,
                      LLC, Quantum Culinary, LLC, GDC Logistics,
                      LLC and Choice One Foods, LLC

      Guarantors      Each of North Star Foods (QRME), LLC and
                      Quantum Rosa Mystica Enterprises, LLC, will
                      guaranty the DIP Facility, and each of
                      Edward Bleka, Jane Bleka and Bleka
                      Properties, LLC will provide limited
                      guaranties for the DIP Facility.

       Administrative
       and Collateral
       Agent          Crystal Financial, LLC

       DIP Lenders:   Crystal Financial LLC, Solar Capital Ltd.,
                      Crystal Financial SPV LLC, and DA Funding
                      LLC

       Commitment:    Super-priority revolving credit facility of
                      $60,000,000 minus the amounts outstanding
                      under the prepetition credit agreement and,
                      upon entry of the final order, a roll up.

       Term:          Thirty days after closing, unless the final
                      order has been entered prior to such date
                      and then the earliest of (i) 6 months after
                      closing; (ii) an event of default by the
                      Borrowers or (iii) the closing of the sale
                      of all or substantially all the assets of
                      the Borrowers.

      Interest
      Rates:          Non-Default Rate: LIBOR rate + 11.5% per
                      annum, payable monthly in cash in arrears,
                      calculated on an actual 360 day basis.

                      Default Rate: + 2.00% per annum, calculated
                      on an actual 360 day basis.

      Fees:           Commitment Fee: 0.50% per annum charged on
                      the average unused portion of the DIP
                      Facility, earned and payable monthly, for
                      the ratable benefit of the DIP Lenders.

                      Closing Fee: $1,650,000, fully earned at
                      closing and payable on the termination date,
                      ratably to the DIP Lenders, against which
                      shall be credited 50% of the termination fee
                      due and owing under the prepetition credit
                      agreement.

                      Administrative Agency Fee: $5,000 per month,
                      payable to the Agent at Closing, and on the
                      first day of each calendar month thereafter.

      Milestones:     The DIP Borrowers will comply with certain
                      sale-related milestones and covenants
                      including:

                        * On the Petition Date, the Borrowers
                          will have filed the sale motion in
                          the Chapter 11 case.

                        * On or before the date that is five (5)
                          days following the Petition Date, the
                          Borrowers will have selected one or
                          more "stalking horse" bid(s) acceptable
                          to the Agent.

                        * Within 21 days after the Petition
                          Date, the Borrowers will have obtained
                          approval of the bid procedures from
                          the Bankruptcy Court.

                        * Within 43 days following the Petition
                          Date, an auction among all qualified
                          bidders will be conducted with the
                          highest and best bid or combination of
                          bids being selected, in consultation
                          with the Agent.

                        * Within 45 days following the Petition
                          Date, the Borrowers will have obtained
                          an order of the bankruptcy court
                          approving the sale motion.  The
                          Borrowers will consummate the sale
                          of the assets within two business
                          days after such order is entered.

                       About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois,
Quantum Foods, LLC -- http://www.quantumfoods.com-- provides
protein products made from beef, poultry and pork.

Quantum Foods and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to
CTI Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Winston &
Strawn, City Capital Advisors, LLC and FTI Consulting, Inc.
Young, Conaway, Stargatt & Taylor, LLP, is the local counsel.
City Capital Advisors is the investment banker.  BMC Group is the
claims and notice agent.


QUANTUM CORP: FMR LLC Stake at 10.7% as of Feb. 13
--------------------------------------------------
FMR LLC and Edward C. Johnson 3d diclosed in an amended Schedule
13G filed with the U.S. Securities and Exchange Commission on
Feb. 13, 2014, that they beneficially owned 26,596,447 shares of
common stock of Quantum Corporation representing 10.719 of the
shares outstanding.  The reporting persons previously disclosed
beneficial ownership of 25,447,028 shares as of Feb. 13, 2012.  A
copy of the regulatory filing is available for free at:

                        http://is.gd/Kahqdn

                        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 following a net loss of $8.81 million for
the year ended March 31, 2012.  As of Dec. 31, 2013, the Company
had $360.27 million in total assets, $439.90 million in total
liabilities and a $79.62 million total stockholders' deficit.


QUANTUM CORP: Amici Capital Stake at 3% as of Dec. 31
-----------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Amici Capital, LLC, and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
7,329,267 shares of common stock of Quantum Corporation
representing 3 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/7mhY9Q

                        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 following a net loss of $8.81 million for
the year ended March 31, 2012.  As of Dec. 31, 2013, the Company
had $360.27 million in total assets, $439.90 million in total
liabilities and a $79.62 million total stockholders' deficit.


QUIZNOS: Moves Toward Bankruptcy Filing
---------------------------------------
Emily Glazer and Julie Jargon, writing for The Wall Street
Journal, reported that sandwich chain Quiznos is preparing to file
for bankruptcy-court protection within weeks as it contends with
unhappy franchisees and a $570 million debt load, according to
people with direct knowledge of the matter.

Quiznos has been negotiating with creditors for weeks on a
restructuring plan that would streamline its trip through
bankruptcy court, these people said, but a deal hasn't yet been
reached, according to the report.

The chain's move toward bankruptcy comes two years into a major
turnaround effort that included an out-of-court debt restructuring
and a management shake-up, the report related.  While a Chapter 11
filing would give the company much-needed flexibility on leases
and unattractive contracts, the company must repair its damaged
relationship with franchise owners who say they're being squeezed
out of business by the high cost of operating a Quiznos outlet.

"If a brand wants to succeed, its franchisees have to succeed,"
said Darren Tristano, executive vice president at restaurant
consulting firm Technomic Inc., the report cited.

Thousands of Quiznos locations have shut down in recent years as
the company's competitors have opened new locations at a rapid
pace, the report noted.  Quiznos's world-wide store count now
stands at about 2,100, while its chief rival, Subway, has 41,000.


RAHA LAKES: March 5 Hearing on Final Decree Closing Case
--------------------------------------------------------
The Hon. Ernest M. Robles of the U.S. Bankruptcy Court for the
Central District of California will convene a hearing on March 5,
2014, at 10:00 a.m., to consider Raha Lakes Enterprises, LLC, et
al.'s motion for final decree closing their Chapter 11 cases.

The Debtors said their assets have vested pursuant to the
provisions of First Amended Joint Plan of Reorganization.  They
had fulfilled and performed all duties, obligations and
undertakings.

As reported in the Troubled Company Reporter, the Debtors won
confirmation of their First Amended Chapter 11 Plan on Nov. 21,
2013.

A post-confirmation status conference has been scheduled for
May 22, 2014, at 10:00 a.m.

The First Amended Plan contemplates the reorganization of the
Debtors' business operations to enable them to make orderly
distributions to creditors within two years.  Plan payments will
be made from these sources and in the following order of priority
based on available capital:  (1) the operation of the Debtors'
real property at 900 South San Pedro Street, Los Angeles, in the
South-East corner of 9th Street and San Pedro Street, in the
Garment District in Downtown Los Angeles, (2) the refinance or
sale of the Property on or before the maturity of loan obligations
to secured creditor, San Pedro Investments LLC, (3) contributions
from the Debtors' principal owner, Kayhan Shakib, the exact amount
of which will be determined by necessity, and (4) about $383,071
of "new value" contributions from Shakib.  The "new value" capital
contribution will be in full satisfaction of San Pedro's non-
default claims for interest, fees and costs.

                       About Raha Lakes

Raha Lakes Enterprises, LLC, filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 12-43422) on Oct. 3, 2012, in Los Angeles.
Raha Lakes, a single-asset real estate company, estimated assets
of at least $10 million and debt of at least $1 million.  The
company's principal asset is at 900 South San Pedro Street in Los
Angeles.  Raha Lakes disclosed $26,107,381 in assets and
$9,106,898 in liabilities as of the Chapter 11 filing.  The
petition was signed by Kayhan Shakib, managing member.

Mehr in Los Angeles Enterprises, LLC, filed a bare-bones Chapter
11 petition (Bankr. C.D. Cal. Case No. 12-43589) on Oct. 4,
2012, estimating assets of at least $10 million and liabilities of
at least $1 million.  The petition was signed by Yadollah Shakib,
managing member.

Judge Ernest M. Robles presides over the cases.  The Debtors are
represented by Michael S. Kogan, Esq., at Kogan Law Firm APC.
Sierra Consulting Group, LLC, serves as financial advisors.

John Choi, Esq., at Kim Park Choi, in Los Angeles, represents
secured creditor San Pedro Investment, LLC, as counsel.


REGAL ENTERTAINMENT: S&P Rates $350MM Sr. Unsecured Notes 'B-'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned Knoxville, Tenn.-based
Regal Entertainment Group's proposed $350 million senior unsecured
notes due 2022 its issue-level rating of 'B-' (two notches lower
than the 'B+' corporate credit rating on the company).  S&P also
assigned this debt a recovery rating of '6', indicating its
expectation for negligible (0% to 10%) recovery for noteholders in
the event of payment default.  The company plans to use proceeds
for debt repayment and general corporate purposes.

RATINGS LIST

Regal Entertainment Group
Corporate credit rating                  B+/Stable/--

Ratings Assigned
Regal Entertainment Group
Senior unsecured
  $350 mil. notes due 2022                B-
   Recovery ratings                       6


REPUBLIC OF TEXAS: Gets Numerous Inquiries From Investor Base
-------------------------------------------------------------
Republic of Texas Brands, Inc. on Feb. 27 disclosed that it has
received numerous inquiries from the investor base as to the plans
of the company going forward.

"We would like to thank our investor base and creditors for being
enthusiastic about the corporate changes and our strategy to
become a profitable company as we emerge from bankruptcy.  Our new
corporate strategy is to market THC free cannabis based products
and gain a strong foothold in the untapped Texas Market and expand
into the Southern United States.  Our intent to acquire Chill
Texas will solidify Republic of Texas as the sole distributor of
the product in the state of Texas.  We are in active negotiations
with several other companies with similar THC free cannabis
product lines and will be adding them to our new
http://www.cannabis-holdings.com/website as the deals are
finalized.  We believe the State of Texas will enact Medical
Marijuana laws in the near future and this will leave Republic of
Texas as a major player with a firm foothold in the marketplace,"
Republic of Texas Brands said.

"We have been addressing many of the bankruptcy issues and we are
preparing to present our plans to the courts.  We are most anxious
to protect our shareholder base and it is management's best
intentions to protect the creditors and shareholders and leave the
share structure completely intact.  We hope to emerge from
bankruptcy sometime this spring."

            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


ROGER BANCSHARES: Liquidating Plan Filed; Mar. 14 Disclosures Hrg.
------------------------------------------------------------------
Rogers Bancshares, Inc. and the Official Committee of Unsecured
Creditors filed a Joint Plan of Liquidation with the U.S.
Bankruptcy Court for the Eastern District of Arkansas on Feb. 13,
2014.

The Plan designates and provides for the treatment of five claim
classes and interests -- Class 1 Senior Debt, Class 2 Indenture
Claims, Class 3 Pari Passu Claims, Class 4 Preferred Stock, and
Class 5 Equity Interest Holders.  All the claim classes are
impaired.

On the Plan Effective Date, the Chief Liquidation Officer will
become Plan Agent to assist the Debtor in the performance of its
duties and obligations under the Plan.

A hearing will be convened on March 14, 2014 at 9:00 a.m. in the
Bankruptcy Court to consider adequacy of the Disclosure Statement
explaining the Plan.

A copy of the Plan of Liquidation is available for free at:

     http://bankrupt.com/misc/ROGERSBANCSHARESPlanFeb13.PDF

                    About Rogers Bancshares

Little Rock, Arkansas-based Rogers Bancshares Inc., filed for
Chapter 11 relief (Bankr. E.D. Ark. Case No. 13-13838) on July 5,
2013.

Bankruptcy Judge James G. Mixon presides over the case.  Samuel M.
Stricklin, Esq., and Lauren C. Kessler, Esq., at Bracewell &
Giuliani, LLP, as well as W. Jackson Williams, Esq., at Williams &
Anderson, PLC, represent the Debtor in its restructuring efforts.
The Debtor estimated $10 million to $50 million in assets and
debts.  Rogers owes $41.3 million on three issues of junior
subordinated debentures and $39.6 million on four issues of
preferred stock. The petition was signed by Susan F. Smith,
secretary.

The Official Committee of Unsecured Creditors has hired Tyler P.
Brown, Esq., and Jason W. Harbour, Esq., at Hunton & Williams LLP
and James F. Downden, Esq., of the James F. Dowden PA firm as
counsel; and Carl Marks Advisory Group LLC as financial advisors.

On Nov. 25, 2013, the retention of Cheryl F. Shuffield as chief
liquidation officer was approved by the Court.


SAVIENT PHARMACEUTICALS: Skadden to Advise on Post-Sale Issues
--------------------------------------------------------------
Savient Pharmaceuticals, Inc. filed with the U.S. Bankruptcy Court
an amended motion to employ Skadden, Arps, Slate, Meagher & Flom
LLP as special counsel, to provide legal services with respect to
post-closing matters arising from or related to the sale --
including the transfer of the European Marketing Authorization for
KRYSTEXXA held by the Debtors' liquidating Irish affiliate and
other post-closing matters -- and post-Sale general corporate,
securities, and employee law matters.

Kenneth S. Ziman, Esq., attests that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

Any objection the motion must be submitted before Feb. 28, 2014.

A hearing on the application will be held March 17, 2014.

Meanwhile, Howard A. Cohen, Esq., counsel to Savient
Pharmaceuticals, et al., filed a notice to inform the Bankruptcy
Court of a change in his address.  Mr. Cohen can be reached at:

         Howard A. Cohen, Esq.
         222 Delaware Avenue, Suite 1410
         Wilmington, DE 19801-1621
         Tel: (302) 467-4200
         Fax: (302) 467-4201
         E-mail: howard.cohen@dbr.com

              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.


SELECT MEDICAL: S&P Assigns 'BB-' Rating to New $814MM Term Loans
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue-level
rating to Mechanicsburg, Pa.-based Select Medical Corp.'s two new
term loan tranches totaling $814 million.  S&P assigned a recovery
rating of '2' to these obligations, reflecting its expectation for
substantial (70%-90%) recovery in the event of a payment default.
These new term loan tranches are the result of the company
repricing the series B and series C tranches of its outstanding
term loan.

S&P's 'B+' corporate credit rating on Select Medical reflects its
view that the company's financial risk profile is "aggressive" and
its business risk profile is "weak".  The aggressive financial
risk profile reflects S&P's expectation that leverage will
generally remain in the 4x-5x range.  The weak business risk
profile reflects competition in Select Medical's markets as well
as regulatory and reimbursement risk, especially from government
payers.

RATINGS LIST

Select Medical Corp.
Corporate Credit Rating        B+/Stable/--

New Rating

Select Medical Corp.
$297 mil. term loan due 2016   BB-
  Recovery Rating               2
$517 mil. term loan due 2018   BB-
  Recovery Rating               2


SIDEWINDER DRILLING: S&P Revises Outlook to Neg. & Affirms B- CCR
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Houston-based contract driller Sidewinder Drilling Inc.
to negative from stable.  S&P also affirmed its 'B-' corporate
credit rating on the company.

The outlook revision reflects the potential for a downgrade based
on S&P's assessment that liquidity is likely to weaken unless the
company can improve its profitability.  For most of 2013,
Sidewinder experienced much higher maintenance costs than S&P had
expected, resulting primarily from break-fix repairs related to
drilling rigs it acquired from Union Drilling in 2012.  S&P
believes that these rigs are likely to require higher maintenance
costs, at least in the first half of this year, than S&P had
previously envisioned.  If the company is unable to improve its
margins this year, Sidewinder's liquidity is likely to
deteriorate, which could prompt a downgrade.

The outlook is negative, reflecting the potential for a downgrade
over the next 12 months.  The negative outlook incorporates the
possibility that the company may not be able to improve its
profitability later this year, which could pressure liquidity.

"We could lower the rating if liquidity deteriorates without a
clear path to improvement," said Standard & Poor's credit analyst
Marc Bromberg.  "We could envision this scenario if the company is
unable to improve its profitability later this year, which could
occur if costs remain higher than expected or if the company's end
market demand weakens."

A revision to stable will require a reassessment of liquidity to
"adequate," which will necessitate improvement in the company's
margins.


SHEFA LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Shefa, LLC
        16400 J L Hudson Dr
        Southfield, MI 48075

Case No.: 14-42812

Chapter 11 Petition Date: February 25, 2014

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Hon. Phillip J Shefferly

Debtor's Counsel: Robert N. Bassel, Esq.
                  ROBERT BASSEL, ATTORNEY
                  P.O. Box T
                  Clinton, MI 49236
                  Tel: (248) 677-1234
                  Fax: (248) 369-4749
                  Email: bbassel@gmail.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Sidney Elhadad, principal.

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


SMOKY MOUNTAIN MOTELS: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Smoky Mountain Motels, Inc.
           fka Music City Motels, Inc.
           dba Smoky Shadows Motel & Conference Center
        1218 Murfreesboro Rd.
        Nashville, TN 37217

Case No.: 14-30557

Type of Business: Motels

Chapter 11 Petition Date: February 26, 2014

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Judge: Hon. Richard Stair Jr.

Debtor's Counsel: Steven L. Lefkovitz, Esq.
                  LEFKOVITZ & LEFKOVITZ
                  Suite 410, 618 Church Street
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  Email: sllbkecf@gmail.com

Total Assets: $11.43 million

Total Debts: $8.72 million

The petition was signed by Eddie Rhines, president.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Kenneth M. Seaton, Sr. &                               $1,021,173
Affiliates
PO BOX 10
Pigeon Forge, TN 37868

Commerce Title & Escrow, LLC                              $50,000

Citibusiness Processing Center                            $40,386

IPFS Corporation                                          $30,332

Sevier County Electric System                             $11,624

Sevier County Electric System                              $8,834

Sevier County Electric System                              $4,961

City of Pigeon Forge Water & Sewer Dept.                   $4,140

World Web Technologies                                     $3,264

A&W Office Supply & Design                                 $3,095

Booking.com B.V.                                           $3,000

City of Pigeon Forge Water & Sewer Dept.                   $2,249

Hartford Insurance Co.                                     $2,097

Siever Lock & Safe Co.                                     $1,470

Tennessee State Bank                                       $1,031

Sevier County Utility District                               $946

Evelyn Robinson                                              $805

Magnuson Hotels                                              $735

Tennessee Department of Health                               $680

Corporate Travel                                             $600


SNO MOUNTAIN: Camaras May Prosecute State Court Lawsuit
-------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
approved a consent order resolving the motion of Cathy and Sekou
Camara for relief from the automatic stay in the Chapter 11 case
of SNO Mountain, LP.

Gary F. Seitz, Chapter 11 trustee for the Debtor consented to the
motion.

The Court ordered that the automatic stay is modified solely to
permit the prosecution of an action in the Court of Common Pleas,
Philadelphia County captioned Camaras, et al., v Sno Mountain, LP.

The Camaras waived their right to collect from any assets of the
Debtor's bankruptcy estate on account of any claim that has been
or could be asserted in or as a result of the litigation or entry
of any judgment or settlement therein.

                        About Sno Mountain

Various parties -- predominated by various limited partners of Sno
Mountan LP, including Richard Ford, Charles Hertzog, Edward
Reitmeyer, who are each guarantors of certain obligations owing by
Sno Mountain -- filed an involuntary Chapter 11 petition against
Sno Mountain (Bankr. E.D. Pa. Case No. 12-19726) on Oct. 15, 2012.
The other petitioning parties include Wynnewood Capital Partners,
L.L.C., t/a WCP Snow Mountain Partners, L.P., and Kathleen
Hertzog.

The Alleged Debtor is the owner and operator of a popular ski
mountain resort and water park known as "Sno Mountain," located at
1000 Montage Mountain Road in Scranton, Pennsylvania.  The
Debtor's bankruptcy case is a "single asset real estate" case
within the meaning of 11 U.S.C. Sec. 101(51)(B).

Judge Jean K. FitzSimon oversees the case.  Brian Joseph Smith,
Esq., at Brian J. Smith & Associates PC, represents the
petitioning creditors.

Gary Seitz has been appointed as trustee overseeing the bankruptcy
of the Sno Mountain recreation complex.  Maschmeyer Karalis PC
serves as counsel to the trustee.

The Trustee has received Court authority to sell substantially all
of the Debtor's assets to Montage Mountain Resorts, L.P., for
$5.125 million.


SPIRIT REALTY: S&P Affirms 'BB-' CCR & Revises Outlook to Positive
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Spirit Realty Capital Inc. (Spirit) and revised
the outlook to positive from stable.

"The positive outlook reflects our view that Spirit (NYSE: SRC)
has executed its Cole Credit Property Trust (CCPT) II merger
rather seamlessly thus far and it is gradually closing the credit
gap, though not completely, versus some of its higher rated
retail-focused triple-net REIT peers such as National Retail
Properties, Realty Income Corp., and American Realty Capital
Properties Inc.," said Standard & Poor's credit analyst James Sung
S&P still believes that Spirit's business risk profile, which it
assess as "fair," remains weaker than these peers, with Spirit's
single-tenant concentration with Shopko Stores Operating Co. LLC
(14.5% of total annual rent) being a key constraining rating
factor, as well as the limited seasoning of its properties under
current management.  From a financial risk perspective, S&P
believes that Spirit's key credit measures are improving to the
"significant" category.  S&P thinks Spirit's prospective credit
ratio improvement will largely stem from EBITDA growth as a result
of the fully integrated CCPT II business and other future
acquisitions, as well as gradual secured debt repayment via
required sizable annual principal amortization.

S&P believes that Spirit is well positioned to maintain its
improved business and financial trends over the next 12 months.
S&P expects that Spirit will be able to generate modest 1.0% to
1.5% same-store rent growth based on stable occupancy, high tenant
retention (80% historically), and built-in rent escalations.  In
addition, S&P expects Spirit to ramp up acquisitions in 2014, as
it moves past its CCPT II merger.  Rent revenue growth, coupled
with lower general and administrative expenses, should result in
positive net operating income growth, which will, in turn, support
cash flow and capital structure credit metrics consistent with a
"significant" financial risk profile and "adequate" liquidity.

The positive outlook reflects the potential for a one-notch
upgrade over the next 12 months if Spirit's debt to EBITDA settles
into the 7.5x to 8.0x range, fixed-charge coverage approaches 1.7x
to 2.0x, and total coverage (or EBITDA to
interest/dividends/principal payments) is comfortably sustained at
or above 1.1x.  From a business risk profile perspective, S&P
would look for progress in terms of Spirit reducing its Shopko
concentration toward its target of 10% or below.

Although unlikely at this time, S&P would consider a downgrade if
Spirit's liquidity becomes constrained or if leverage and debt
coverage metrics deteriorate, perhaps due to tenant challenges.
For example, S&P could lower the rating if debt to EBITDA were to
deteriorate substantially (toward the high end of the 7.5x to 9.5x
"significant" range) or fixed-charge coverage were to decrease to
1.3x or lower.


STELERA WIRELESS: American Legal Okayed as Balloting Agent
----------------------------------------------------------
Stelera Wireless, LLC, sought and obtained approval from the U.S.
Bankruptcy Court to expand the services provided by American Legal
Claim Services, LLC.

As reported by the Troubled Company Reporter on Feb. 4, 2014,
Stelera Wireless told the Court that due to the current status of
the case, it now needs American Legal to provide it (i)
computerized claims, claims objections, and balloting database
services; and (ii) expertise, consultation, and assistance in
claim and ballot processing and other administrative information
related to the Debtor's bankruptcy case.

Bankruptcy Judge Niles Jackson had authorized Stelera Wireless to
employ American Legal as official noticing agent retroactive to
July 18, 2013.

                      About Stelera Wireless

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.  James P. Barnes, CPA has been
tapped to prepare certain company tax documentation.

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.


STEVE MCKENZIE: Suit Over Transfer of Auto Mall Goes to Trial
-------------------------------------------------------------
C. Kenneth Still, Trustee, Plaintiff, v. Nelson Bowers II Exit 20
Auto Mall LLC, Defendants, Adv. Proc. No. 12-1081 (Bankr. E.D.
Tenn.), seeks to avoid a transfer of the interest of Steve A.
McKenzie, in a limited liability company to Nelson Bowers II as a
fraudulent conveyance and as an unauthorized postpetition
transfer.  The defendants' motion seeks summary judgment on two
primary grounds: (1) that this proceeding is barred by the statute
of limitations because equitable tolling is inapplicable as a
matter of law; and (2) that the plaintiff cannot prove that the
alleged transfer was actually and effectively made.  The plaintiff
opposed the motion.

In a Feb. 21, 2014 Memorandum available at http://is.gd/SZzBjQ
from Leagle.com, Bankruptcy Judge John C. Cook denied the
defendants' motion for summary judgment.  According to Judge Cook,
among the facts to be determined at trial are (1) whether a
transfer of the plaintiff's equity interest in Cleveland Auto Mall
occurred, (2) if a transfer occurred, when it occurred, (3) if a
transfer occurred, to whom it was made, (4) whether the defendants
concealed the alleged transaction from the plaintiff and creditors
of the debtor's bankruptcy estate, and (5) whether the plaintiff
exercised due diligence in trying to find out about the causes of
action that form the subject matter of this adversary proceeding,
including whether the plaintiff knew or had reason to know of the
transfer despite any concealment by the plaintiffs.

On Nov. 20, 2008, an involuntary chapter 7 petition was filed
against Steve A. McKenzie.  On Dec. 20, 2008, the debtor filed a
voluntary Chapter 11 petition.  On Jan. 16, 2009, the court
entered an order for relief in the involuntary case with the
debtor's consent, and that order also converted the chapter 7 case
to a case under chapter 11 of the Code and consolidated the two
cases.  On June 14, 2010, the consolidated case was converted to
chapter 7.  The case is assigned Case No. 08-16378 (Bankr. E.D.
Tenn.).

At the time the involuntary petition was filed against Mr.
McKenzie, the debtor and Mr. Bowers each owned a 50% membership
interest in Cleveland Auto Mall, LLC.  Cleveland Auto Mall owned
certain real property located along I-75 in Bradley County,
Tennessee, but, on Dec. 10, 2008, after the filing of the
involuntary petition but before the filing of the voluntary
petition and the entry of the order for relief in the involuntary
case, the debtor signed a Sale and Purchase Agreement and a
Warranty Deed for the sale and transfer of the real estate to
defendant Exit 20 Auto Mall, LLC.


STEVEN BROWN: BACPA Did Not Abrogate Absolute Priority Rule
-----------------------------------------------------------
The United States District Court for the Eastern District of
Pennsylvania heard a bankruptcy appeal on whether the Bankruptcy
Abuse and Prevention and Consumer Protection Act abrogated the
absolute priority rule in individual Chapter 11 cases.  Stated
differently for purposes of this case, the question is whether an
individual Chapter 11 debtor must satisfy the absolute priority
rule when an impaired unsecured creditor objects to the proposed
reorganization plan.  Judge Savage noted that the issue has not
been decided by the Third Circuit and has divided other courts.

The absolute priority rule, codified at 11 U.S.C. Sec.
1129(b)(2)(B)(ii), provides that each class of unsecured creditors
must be paid in full before the debtor can retain any property as
part of a reorganization plan.  See Bank of America Nat'l Trust
and Sav. Ass'n v. 203 North LaSalle P'ship, 526 U.S. 434, 441-42
(1999).  The provision was amended and a new section, Sec. 1115,
was added in 2005 by BAPCPA.  It is the added language that has
created the split among the courts that have interpreted the
absolute priority rule in individual debtor Chapter 11 cases after
BAPCPA was enacted. That newly-added language is "except that in a
case in which the debtor is an individual, the debtor may retain
property included in the estate under Section 1115, subject to the
requirements of subsection (a)(14) of this section." 11 U.S.C.
Sec. 1129(b)(2)(B)(ii).

In the individual Chapter 11 cases of Steven Brown and Linda Brown
(Bankr. E.D. Pa. Case No. 12-14058), Bankruptcy Judge Bruce Fox
held that the absolute priority rule's application in individual
Chapter 11 cases was not affected by the 2005 amendments to the
Bankruptcy Code.  After reviewing the bankruptcy court's legal
determination de novo, In re American Pad & Paper Co., 478 F.3d
546, 551 (3d Cir. 2007) (citing In re United Healthcare Sys.,
Inc., 396 F.3d 247, 249 (3d Cir. 2005)), the District Court
agrees.  According to District Judge Timothy J. Savage, because
the Browns acknowledge that they cannot present a plan that
satisfies the absolute priority rule, the Bankruptcy Court's order
dismissing the case will be affirmed.

Steven Brown, an architect, runs a construction and design
business through three entities, Design Associates, Inc., Design
Build, LLC, and Build US, LLC.  Linda Brown is a homemaker and a
volunteer special education teacher.

The debtors proposed to reorganize using Steven Brown's income
from his businesses.  On July 19, 2012, Mario Ferroni, one of the
Browns' creditors, filed a motion to dismiss the case based on the
debtors' failure to file a plan and/or show their ability to
reorganize.  On March 20, 2013, the Browns proposed a Chapter 11
plan, which was rejected on July 23, 2013.  The following day, the
Browns filed a second plan, which proposed that the Browns would
retain all of their exempt and non-exempt assets, including Mr.
Brown's interest in his three businesses, while paying the
unsecured creditors $75,000 over five years at the rate of $15,000
per year.

On August 15, 2013, at the hearing on Ferroni's motion to dismiss,
the debtors acknowledged that Ferroni's unsecured claim of
$489,000 would not and could not be paid in full. They also
recognized that Ferroni would not vote in favor of the plan or any
plan they could afford to fund.

Ferroni objected to the amended plan, arguing that the Browns'
plan violated the absolute priority rule.  The Browns countered
that the rule was abrogated by the 2005 amendments to the
Bankruptcy Code.  At the same time, they conceded that if the rule
was not abrogated, their plan could not be confirmed.

On Sept. 26, 2013, Judge Fox entered an order dismissing the case
because the absolute priority rule stood in the way of
confirmation.  The Browns timely appealed.

The case before teh District Court is, BROWN, et al., Appellants,
v. FERRONI, et al., Appellees, Civil Action No. 13-6460 (E.D.
Pa.).

A copy of the District Court's Feb. 24, 2014 Memorandum Opinion is
available at http://is.gd/CeDehtfrom Leagle.com.


SWJ HOLDINGS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: SWJ Holdings, LLC
        Corp. Service Company
        2711 Centerville Road, Suite 400
        Wilmington, DE 19808

Case No.: 14-10376

Chapter 11 Petition Date: February 25, 2014

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

Debtor's Counsel: Bruce Duke, Esq.
                  BRUCE J. DUKE, LLC
                  4201 Greenwich Lane
                  Mount Laurel, NJ 08054
                  Tel: 856-701-0555
                  Email: bruceduke@comcast.net

Estimated Assets: $10 million to $50 million

Estimated Debts: $1 million to $10 million

The petition was signed by Richard Annunziata, managing member.

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


THOMPSON CREEK: Letko Brosseau Has 6.1% Stake
---------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission on Feb. 14, 2014, Letko, Brosseau & Assoc. Inc.
disclosed that it beneficially owned 10,220,304 shares of common
stock of Thompson Creek Metals Co. representing 6.1 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/N2Jlkc

                    About Thompson Creek Metals

Thompson Creek Metals Company Inc. is a growing, diversified North
American mining company.  The Company produces molybdenum at its
100%-owned Thompson Creek Mine in Idaho and Langeloth
Metallurgical Facility in Pennsylvania and its 75%-owned Endako
Mine in northern British Columbia.  The Company is also in the
process of constructing the Mt. Milligan copper-gold mine in
central British Columbia, which is expected to commence production
in 2013.  The Company's development projects include the Berg
copper-molybdenum-silver property and the Davidson molybdenum
property, both located in central British Columbia.  Its principal
executive office is in Denver, Colorado and its Canadian
administrative office is in Vancouver, British Columbia.  More
information is available at http://www.thompsoncreekmetals.com

The Company's balance sheet at March 31, 2013, showed $3.42
billion in total assets, $2.04 billion in total liabilities and
$1.37 billion in stockholders' equity.

                           *     *     *

As reported by the TCR on Aug. 14, 2012, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on Denver-
based molybdenum miner Thompson Creek Metals Co. to 'CCC+' from
'B-'.  "These rating actions follow Thompson Creek's announcement
of weaker production and higher cost expectations through next
year," said Standard & Poor's credit analyst Donald Marleau.

In the May 9, 2012, edition of the TCR, Moody's Investors Service
downgraded Thompson Creek Metals Company Inc.'s Corporate Family
Rating (CFR) and probability of default rating to Caa1 from B3.
Thompson Creek's Caa1 CFR reflects its concentration in
molybdenum, relatively small size, heavy reliance currently on two
mines, and the need for favorable volume and price trends in order
to meet its increasingly aggressive capital expenditure
requirements over the next several years.


TREEHOUSE FOODS: S&P Raises CCR to 'BB'; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings, including
the corporate credit rating, on Oak Brook, Ill.-based TreeHouse
Foods Inc. to 'BB' from 'BB-'.  The rating outlook is stable.

S&P also assigned its '3' recovery and 'BB' issue-level rating to
the company's proposed $400 million senior unsecured notes that
will refinance the company's existing senior unsecured notes.  The
notes will be issued off of the company's rule 415 shelf
registration filed in November 2013.  S&P will withdraw the
ratings on the company's existing notes upon the close of the
transaction.  The ratings are subject to review upon final
documentation.

"The ratings on TreeHouse Foods Inc. reflect, in part, the
company's continued growth as one of the largest manufacturers of
private-label products, proven innovation and manufacturing
capabilities, and stable profitability," said Standard & Poor's
credit analyst Bea Chiem.

The stable outlook reflects Standard & Poor's expectation that
TreeHouse Foods Inc. will maintain adequate liquidity, leverage in
the low-3x area, and funds from operations to total debt in the
22%-27% area.


TRISTAR FIRE: Jury Trial to Be Held on Union's Alter-Ego Claims
---------------------------------------------------------------
ROAD SPRINKLER FITTERS LOCAL UNION NO. 669, U.A., AFL-CIO,
Plaintiff, v. TRISTAR FIRE PROTECTION, INC., and TSFP HOLDINGS,
INC., Defendants, Case No. 12-13983 (E.D. Mich.), will proceed to
trial after District Judge Lawrence P. Zatkoff rejected:

     (1) motion from Defendant TriStar Fire Protection, Inc. for
         summary judgment;

     (2) motion from Defendant TSFP Holdings, Inc. for summary
         judgment; and

     (3) Plaintiff Road Sprinkler Fitters Local Union No. 669,
         U.A., AFL-CIO's motion for summary judgment

Judge Zatkoff, meanwhile, granted the motion from Defendant TSFP
Holdings, Inc. for leave to file a supplement to its motion for
summary judgment.

Road Sprinkler Fitters Local Union No. 699, U.A., AFL-CIO is a
national labor organization that represents skilled construction
employees engaged in the installation and repair of automatic fire
protection systems across the country.  TriStar Fire Protection,
Inc. -- TriStar -- was formed in 1978 and was involved in the
installation and maintenance of fire protection and fire
suppression systems until declaring bankruptcy in 2011.  TSFP
Holdings, Inc. -- co-owned by two former officers of TriStar --
was incorporated in September of 2011, acquired all of TriStar's
assets in 2012, and is currently in the business of installing and
maintaining fire protection and fire suppression systems.

The summary judgment motions presented two central issues:

     1. Whether TriStar's bankruptcy precludes the Union from
        alleging TSFP is the "alter ego" of TriStar; and

     2. If TriStar's bankruptcy does not bar the Union from
        asserting such a claim, whether TSFP is the "alter ego"
        of TriStar, and thus bound to comply with the collective
        bargaining agreement initially entered into between the
        Union and TriStar.

TriStar filed a petition for Chapter 11 bankruptcy protection on
August 18, 2011, in the U.S. Bankruptcy Court for the Eastern
District of Michigan.  TriStar claims the petition was filed for
three reasons: the serious decline in TriStar's gross revenue, the
fact that TriStar was in default on a $900,000 loan it had
received from Bank of America, and a labor dispute between TriStar
and a different local sprinkler fitters union.  The Road Sprinkler
Fitters Local Union asserts, however, that the motivating factor
behind the filing was to avoid what TriStar saw as an
"uncompetitive labor contract" between it and TriStar.

Prior to filing for bankruptcy, TriStar was owned by a group of
investors under the name TriStar Acquisition Company.  TriStar's
President at the time was Scott Penive and its Vice President of
Engineering was Michael Shaver.  TriStar's Vice President of
Operations was Bruce Hermanson and TriStar's Chief Financial
Officer was Eric Wieber.  On Oct. 1, 2011, Scott Penive and
Michael Shaver resigned from TriStar, while Messrs. Wieber and
Hermanson stayed on as officials of TriStar.  They also co-founded
a company -- TSFP -- in September 2011 to possibly make a bid to
purchase TriStar's assets through the bankruptcy proceeding.  They
formed TSFP as 50% owners; currently Mr. Hermanson is the
President of TSFP and Mr. Wieber is TSFP's Chief Financial
Officer.

On Oct. 11, 2011, TriStar filed a Plan of Reorganization and
Disclosure Statement with the Bankruptcy Court.  As part of the
Plan, TSFP was designated as the Stalking Horse Bidder in an
auction sale for TriStar's assets.  TSFP was chosen as the
Stalking Horse Bidder -- according to TriStar's Disclosure
Statement -- due to the experience Messrs. Wieber and Hermanson
had in the business and their likelihood to maximize the value of
TriStar's assets.  According to the Plan, any entity which wanted
to participate in the auction sale of TriStar's assets was
required to become a "qualified bidder" by providing a deposit of
at least $25,000, demonstrating that it possessed the capabilities
to operate the business, and submitting a bid.  Ultimately, no
other entities besides TSFP attempted to meet the requirements set
forth in the Plan to become a qualified bidder.

Although several objections to the Plan were filed, the Bankruptcy
Court confirmed the Plan on May 16, 2012.

On June 8, 2012, prior to sale of any assets, TriStar filed a
motion with the Bankruptcy Court to assume the CBA with Road
Sprinkler Fitters Local Union.  TriStar indicated its intent not
to reject the CBA.  TriStar also indicated, however, that it did
not intend to assign the CBA to the purchaser of the Debtor's
assets: TSFP.  Road Sprinkler Fitters Local Union did not file an
objection to this motion.  TSFP has not currently adopted the CBA.
New employees are instead hired directly by TSFP rather than via
any hiring hall.  The terms and conditions of employment for TSFP
employees are set forth in an employee handbook, and the wages and
benefits of TSFP employees are different from those previously
received by TriStar employees.

On June 11, 2012, an Asset Purchase Agreement was executed between
TriStar and TSFP.  Under the terms of an Installment Payment and
Security Agreement contained within the overarching Agreement,
TSFP purchased TriStar's assets with a $25,000 deposit and a $4.1
million loan from TriStar.  TriStar retained a security interest
in the assets as collateral for its loan.  The assets purchased by
TSFP included all of TriStar's equipment, machinery, tooling
supplies, intellectual property, TriStar's rights under any and
all contracts, all inventory, customer lists and receivables. TSFP
also purchased TriStar's business name and business telephones.3

The Agreement also indicates TriStar's owners have the right to
approve TSFP's annual budget, the right to approve salaries or
other compensation in excess of the approved annual budget, the
right to approve or reject organizational changes made by TSFP,
and the right to approve or reject any substantial change in the
nature of the business of TSFP. TriStar ownership also retains the
right to inspect the TSFP premises, to attain any additional
information about TSFP it might request, and the right to
communicate directly with TSFP customers in the event of default.
TSFP asserts that no owner of TriStar has any control over TSFP's
operations, indicating Wieber and Hermanson make all of TSFP's
management and business decisions.

As of June 11, 2012, TSFP has operated a sprinkler fitters
business.  TSFP does business under the name "TriStar Fire
Protection" (the same full name as Defendant TriStar) at the
business offices previously occupied by TriStar.  TSFP uses the
same telephones, furniture, equipment, tools and materials
formerly owned by TriStar. Plaintiff alleges 24 of the 25
employees TSFP currently has were also employed by TriStar.
Plaintiff also asserts at least 60 of the 62 customers TSFP
disclosed during discovery were former customers of TriStar.

On July 16, 2012, Road Sprinkler Fitters Local Union filed a
grievance against TSFP, alleging that TSFP was bound by the terms
of the CBA entered into between Road Sprinkler Fitters Local Union
and TriStar.  Road Sprinkler Fitters Local Union asserted TSFP was
attempting to evade the terms of the CBA, and sought restoration
of the terms and conditions contained within the CBA.  There is no
record of responses from either TriStar or TSFP to Plaintiff's
grievance filing.

On Sept. 10, 2012, Road Sprinkler Fitters Local Union filed its
complaint with the District Court, seeking an order that TSFP is
the "alter ego" of TriStar and asking the Court to compel TSFP to
comply with the terms of the CBA by submitting Plaintiff's
grievance to final and binding arbitration.

In rejecting the summary judgment motions, Judge Zatkoff held that
Road Sprinkler Fitters Local Union is not barred by the
Confirmation Order in TriStar's bankruptcy proceedings from now
asserting that TSFP is the "alter ego" of TriStar.  Additionally,
TriStar's assumption of the CBA and intent not to assign the CBA
to TSFP do not bar it from bringing its current claim.

The Court also held that the evidence and arguments presented by
Road Sprinkler Fitters Local Union and both Defendants create
genuine issues of material fact as to whether TSFP is the "alter
ego" of TriStar.  The Court further finds that all parties have
presented evidence with regards to the "alter ego" issue that a
jury could reasonably rely upon in coming to its conclusion.  As
such, the Court cannot grant any of the parties' motions for
summary judgment with regards to the "alter ego" question; such an
issue is a question of fact for a jury to decide.

A copy of Judge Zatkoff's Feb. 24, 2014 Opinion and Order is
available at http://is.gd/tjM17Kfrom Leagle.com.

Tristar Fire Protection, Inc., based in Plymouth, Michigan, filed
for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No. 11-62283)
on Aug. 18, 2011, in Detroit.  Judge Phillip J. Shefferly
presides over the case.  Michael E. Baum, Esq. --
mbaum@schaferandweiner.com -- at Schafer And Weiner, PLLC, serves
as the Debtor's counsel.  It estimated under $50,000 in assets and
under $10 million in liabilities.  A list of the Company's 20
largest unsecured creditors filed together with the petition is
available for free at http://bankrupt.com/misc/mieb11-62283.pdf
The petition was signed by Eric Wieber, chief financial officer.


TRONOX LTD: Posts Net Loss of $48 Million in Fourth Quarter 2013
----------------------------------------------------------------
Tronox Limited on Feb. 26 reported fourth quarter 2013 revenue of
$436 million compared to $482 million in the fourth quarter 2012
and $491 million in the third quarter 2013.  Adjusted EBITDA of
$96 million improved from $71 million in the prior-year quarter
and $92 million in the prior quarter.  Adjusted net loss
attributable to Tronox Limited in the fourth quarter was $48
million, or $0.42 per diluted share, versus an adjusted net loss
of $45 million, or $0.40 per diluted share, in the year-ago
quarter and an adjusted net loss of $55 million, or $0.48 per
diluted share, in the prior quarter.

Fourth Quarter 2013 Highlights:

    Adjusted EBITDA of $96 million up from $71 million in prior-
year quarter and $92 million in prior quarter; adjusted EBITDA
margin of 22 percent versus 15 percent prior-year quarter and 19
percent in third and second quarters

    Mineral Sands segment revenue of $248 million; adjusted EBITDA
of $93 million

    Pigment segment revenue of $277 million; adjusted EBITDA of $9
million; fourth consecutive quarter of significant sequential
adjusted EBITDA improvement

    Board declared quarterly dividend of $0.25 per share payable
on March 24, 2014 to shareholders of record of company's Class A
and Class B ordinary shares at close of business on March 10, 2014

Full-Year 2013 Highlights:

Tom Casey, chairman and CEO of Tronox, said: "Our fourth quarter
results provided a solid finish to 2013 and continued to reflect
global pigment market conditions that began stabilizing earlier in
the year.  Our adjusted EBITDA of $96 million improved compared to
the prior-year quarter and prior quarter, as did our adjusted
EBITDA margin of 22 percent.  Pigment sales volumes remained
strong and the segment's adjusted EBITDA contribution of $9
million reflected the fourth consecutive quarter of significant
sequential improvement.  Mineral Sands' adjusted EBITDA of $93
million and adjusted EBITDA margin of 38 percent essentially
equaled their third quarter performance.  Global market conditions
in zircon also reflected stability, as sales volumes increased 12
percent and selling prices held constant versus the third
quarter."

Mr. Casey continued: "We delivered strong operating cash flow in
2013 with cash provided by operating activities improving by $219
million, at $337 million, up substantially from $118 million in
2012.  We continued our disciplined approach in the pursuit of our
goal to become a larger scale, globally cost competitive, fully
integrated producer -- qualities that we believe are critical to
success in the global market we see developing over the next 5-10
years -- that of a more consolidated industry where global scale
and lowest cost deliver the sustainable advantage.  Based on our
strong operating cash flow and disciplined approach, we have the
ability to pay a quarterly dividend currently yielding more than 4
percent, while at the same time evaluate ways to expand our scale
relative to the market.  We remain very confident in the long-term
value creation potential of our business and are committed to
deliver that value to our shareholders."

Fourth Quarter 2013 Results

Mineral Sands

Mineral Sands segment revenue of $248 million was 22 percent lower
than $316 million in the prior-year quarter and up 1 percent
versus $245 million in the third quarter 2013.  Relative to the
prior-year quarter, sales volumes were level and selling prices
were 22 percent lower.  Compared to the third quarter, sales
volumes declined 1 percent while selling prices increased 1
percent.  Sales volumes exceeded production volumes in the quarter
as inventories were reduced.  Revenue from intercompany sales was
$119 million in the quarter.  Sales to third parties were $129
million, including $80 million of revenue from zircon and pig
iron.  In the fourth quarter, 78 percent of titanium feedstock
revenue was derived from intercompany sales.  Zircon sales volumes
were 37 percent higher than the year-ago quarter and 12 percent
higher than the prior quarter.  Zircon selling prices were 28
percent lower than the year-ago quarter and level to the prior
quarter.

Mineral Sands segment operating income of $33 million increased 27
percent compared to the prior-year quarter and gross profit margin
improved to 17 percent from 10 percent over the same period.
Adjusted EBITDA was $93 million and the adjusted EBITDA margin was
38 percent.  Mineral Sands segment adjusted EBITDA is calculated
before the elimination of gross profit on sales to the Pigment
segment that occurs in consolidation at the company level.  In the
fourth quarter, $32 million of Mineral Sands gross profit was
eliminated in consolidation and $43 million of previously
eliminated gross profit was reversed, for a net adjusted EBITDA
contribution in consolidation of $11 million.

Tronox has resumed construction at its KZN Sands Fairbreeze Mine
in South Africa.  Earlier this month, the South African Department
of Water Affairs notified Tronox that it had lifted the
construction stay during the pending appeal on the company's main
water-use license.  This month, the company also received land-use
approval from a municipality adjacent to Fairbreeze that would
allow mining at the C Extension area of the site, which is
scheduled to begin in 2017.

Pigment

Pigment segment revenue of $277 million increased 8 percent versus
$256 million in the prior-year quarter driven by a 23 percent
sales volumes increase, partially offset by 14 percent lower
selling prices and lesser impacts of mix and foreign exchange.
Double-digit percent volume gains were realized in all regions
compared to the prior-year quarter, and were especially robust in
Europe and Asia-Pacific.  Selling prices declined 1 percent
compared to the prior quarter for the third straight sequential
quarter.  Sales volumes in the fourth quarter returned to normal
seasonal levels, essentially equal to that of the first quarter --
the other seasonally lighter quarter -- and down 6 percent from
the seasonally stronger second and third quarters. Sales volumes
exceeded production volumes in the quarter as finished pigment
inventories also returned to normal seasonal levels.

Pigment segment operating income of ($26) million improved
compared to operating income of ($85) million in the fourth
quarter 2012.  Pigment segment adjusted EBITDA of $9 million
improved compared to adjusted EBITDA of ($58) million in the
prior-year quarter.  Fourth quarter adjusted EBITDA of $9 million
also improved sequentially for the fourth consecutive quarter and
compares to adjusted EBITDA of ($3) million in the third quarter.
Average feedstock cost reflected in the Pigment segment income
statement in the fourth quarter was $1,048 per metric ton, down
from $1,188 per metric ton in the third quarter.  During the
fourth quarter, 100 percent of Pigment segment feedstock purchases
were from the Mineral Sands segment at an average cost of $906 per
metric ton.

Corporate and Other

Revenue in Corporate and Other, which includes our electrolytic
manufacturing business, was $31 million, level to that in the
fourth quarter 2012.  The electrolytic business generated adjusted
EBITDA of $4 million, which was offset by adjusted EBITDA of ($21)
million related to corporate operations for a net adjusted EBITDA
in Corporate and Other of ($17) million in the fourth quarter.
The Corporate and Other loss from operations of $15 million
compares to a $9 million loss from operations in the prior-year
quarter and a $20 million loss from operations in the prior
quarter.

Consolidated

Selling, general and administrative expenses for the company in
the fourth quarter were $50 million, or 11 percent of revenue,
versus $32 million, or 7 percent of revenue, in the fourth quarter
2012.  Interest and debt expense was $36 million versus $25
million in the year-ago quarter.  On December 31, 2013, gross
consolidated debt was $2,413 million, and debt, net of cash, was
$935 million.  For the quarter, capital expenditures were $68
million and depreciation, depletion and amortization was $95
million.

Full Year 2013 Results

For the full year 2013, revenue of $1,922 million increased 5
percent versus $1,832 million in 2012, as volume gains in both
Mineral Sands and Pigment segments and the impact of acquired
businesses were partially offset by lower selling prices and less
favorable mix.  Adjusted EBITDA was $362 million compared to
adjusted EBITDA of $503 million in the prior year.  Adjusted net
loss attributable to Tronox Limited was $169 million, or $1.49 per
diluted share, versus adjusted net income attributable to Tronox
Limited of $202 million, or $1.98 per diluted share, in the prior
year.

Mineral Sands

Mineral Sands segment revenue of $1,103 million increased 45
percent, driven primarily by the impact of acquired businesses and
higher sales volumes, partially offset by lower selling prices
across most product lines.  Operating income of $238 million
increased 53 percent compared to the prior year, driven by the
contribution from acquired businesses, higher sales volumes, lower
net amortization of purchase price adjustments and favorable
currency translation, partially offset by lower selling prices.
Mineral Sands' adjusted EBITDA was $474 million and adjusted
EBITDA margin was 43 percent.  Mineral Sands segment adjusted
EBITDA is calculated before the elimination of gross profit on
sales to the Pigment segment that occurs in consolidation at the
company level.  For the full year 2013, $172 million of Mineral
Sands gross profit was eliminated in consolidation and $186
million of previously eliminated gross profit was reversed, for a
net adjusted EBITDA contribution in consolidation of $14 million.

Pigment

Pigment segment revenue of $1,169 million was 6 percent lower than
$1,246 million in the prior year, as higher sales volumes were
more than offset by lower selling prices and less favorable mix.
Volume gains were achieved in all major regions.  Segment
operating income of ($179) million in 2013 compared to operating
income of $57 million in the prior year.  For the full year,
Pigment adjusted EBITDA was ($57) million.  In 2013, approximately
95 percent of Pigment segment feedstock purchases were from our
Mineral Sands segment and beginning in the second quarter of 2013,
100 percent of Pigment feedstock purchases have been from Mineral
Sands.

Corporate and Other

Revenue in Corporate and Other, which includes our electrolytic
manufacturing business, of $128 million equaled the revenue of
$128 million realized in 2012.  The electrolytic business
generated adjusted EBITDA of $11 million, which was offset by
adjusted EBITDA of ($80) million related to corporate operations
for a net adjusted EBITDA in Corporate and Other of ($69) million
in 2013.  The Corporate and Other loss from operations of $70
million compares to a loss from operations of $139 million in the
prior year, primarily due to the absence of one-time fees and
expenses associated with the Mineral Sands acquisition incurred in
the prior year.

Consolidated

Selling, general and administrative expenses for the company were
$187 million, or 10 percent of revenue, versus $239 million, or 13
percent of revenue, in 2012.  Interest and debt expense was $130
million versus $65 million in the prior year, primarily the result
of higher debt levels.  On December 31, 2013, gross consolidated
debt was $2,413 million, and debt, net of cash, was $935 million.
For the year, capital expenditures were $172 million and
depreciation, depletion and amortization was $333 million.

                         About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No.
09-10156) on Jan. 13, 2009, before Hon. Allan L. Gropper.  Richard
M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq.,
at Kirkland & Ellis LLP in New York, represented the Debtors.  The
Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel;
Rothschild Inc. as investment bankers; Alvarez & Marsal North
America LLC, as restructuring consultants; and Kurtzman Carson
Consultants served as notice and claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.

Until Sept. 30, 2008, Tronox was publicly traded on the New
York Stock Exchange under the symbols TRX and TRX.B.  Since then,
Tronox has traded on the Over the Counter Bulletin Board under the
symbols TROX.A.PK and TROX.B.PK.  As of Dec. 31, 2008, Tronox
had 19,107,367 outstanding shares of class A common stock and
22,889,431 outstanding shares of class B common stock.

On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors'
First Amended Joint Plan of Reorganization under Chapter 11 of the
Bankruptcy Code, dated Nov. 5, 2010.  Under the Plan, Tronox
reorganized around its existing operating businesses, including
its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi;
Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia.


UKRAINE: Would Seek US$15-Bil. of Aid from IMF
----------------------------------------------
Stephen J. Lubben, writing for The New York Times' DealBook,
reported that Ukraine said it would seek $15 billion worth of aid
from the International Monetary Fund.

According to the report, Christine Lagarde, the managing director
of the I.M.F., said that she would send a mission to Kiev in the
coming days for preliminary talks.  Reuters said Ukraine needs $35
billion over two years to avoid bankruptcy.


USEC INC: Global X Stake at 2.3% as of Dec. 31
----------------------------------------------
Global X Management Company LLC and its affiliates disclosed that
as of Dec. 31, 2013, they beneficially owned 114,984 shares of
common stock of USEC Inc. representing 2.32 percent of the shares
outstanding.  Global X previously owned 263,743 shares as of
Oct. 31, 2013.  A copy of the regulatory filing is available for
free at http://is.gd/GrbyB7

                           About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

USEC disclosed a net loss of $1.20 billion in 2012 as compared
with a net loss of $491.1 million in 2011.  The Company's balance
sheet at Sept. 30, 2013, showed $1.70 billion in total assets,
$2.16 billion in total liabilities and a $462.1 million
stockholders' deficit.

PricewaterhouseCoopers LLP, in McLean, Virginia, 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 reported net losses and a stockholders'
deficit at Dec. 31, 2012, and is engaged with its advisors and
certain stakeholders on alternatives for a possible restructuring
of its balance sheet, which raise substantial doubt about its
ability to continue as a going concern.

                        Bankruptcy Warning

"A delisting of our common stock by the NYSE and the failure of
our common stock to be listed on another national exchange could
have significant adverse consequences.  A delisting would likely
have a negative effect on the price of our common stock and would
impair stockholders' ability to sell or purchase our common stock.
As of September 30, 2013, we had $530 million of convertible notes
outstanding.  Under the terms of our convertible notes, a
"fundamental change" is triggered if our shares of common stock
are not listed for trading on any of the NYSE, the American Stock
Exchange (now NYSE-MKT), the NASDAQ Global Market or the NASDAQ
Global Select Market, and the holders of the notes can require
USEC to repurchase the notes at par for cash.  We have no
assurance that we would be eligible for listing on an alternate
exchange in light of our market capitalization, stockholders'
deficit and net losses.  Our receipt of a NYSE continued listing
standards notification described above did not trigger a
fundamental change.  In the event a fundamental change under the
convertible notes is triggered, we do not have adequate cash to
repurchase the notes.  A failure by us to offer to repurchase the
notes or to repurchase the notes after the occurrence of a
fundamental change is an event of default under the indenture
governing the notes.  Accordingly, the exercise of remedies by
holders of our convertible notes or the trustee of the notes as a
result of a delisting would have a material adverse effect on our
liquidity and financial condition and could require us to file for
bankruptcy protection," the Company said in its quarterly report
for the period ended Sept. 30, 2013.

                           *     *     *

As reported by the TCR on Dec. 18, 2013, Moody's Investors Service
lowered USEC's Corporate Family Rating (CFR) to Ca from Caa1.  The
downgrade follows announcement that USEC has initiated a debt
restructuring plan and intends to file for reorganization under
Chapter 11 of the Bankruptcy Code.


USG CORP: Prem Watsa Stake at 1.2% as of Dec. 31
------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Prem Watsa and his affiliates disclosed that
as of Dec. 31, 2013, they beneficially owned 1,694,554 shares of
common stock of USG Corporation representing 1.2 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/sgXeaO

                       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.


UTI WORLDWIDE: Warns About Danger of Defaulting on its Debt
-----------------------------------------------------------
Lisa Allen, writing for The Deal, reported that UTi Worldwide
Inc.'s stock tumbled by 25% on Feb. 26 after it announced that it
has breached certain debt covenants and is in danger of defaulting
unless it carries out a recapitalization plan.

According to the report, the British Virgin Islands-based
transportation logistics company, whose Nasdaq shares were trading
at $11.46 midday on Feb. 26, has obtained waivers from its lenders
through April 15, which will provide some time to implement a plan
to refinance some existing debt through the issuance of $675
million in new securities.

UTi shares, which trade under the ticker symbol UTIW, finished at
$15.26 on Feb. 25, the report said.

UTi, which provides services such as air and ocean freight
forwarding, contract logistics, distribution services, supply
chain consulting and customs brokerage, intends to launch an
offering of $350 million in new convertible notes and also give
its largest shareholder, P2 Capital Partners LLC, $175 million in
7% convertible preference shares, the report related.

That private placement will raise P2 Capital's stake in the
company to 18.1% from 10.76%, the report further related.

UTi Worldwide is an international, non-asset-based supply chain
services and solutions company that provides airfreight and ocean
freight forwarding, contract logistics, customs brokerage,
distribution, inbound logistics, truckload brokerage and other
supply chain management services.


UTSTARCOM INC: Prescott Stake at 5.9% as of Dec. 31
---------------------------------------------------
Prescott Group Capital Management, L.L.C., and its affiliates
disclosed in a regulatory filing with the U.S. Securities and
Exchange Commission that as of Dec. 31, 2013, they beneficially
owned 2,307,700 ordinary shares of UTStarcom Holdings Corp
representing 5.9 percent of the shares outstanding.  A copy of the
regulatory filing is available at http://is.gd/shigA4

                       About UTStarcom, Inc.

UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support.  The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world.  UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks.  The Company's
headquarters are currently in Alameda, California, with its
research and design operations primarily in China.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $6.67 million.  UTStarcom Holdings reported a net loss
of $35.57 million in 2012, net income of $11.77 million in 2011
and a net loss of $65.29 million in 2010.

The Company's balance sheet at Sept. 30, 2013, showed $390.64
million in total assets, $217.32 million in total liabilities and
$173.31 million in total equity.


WEST CORP: Thomas H. Lee Stake at 43.3% as of Dec. 31
-----------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Thomas H. Lee Advisors, LLC, and its affiliates
disclosed that as of Dec. 31, 2013, they beneficially owned
36,262,765 shares of common stock of West Corporation representing
43.37 percent of the shares outstanding.  The calculation is based
on 83,612,330 shares of Common Stock outstanding as of Oct. 25,
2013, as reported in the Issuer's quarterly report on Form 10-Q
filed with the Securities and Exchange Commission on Nov. 1, 2013.
A copy of the regulatory filing is available at:

                        http://is.gd/0VQd0b

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

The Company's balance sheet at Sept. 30, 2013, showed $3.48
billion in total assets, $4.26 billion in total liabilities and a
$782.60 million total stockholders' deficit.

                        Bankruptcy Warning

"If we cannot make scheduled payments on our debt, we will be in
default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its quarterly report for the period ended
     Sept. 30, 2013.

                           *    *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Omaha, Neb.-based
business process outsourcer West Corp. to 'BB-' from 'B+'.  The
upgrade reflects Standard & Poor's view that lower debt leverage
and a less aggressive financial policy will strengthen the
company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company", stated Moody's analyst Suzanne Wingo.


WEST CORP: Gary West Stake at 9.1% as of Dec. 31
------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Gary L. West and Mary E. West disclosed that as of
Dec. 31, 2013, they benefically owned 7,592,792 shares of common
stock of West Corporation representing 9.1 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/YVZG9a

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

The Company's balance sheet at Sept. 30, 2013, showed $3.48
billion in total assets, $4.26 billion in total liabilities and a
$782.60 million total stockholders' deficit.

                        Bankruptcy Warning

"If we cannot make scheduled payments on our debt, we will be in
default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its quarterly report for the period ended
     Sept. 30, 2013.

                           *    *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Omaha, Neb.-based
business process outsourcer West Corp. to 'BB-' from 'B+'.  The
upgrade reflects Standard & Poor's view that lower debt leverage
and a less aggressive financial policy will strengthen the
company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company", stated Moody's analyst Suzanne Wingo.


WEST CORP: FMR LLC Reports 8.3% Stake
-------------------------------------
FMR LLC and Edward C. Johnson 3d disclosed in a Schedule 13G filed
with the U.S. Securities and Exchange Commission on Feb. 13, 2014,
that they beneficially owned 6,997,326 shares of common stock of
West Corporation representing 8.369 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/nx01Xu

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

The Company's balance sheet at Sept. 30, 2013, showed $3.48
billion in total assets, $4.26 billion in total liabilities and a
$782.60 million total stockholders' deficit.

                        Bankruptcy Warning

"If we cannot make scheduled payments on our debt, we will be in
default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its quarterly report for the period ended
     Sept. 30, 2013.

                           *    *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Omaha, Neb.-based
business process outsourcer West Corp. to 'BB-' from 'B+'.  The
upgrade reflects Standard & Poor's view that lower debt leverage
and a less aggressive financial policy will strengthen the
company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company", stated Moody's analyst Suzanne Wingo.


WESTMORELAND COAL: Nelson Obus Stake at 5.1% as of Dec. 31
----------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Nelson Obus and his affiliates disclosed that as of
Dec. 31, 2013, they beneficially owned 743,257 Shares of common
stock of Westmoreland Coal Company representing 5.1 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/veuTd6

                      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.


WINDSPIRE ENERGY: Court Rules in Committee Suit Against D&Os
------------------------------------------------------------
OFFICIAL COMMITTEE OF UNSECURED CREDITORS, Plaintiff, v. GIACOMO
MARINI et al., Defendants, No. 3:13-cv-00010-RCJ-WGC (D. Nev.),
arises out of alleged fraudulent transfers and breaches of
fiduciary duties by directors, officers, and shareholders of
Debtor Windspire Energy, Inc.  The Committee asserted claims for:
(1)-(2) breach of fiduciary duty; (3) aiding and abetting breach
of fiduciary duty; (4) corporate waste; and (5)-(17) various core
bankruptcy claims.  The Committee named 14 Defendants, which the
Court will categorize into three groups:

     (1) Giacomo Marini, Ian Rogoff, Tim Rodgers, Hess, Michael
         Schwab, Peter Henig, James Horn, and Robert Mosebar --
         Director Defendants;

     (2) Noventi Ventures II, LP, Big Sky Venture Capital III
         LLC, Big Sky Venture Capital IV LLC, Greenhouse Capital
         Partners LP, and Venmilo Partners, LLC -- Shareholder
         Defendants; and

     (3) Noventi, LLC

The Court granted two motions to withdraw the reference in part
and a motion to withdraw the reference in full.  Big Sky III and
Big Sky IV moved to dismiss the second, third, and fifth claims.
Greenhouse has separately moved to dismiss the same claims.  The
Committee has moved for offensive summary judgment as to the
liability of the Director Defendants and Noventi Ventures II, LP
on the breach of fiduciary duty claims.

Also pending before the Court are a motion to join the Chapter 11
Trustee as a party and a motion for leave to amend an answer to
plead a counterclaim against the Trustee.

In a Feb. 21 Amended Order available at http://is.gd/XNHKFTfrom
Leagle.com, District Judge Robert C. Jones denies all pending
motions.

Reno, Nevada-based Windspire Energy, Inc., fdba Mariah Power,
Inc., filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No.
12-50035) on Jan. 6, 2012.  Judge Bruce T. Beesley presides over
the case.  Alan R. Smith, Esq., at The Law Offices of Alan R.
Smith, serves as the Debtor's counsel.  Windspire Energy scheduled
assets of $218,968 and liabilities of $5,963,470.  A list of the
20 largest unsecured creditors filed together with the petition is
available for free at http://bankrupt.com/misc/nvb12-50035.pdf
The petition was signed by James Horn, CEO.


WME IMG: S&P Assigns 'B' Corporate Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned parent holding company
WME IMG Holdings LLC (WME IMG) a 'B' corporate credit rating.  At
the same time, S&P affirmed all ratings, including its 'B'
corporate credit rating, on IMG Worldwide Holdings Inc.  S&P
expects to withdraw its ratings on IMG following the completion of
the proposed transactions.  The rating outlook is stable.

At the same time, S&P assigned co-borrowers William Morris
Endeavor Entertainment LLC's and Iris Merger Sub's* proposed
$2 billion first-lien credit facility (consisting of a
$100 million revolver due 2019 and a $1.9 billion term loan due
2021) its 'B' issue-level rating and '3' recovery rating.  The '3'
recovery rating reflects S&P's expectation for meaningful (50% to
70%) recovery prospects for lenders in the event of a payment
default.

In addition, S&P assigned the company's proposed $450 million
second-lien credit facility due 2022 its 'B-' issue-level rating
and '5' recovery rating.  The '5' recovery rating reflects S&P's
expectation for modest (0% to 10%) recovery prospects for lenders
in the event of a payment default.

The company will use proceeds from these proposed issuances, along
with existing equity at WME and a new equity contribution,
primarily by Silver Lake, to complete the company's acquisition of
IMG and refinance debt at WME and IMG.

*Iris Merger Sub is an initial co-borrower under the facility.
Upon the close of the acquisition, all obligations of Iris Merger
Sub will be assumed by IMG LLC.

The 'B' corporate credit rating on WME IMG reflects S&P's
assessment of the company's financial risk profile as "highly
leveraged" and its assessment of the company's business risk
profile as "fair," according to its criteria.

S&P's assessment of WME IMG's financial risk profile as highly
leveraged reflects a significant level of borrowing to complete
the acquisition of IMG.  S&P expects total lease-adjusted debt to
EBITDA to be near 7x and for funds from operations (FFO) to total
adjusted debt to be in the high-single digits in 2014.  These
leverage measures incorporate our expectation for a significant
level of cost cutting at IMG starting in 2014, and are partly
offset by S&P's expectation that EBITDA coverage of interest
expense will be in the 3x area in 2014, which is good for the
current financial risk assessment.

"Our assessment of WME IMG's business risk profile as fair is
based on the company's good market position and competencies in
supporting most pieces of the value chain in the packaging of
television and film projects, as well as the operation and
management of professional sporting events.  WME IMG's
entertainment packaging revenue, recurring events, and established
relationships with corporate sponsors, sanctioned sporting events,
and broadcasting firms provide some future revenue stability.  WME
IMG operates in a highly competitive business.  However, the scale
and scope of its relationships create a meaningful network effect
within each of its WME and IMG divisions that competitors would
find hard to replicate.  WME IMG benefits from an expansive client
base and a good level of revenue diversification, in which no
client accounts for more than 2% of total revenue.  The company's
IMG unit has geographic diversity, with almost 50% of its revenue
generated outside of the U.S," S&P said.

These advantages are partially offset by potential volatility in
operating performance, given the company's underlying reliance on
corporate marketing spending and sponsorship contract renewals,
which are sensitive to changes in the economic cycle.  In
addition, WME IMG faces a significant level of integration risk
over the next few years, which is customary for acquisitions of
this size.  The scale of IMG's global operations represents an
opportunity to cut costs, but also presents a significant
management challenge doing so in a timely manner that will not
disrupt core operations.

WME is a talent agency that also packages TV and movie content for
distribution.  IMG is composed of three complementary business
segments: sports and entertainment, media, and college.  The
sports and entertainment business includes golf, tennis, clients,
licensing, consulting, and fashion franchises focused on event
ownership and management, talent representation, sports marketing,
and sponsorship sales.  The media segment engages in the
production and distribution of sports programming and the
acquisition and sale of media rights for sporting events.  The
college segment manages and markets media, sponsorship, and
licensing rights for a large network of colleges.


WYLDFIRE ENERGY: Chapter 11 Plan Declared Effective Feb. 18
-----------------------------------------------------------
The effective date of the Plan of Liquidation filed by Michael
McConnell, as Chapter 11 trustee for Wyldfire Energy, Inc., has
been declared effective on Feb. 18, 2014.

The Honorable Harlin D. Hale approved the Disclosure Statement and
confirmed the Plan on Feb. 4, 2014 at a combined hearing.

In relation to the Plan Effective Date, parties are notified that
all applications for allowance of Administrative Claims must be
filed with the Court and served in accordancw with the Plan no
later than March 20, 2014.

Each bankruptcy professional who holds a fee claim for
compensation for services rendered and reimbursement of expenses
incurred prior to the Effective Date will be required to file and
serve a fee application no later than March 20, 2014.

                       About Wyldfire Energy

Palo Pinto, Texas-based Wyldfire Energy, Inc., filed a bare-bones
Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-70239) in
Wichita Falls, Texas, on June 20, 2012.  Tamara Ford, a 100%
stockholder, signed the Chapter 11 petition.  Judge Harlin DeWayne
Hale oversees the case.  Ronald L. Yandell, Esq., serves as the
Debtor's counsel.

Michael A. McConnell, Esq., and Nancy Ribaudo, Esq., at Kelly,
Hart & Hallman, represent Chapter 11 Trustee Michael Arthur
McConnell as counsel.  The Trustee tapped nancy Lain, Faulkner &
Co., P.C. as his accountants.


XTREME POWER: Jordan Hyden Approved as Bankruptcy Counsel
---------------------------------------------------------
Xtreme Power Inc. and its debtor-affiliates sought and obtained
authority from Judge H. Christopher Mott of the U.S. Bankruptcy
Court for the Western District of Texas, Austin Division, to
employ Jordan, Hyden, Womble, Culbreth & Holtzer, P.C., as
bankruptcy counsel.

Jordan Hyden professionals who will take primary roles in the
firm's representation of the Debtors and their hourly rates are:

      Attorneys                           Hourly Rate
      ---------                           -----------
      Shelby A. Jordan, Esq.                     $525
      Harlin C. Womble, Jr., Esq.                $475
      Nathaniel Peter Holzer, Esq.               $425
      Brennon Gamblin, Esq.                      $300
      Susan M. Womble, Esq.                      $250
      Antonio Ortiz, Esq.                        $250

      Legal Assistants                    Hourly Rate
      ----------------                    -----------
      Shaun Jones                                $155
      Chrystal Mason                             $125
      Melba Ramirez                               $95

Mr. Holzer, a shareholder of Jordan, Hyden, Womble, Culbreth &
Holzer, P.C., 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. Holzer relates that the Debtors first contacted Jordan Hyden
on or about December 19, 2013, seeking financial advice, and
Jordan Hyden was retained on December 26, 2013.  The firm received
an initial retainer of $45,000 on December 26, 2013; another
$56,455, on January 15, 2014; and $130,000 on January 21, 2014.
As of the Petition Date Jordan Hyden holds in its trust account a
retainer of $83,335.

Mr. Holzer discloses Jordan Hyden was co-counsel with estate
creditor Baker Botts, L.L.P., in two Chapter 11 cases, In Re:
Pacific Lumber Company and In Re: Asarco, LLC.  Both of those
bankruptcy cases were concluded with confirmed plans some time ago
and the two law firms are no longer co-counsel in those cases or
on any other matter; however, in the Asarco case, Jordan Hyden and
Baker Botts, L.L.P., are co-appellees in an appeal that is
currently pending in the U.S. Court of Appeals for the 5th
Circuit, which has been fully briefed and argued and is pending
decision from that Court.  No referral fee, shared compensation,
or consideration of any kind exists as between Jordan Hyden and
Baker Botts, L.L.P., Mr. Holzer tells the Court.

On Feb. 14, 2014, the Debtor filed a supplement application for
approval of its motion to employ Jordan, Hyden, Womble, Culbreth &
Holtzer, P.C., as bankruptcy counsel.

                        About Xtreme Power

Xtreme Power focuses on the design, engineering, installation, and
monitoring of integrated energy storage systems for power
generators, grid operators and commercial and industrial end
users, among others.  Xtreme Power claims to be one of the world's
leading grid-scale power control technology provider capable of
integrating the full spectrum of energy generation sources and
battery technologies.

Xtreme Power Inc. and two affiliates filed Chapter 11 bankruptcy
petitions (Bankr. W.D. Tex. Lead Case No. 14-10096) in Austin,
Texas, on Jan. 22, 2014.  Judge Christopher H. Mott presides over
the case.

The Debtors have tapped Shelby A. Jordan, Esq., Harlin C. Womble,
Jr., Esq., Nathaniel Peter Holzer, Esq., Brennon Gamblin, Esq.,
Susan M. Womble, Esq., and Antonio Ortiz, Esq., at Jordan Hyden
Womble & Culbreth & Holzer, P.C., as bankruptcy attorneys; Baker
Botts L.L.P. as special counsel; and Gordian Group, LLC, as
investment banker and financial advisor.

Xtreme Power Inc. scheduled $7,004,915 in total assets and
$65,743,283 in total liabilities.  Xtreme Power Systems LLC
scheduled $4,303,921 in total assets and $87,666,873 in total
liabilities.  Xtreme Power Grove LLC scheduled $5,179,692 in total
assets and $31,882,277 in total liabilities.

The U.S. Trustee on Feb. 6 appointed three members to the official
committee of unsecured creditors in the Debtors' cases.  The
Committee has retained Hohmann, Taube & Summers L.L.P. as counsel.

Silicon Valley Bank, the Debtors' pre-bankruptcy lender, is
represented by Leo D. Plotki, Esq., at Levy, Small & Lallas, in
Los Angeles, California.

Xtreme Power on Feb. 7, 2014, won bankruptcy court approval to
eliminate a February deadline for bids and instituted a straight
auction process in March 2014.  Horizon Technology Finance
Corporation will provide debtor-in-possession financing and serve
as the stalking horse at the auction with a bid of $10 million and
a pledge not to compete with firms bidding higher.


YRC WORLDWIDE: Spectrum Group Stake at 8.8% as of Dec. 31
---------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Spectrum Group Management LLC  and Mr. Jeffrey A.
Schaffer disclosed that as of Dec. 31, 2013, they beneficially
owned 1,023,757 shares of common stock of YRC Worldwide
representing 8.8 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/kpTA5y

                        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 Feb. 18, 2014, Moody's Investors Service
has upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, 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', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "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.


YRC WORLDWIDE: Raging Capital Stake at 5.9% as of Dec. 31
---------------------------------------------------------
Raging Capital Master Fund, Ltd., and its affiliates disclosed in
a regulatory filing with the U.S. Securities and Exchange
Commission that as of Dec. 31, 2013, they beneficially owned
647,057 shares of common stock of YRC Worldwide Inc. representing
5.9 percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/vib6IW

                         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 Feb. 18, 2014, Moody's Investors Service
has upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, 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', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "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.


YRC WORLDWIDE: Whippoorwill No Longer a Shareholder
---------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Whippoorwill Associates, Inc., and its
affiliates disclosed that as of Dec. 31, 2013, they did not
beneficially own shares of common stock of YRC Worldwide Inc.
The reporting persons previously owned 571,053 shares as of
Oct. 29, 2013.  A copy of the regulatory filing is available for
free at http://is.gd/5iYVmi

                        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 Feb. 18, 2014, Moody's Investors Service
has upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, 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', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "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.


YRC WORLDWIDE: Owl Creek No Longer a Shareholder as of Dec. 31
--------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Owl Creek I, L.P., and its affiliates
disclosed that as of Dec. 31, 2013, they ceased to own any shares
of common stock of YRC Worldwide Inc.  A copy of the regulatory
filing is available for free at http://is.gd/q5jCLM

                        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 Feb. 18, 2014, Moody's Investors Service
has upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, 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', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "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.


YRC WORLDWIDE: Prescott No Longer a Shareholder as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Prescott Group Capital Management, L.L.C.,
Prescott Group Aggressive Small Cap, L.P., Prescott Group
Aggressive Small Cap II, L.P. and Mr. Phil Frohlich disclosed that
as of Dec. 31, 2013, they have ceased to be the beneficial owners
of shares of common stock YRC Worldwide Inc.  The reporting
persons previously owned 548,996 common shares as of Dec. 31,
2011.  A copy of the regulatory filing is available at:

                        http://is.gd/EcvRct

                         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 Feb. 18, 2014, Moody's Investors Service
has upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, 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', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "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.


Z REALTY GROUP: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Z Realty Group, LLC
        212 Whitemand Street
        Fort lee, NJ 07024

Case No.: 14-13362

Chapter 11 Petition Date: February 26, 2014

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

Judge: Hon. Novalyn L. Winfield

Debtor's Counsel: Richard J. Kwasny, Esq.
                  KWASNY & REILLY
                  53 South Main St.
                  Yardley, PA 19067
                  Tel: (215) 321-0300
                  Fax: (215) 321-9336
                  Email: kwasnylaw@aol.com

Total Assets: not indicated

Total Liabilities: $21,000

The petition was signed by Zeynep Ekemen, president.

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


ZINKIA: Spain Producer of Kids' Show 'Pocoyo' Files for Bankruptcy
------------------------------------------------------------------
Agence France-Presse reported that the Spanish production company
behind 'Pocoyo', a children television's show screened
internationally and starring an animated toddler and his animal
friends, said on Feb. 26 it had filed for bankruptcy protection.

According to the report, the firm, Zinkia, said it had failed to
reach a deal with one of its creditors which holds a loan against
the company worth 2.5 million euros ($3.4 million).

"The board of directors has decided to enter into a reorganisation
of its debt with creditors" to protect its assets, it said in a
statement to the Spanish stock market regulator, the report
related.

Zinkia, founded in 2001, says Pocoyo is seen in over 25 countries
around the world, including in Britain and the United States in an
English-language version voiced by the British actor Stephen Fry,
the report further related.

Zinkia has debts of 11 million euros, AFP said, citing Spanish
media reports.


* The Deal Announces Results of Q4 2013 Bankruptcy League Tables
----------------------------------------------------------------
The Deal, TheStreet's institutional business, announced the
results of their quarterly rankings of the top firms and
professionals involved in active bankruptcy cases for the fourth
quarter of 2013.  According to the data, 16 retailer bankruptcies
were filed in the U.S. by companies with at least $50 million in
liabilities in 2013, double the number the year before.

"Even though business bankruptcy filings were down in the fiscal
year 2013, restructuring professionals still found plenty of work
in the retail industry and will likely discover even more in
fiscal 2014," said Jamie Mason, Senior Editor for The Deal.  "As
antiquated shopkeepers try to figure out how to deal with fierce
competition from online merchants, problems like old business
models and expensive leases will force an increasing number of
companies to file."

League Table highlights:

    For the investment banks, Blackstone Group LP held its lead
from Q3 2013 with $720.6 billion in assets and 26 cases, followed
by Miller Buckfire & Co. LLC with $653.9 billion in assets,
Houlihan Lokey Inc. with $58.2 billion in assets, Jefferies LLC
with $45.9 billion in assets, and Lazard with $41.7 billion in
assets.

    Top investment bankers were Timothy Coleman (Blackstone Group
LP), Leon Szlezinger (Jefferies LLC), Mick Solimene (Macquarie
Capital (USA) Inc.), Edward Casas (Solic Capital Advisors LLC) and
Neil Luria (Solic Capital Advisors LLC).

    Skadden, Arps, Slate, Meagher & Flom LLP finished its sweep of
the top spot for 2013 with cases totaling $1,074.1 billion in
assets.  Rounding out the top five were Weil, Gotshal & Manges LLP
with $1030.8 billion in assets, White & Case LLP with $1025.2
billion in assets, Vedder Price PC with $1,008.8 billion in
assets, and Saul Ewing LLP with $1,002.7 billion in assets.

    Amongst lawyers, Michael Schein (Vedder Price PC) and Thomas
Lauria (White & Case LLP) held onto their top rankings from Q2 and
Q3, followed by J. Gregory Milmoe (Skadden, Arps, Slate, Meagher &
Flom LLP), Douglas Rosner (Goulston & Storrs PC) and Richard Hahn
(Debevoise & Plimpton LLP).

The full suite of rankings is available now on The Deal Pipeline ,
the transaction information service powered by The Deal's newsroom
and the full report is also available online.

             About The Deal's Bankruptcy League Tables

The Deal's Bankruptcy League Tables are the industry's only league
tables focused solely on active bankruptcy cases.  The Bankruptcy
League Tables by volume involve only active U.S. bankruptcy cases
of debtors with assets of $10 million or more.  The rankings are
based on the aggregation of those asset values.  The table
reflects the number of active cases fitting that criteria and may
not characterize the total number of active cases.  Firms and
professionals only get one credit for each active case, not each
active assignment.  The Bankruptcy League Tables by number involve
global bankruptcy cases irrespective of debtor asset size.
Professionals receive credit for multiple assignments on one case.

                          About The Deal

The Deal -- http://www.thedeal.com-- a business unit of
TheStreet, has been serving corporate dealmakers, advisers and
institutional investors the most sophisticated analysis of the
deal economy since 1999.  Its transaction information service, The
Deal Pipeline, is powered by a newsroom of senior journalists who
offer proprietary research and reporting across M&A, bankruptcies,
auctions and financings.  It includes a breaking news service,
First Take; daily and weekly sector newsletters; The Daily Deal, a
2x daily report of the day's top stories; a research center with
over a decade's worth of intelligence and a database of over
100,000 deals; and an iPad app.  Its marketing & media services
group produces the industry's leading forecasting event, The Deal
Economy, held annually at the NYSE in addition to industry
webcasts and integrated marketing programs.


* Schultze Was Lead Speaker in Harvard Restructuring Course
-----------------------------------------------------------
George Schultze, Founder and Managing Member of Schultze Asset
Management, LLC, was a lead speaker on Feb. 26 in Harvard Business
School's Creating Value Through Corporate Restructuring course
taught by Professor Stuart Gilson.  During the three sessions, he
discussed both potential risks and opportunities for distressed
securities investors in mature industries as demonstrated by the
Harvard Business Review case ("Arch Wireless, Inc."), which Mr.
Schultze helped to develop based on his experiences investing in
that company.

"It is an honor to return to Harvard Business School and join
Professor Gilson again as a guest speaker.  Both the professor and
his students are outstanding, and each year that I participate, I
also learn something new," said Mr. Schultze.  "Today's capital
markets show interesting similarities for post-reorganization
securities to those evident when the Arch Wireless company
restructured a number of years ago," he added.  Mr. Schultze also
noted that companies in many of today's very mature industries --
such as publishing, yellow pages, and commodity production --
could benefit from the extreme cost cutting and other shareholder-
friendly actions that Arch management employed after it emerged
from reorganization.

              About Schultze Asset Management, LLC

Schultze Asset Management, LLC -- http://www.samco.net-- is a
specialist alternative investments firm founded by George Schultze
in 1998.  It manages pooled investment vehicles and managed
accounts for hundreds of clients worldwide with a particular
emphasis on event-driven and distressed securities investing.


* Bankruptcy Attorney Sherri Dahl Joins Roetzel's Cleveland Office
------------------------------------------------------------------
Roetzel & Andress on Feb. 27 disclosed that Sherri L. Dahl has
joined the Cleveland office as a partner of the firm.  Formerly a
principal in the Cleveland office of Squires Sanders, Ms. Dahl's
practice focuses on complex corporate and municipal out-of-court
restructuring, bankruptcy reorganization, sales and litigation.
During the course of her career, she has represented debtors,
lenders, creditors' committees and individual creditors in
Chapter 7, 9 and 11 matters in bankruptcy and district courts
across the United States.  She currently represents The Official
Committee of Unsecured Creditors in the D&L Energy, Inc.
bankruptcy, in Youngstown, Ohio, and for the last 5 years, she
represented the holding company for the U.S.'s fourth largest bank
failure in 2009.  Ms. Dahl has represented clients in matters
involving the manufacturing, leasing, selling or distribution of
chemicals, steel, plastics, auto parts, pharmaceuticals,
insurance, securities, banking and financial services,
construction, bedding, private equity, entertainment, intellectual
property and real estate.

"We are excited to welcome Sherri to the Cleveland office and to
our firm," said Robert B. Casarona, Cleveland's Partner-in-Charge.
"Her experience, insight and leadership will ensure that our
clients receive the best possible representation."

Ms. Dahl is the recipient of numerous accolades.  She is
recognized in Chambers USA for Bankruptcy/Restructuring (2013) and
has been named among The Best Lawyers in America(R) (2013-2014).
In addition, Ms. Dahl has been selected as an "Ohio Super Lawyer"
by Ohio Super Lawyers magazine (2012-2014) and has been named by
the same publication as one of the "Top 25 Female Lawyers in
Cleveland," one of the "Top 50 Female Lawyers in Ohio," and one of
the "Top 50 Cleveland Super Lawyers" (2014).

A thought leader on the issue of women in the legal profession,
Ms. Dahl is an active member of several professional
organizations, including the Cleveland Metropolitan Bar
Association (Chair, Women's Section, 2013-2014), the Ohio Women's
Bar Association, (Board member, 2013-2014) and the International
Women's Insolvency and Restructuring Confederation (N.E. Ohio
Chapter, Co-chair, 2013-2014).

A graduate of the Ohio State University Moritz College of Law,
Ms. Dahl served as a managing editor of the Ohio State Law
Journal.  Subsequent to earning her J.D., she served as a law
clerk for the Honorable William T. Bodoh of the United States
Bankruptcy Court, Northern District of Ohio.  Ms. Dahl also has a
B.S. in business management from the University of Redlands.

                          About Roetzel

Roetzel -- http://www.ralaw.com-- is a full-service law firm with
more than 200 attorneys in offices located throughout Ohio and
Florida and in Chicago, New York and Washington, D.C.  The firm
provides comprehensive legal services to national and
international corporations, closely held and family-run
businesses, institutions, organizations and individuals.


* BOOK REVIEW: A Legal History of Money in the United States,
               1774-1970
-------------------------------------------------------------
Author: James Willard Hurst
Publisher: Beard Books
Paperback: US$34.95
Review by Gail Owens Hoelscher
Order your personal copy today and one for a colleague at
http://is.gd/x8Gesf

This book chronicles the legal elements of the history of the
system of money in the United States from 1774 to 1970.  It
originated as a series of lectures given by James Hurst at the
University of Nebraska in 1973.  Mr. Hurst is quick to say that
he , as a historian of the law, took care in this book not to
make his own judgments on matters outside the law.  Rather, he
conducted an exhaustive literature review of economics, economic
history, and banking to recount the development of law over the
operations of money.  He attempted to "borrow the opinions of
qualified specialists outside the law in order to provide a
meaningful context in which to appraise what the law has done or
failed to do."

Mr. Hurst define money, for the purposes of this books, as "a
distinct institutional instrument employed primarily in
allocating scarce economic resources, mainly through government
and market processes," and not shorthand for economic, social,
or political power held through command of economic assets."

From the beginning, public and legal policy in the U.S. centered
on the definition of legitimate uses of both law affecting
money, and allocation of power over money among official
agencies, both federal and state.  The foundations of monetary
policy were laid between 1774 and 1788.  Initially, individual
state legislatures and the Continental Congress issued paper
currency in the form of bills of credit.  The Constitutional
Convention later determined that ultimate control of the money
supply should be at the federal level.  Other issues were not
clearly defined and were left to be determined by events.

The author describes how law was used to create and maintain a
system of money capable of servicing the flow of resource
allocations in an economy of broadly dispersed public and
private decision making.  Law defined standard money units and
made those units acceptable for use in conducting transactions.
Over time, adjustment of the money supply was recognized as a
legitimate concern of law.  Private banks were delegated
expansive monetary action powers throughout the 1900s and
private markets for gold and silver were allowed to affect the
money supply until 1933-34.  Although the Federal Reserve Act
was not aimed clearly at managing money for goals of major
economic adjustment, it set precedents by devaluing the dollar
and restricting the use of gold.

Mr. Hurst devotes a large part of his book to key issues of
monetary policy involving the distribution of power over money
between the nation and the states, between legal and market
processes, and among major agencies of the government.  Until
about 1860, all major branches of government shared in making
monetary policy, with states playing a large role.  Between 1908
and 1970, monetary policy became firmly centralized at the
national level, and separation or powers questions arose between
the Federal Reserve Board, the White House (The Council of
Economic Advisors), and the Treasury.

The book was an enormous undertaking and its research
exhaustive.  It includes 18 pages of sources cited and 90 pages
of footnotes.  Each era of American legal history is treated
comprehensively.  The book makes fascinating reading for those
interested in the cause and effect relationship between legal
processes and economic processes and t hose concerned with
public administration and the separation of powers.

James Willard Hurst (1910-1997) is widely regarded as the
grandfather of American legal history.  He graduated from
Harvard Law School in 1935 and taught at the University of
Wisconsin-Madison for 44 years.



                             *********

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.


                  *** End of Transmission ***